Terms of Business

These Terms of Business (the "Terms") are made between ATC Brokers Limited, an exempted company incorporated in the Cayman Islands with its registered office at 190 Elgin Avenue, George Town, Grand Cayman, KY1-9008, Cayman Islands (the "Company", "we", "us", or "our"), and the individual or entity accepting these Terms (the "Participant").

2.1 These Terms apply solely to the Participant's use of the Company's simulated proprietary trading evaluation and reward program made available through the Website.

2.2 These Terms do not govern any brokerage, dealing, execution, custody or other services that may be offered by the Company through any separate website, portal, or business line, including atcbrokers.com.

2.3 The Company may maintain separate terms, disclosures, policies, and procedures for its broker-dealer activities and its simulated proprietary trading program. The Participant acknowledges that the Services under these Terms are distinct from any such brokerage or dealer relationship.

2.4 In the event of any inconsistency between these Terms and any marketing material, FAQ, dashboard summary, campaign terms, promotional communication, or social media statement, these Terms shall prevail.

3.1 The Services are not regulated or supervised by the Cayman Islands Monetary Authority ("CIMA") or any other regulatory authority. The Services provided under these Terms, including the Program, any Evaluation Account, any Qualified Account, and any simulated trading conducted thereunder, do not constitute a regulated activity in the Cayman Islands. CIMA has no supervisory function, responsibility or liability in connection with the Program or any aspect of the Services.

3.2 For the avoidance of doubt, the Company is separately licensed by CIMA under the Securities Investment Business Act (as amended, "SIBA") in respect of its execution-only brokerage business, which is conducted through atcbrokers.com and is not the subject of these Terms. That licence, and the regulatory protections afforded to clients of that separate business, have no application to the Services described in these Terms. The Participant is not a client of the Company's regulated business by virtue of participation in the Program.

3.3 The Participant acknowledges and agrees that:

(a) the Participant is not entitled to any protections, rights or remedies afforded to clients of the Company's separate regulated securities investment business;

(b) CIMA bears no responsibility or liability to the Participant in connection with the Program or the Services;

(c) the Company's status as a CIMA-licensed entity does not confer any regulatory protection, compensation scheme, complaints-handling scheme, guarantee or indemnity upon the Participant in respect of the Services; and

(d) any reference to the Company's regulatory status in any marketing material, website or communication shall not be construed as suggesting that the Services are regulated or supervised by CIMA.

4.1 These Terms take effect on the date the Participant accepts them by selecting the applicable acceptance checkbox on the Website, or earlier upon the Participant's use of the Services.

4.2 Each order, purchase, registration, login, or continued use of the Services constitutes reaffirmation of these Terms as may be amended from time to time.

Account means any evaluation, challenge, assessment, qualified, simulated, or related account made available by the Company under the Program.

Evaluation Account means a simulated account used to assess the Participant's performance against the requirements of the 1-Step Evaluation, 2-Step Evaluation, or 3-Step Evaluation.

Evaluation Fee means the one-time fee payable by the Participant for access to a selected Evaluation Account.

Evaluation Model means the 1-Step Evaluation, 2-Step Evaluation, or 3-Step Evaluation.

Program means the Company's simulated proprietary trading evaluation and reward program operated through the Website.

Program Rules means Schedule 1 to these Terms, as amended from time to time.

Qualified Account means a simulated account or designation granted by the Company after successful completion of an Evaluation Model and satisfaction of all eligibility, verification, compliance, and onboarding requirements, under which the Participant may become eligible for a Participant Reward.

Services means the Program, the Website, the user portal, the simulated trading environment, any associated dashboards, reports, communications, support, and any ancillary services provided by the Company under these Terms.

Participant Reward means a payment or reward determined by the Company by reference to the Participant's simulated performance in a Qualified Account, subject to these Terms and Schedule 1. A Participant Reward is a contractual obligation of the Company only. It is not a return on invested capital, not a deposit obligation, not evidence of profits generated in simulated markets by the Participant, and the Participant does not have an interest in any assets of the Company in connection with any Participant Reward.

Website means prop.atcbrokers.com and any related subdomain, portal, or interface designated by the Company for the Program.

6.1 The Program is a simulated trading evaluation and reward program only.

6.2 All Accounts made available under the Program are simulated accounts using virtual or notional balances. No funds are deposited into any Account for the Participant's or the Company's benefit, no customer money is held for Program purposes, and no trades placed through an Account constitute actual trading or execution by the Participant or the Company in live financial markets.

6.3 The Services are not offered as brokerage, dealing, investment management, portfolio management, investment advisory, or other regulated financial services to the Participant under these Terms.

6.4 The Participant acknowledges and agrees that:

(a) the Program is designed to assess trading skill, discipline, risk management, and compliance in a simulated environment;

(b) no actual order routing, clearing, settlement, or custody is being provided to the Participant through the Program;

(c) the Participant is not opening a cash or brokerage account under these Terms;

(d) the Participant is not entitled to any regulatory protections that may apply to customers of brokerage, custody, or investment services; and

(e) the Company owes no fiduciary or advisory duty to the Participant under the Program.

6.5 By accepting these Terms, the Participant expressly acknowledges and agrees to each of the following:

(a) No live trading. All trading activity under the Program, including during any evaluation phase, any Qualified Account phase, or any other stage of the Program, takes place exclusively in a simulated environment. No real money, securities, financial instruments or other assets are used, traded or placed at risk by the Participant or the Company at any time. None of the Participant, the Company or any other person executes real trades in live financial markets through the Program.

(b) Unsecured contractual obligation only. Any Participant Reward or other amount payable by the Company to the Participant under these Terms is a contractual obligation of the Company only. It is not a deposit, is not held on trust for the Participant, is not protected by any deposit guarantee, compensation scheme or investor protection arrangement, and is not secured against any asset of the Company. In the event of the Company's insolvency or winding-up, the Participant's claim in respect of any unpaid Participant Reward or other amount due would rank equally with the claims of all other unsecured creditors of the Company (including other participants in the Program) and would be subject to the ordinary rules of priority applicable in such proceedings.

(c) No proprietary claim over underlying investments. The Participant has no proprietary interest, beneficial ownership or other claim over any financial instruments, securities, investments, trading positions or other assets held by the Company (whether in its own name, in nominee accounts, or otherwise), or by any third party, whether in connection with the Program or otherwise. Any notional balances, simulated positions or virtual account values displayed to the Participant are for simulation and performance-assessment purposes only and do not represent or confer any proprietary right.

(d) No claim over regulated client accounts. The Participant has no right, claim, interest, security or entitlement of any kind (whether proprietary, contractual or otherwise) over any client money, client assets or client accounts held or maintained by the Company in connection with its separate regulated securities investment business conducted in accordance with its SIBA licence. The funds and assets of clients of the Company's regulated business are entirely separate from the Program and are not available to satisfy any obligation owed to Participants by the Company.

7.1 The Services are available only to persons who:

(a) have legal capacity to enter into binding contracts in their jurisdiction of residency and citizenship;

(b) are at least 18 years of age;

(c) are not resident in, located in, incorporated in, or otherwise subject to restrictions arising from any jurisdiction designated by the Company as restricted on the Website (including the Cayman Islands);

(d) are not directly or indirectly subject to sanctions, embargoes, or prohibitions administered by or applicable in the Cayman Islands, including those of the United Kingdom as extended to the Cayman Islands, or any other sanctions regime the Company elects to apply;

(e) provide complete, accurate, and up-to-date information to the Company; and

(f) satisfy at any time any identity verification, anti-money laundering, counter-terrorist financing, anti-proliferation financing, sanctions, source-of-funds, geo-location checks, payment verification, and related checks required by the Company.

7.2 The Company may refuse, suspend, restrict, or terminate any application or Account at any time, with or without giving reasons, where it considers such action necessary or desirable for legal, compliance, risk or fraud prevention.

7.3 The Company may designate additional restricted jurisdictions or categories of ineligible persons at its discretion and may update such restrictions from time to time.

8.1 To access the Services, the Participant must complete the registration process specified on the Website and provide any information requested by the Company.

8.2 The Participant is responsible for ensuring that all information submitted is true, accurate, current, and complete.

8.3 The Company may accept or reject any order, registration, or application in its sole discretion.

8.4 The Participant is responsible for maintaining the confidentiality of all login credentials associated with the Participant's Account. The Participant shall be liable for any unauthorised activity conducted through the Participant's Account where such activity arises as a result of the Participant's failure to safeguard their login credentials, including through disclosure, loss, or inadequate security of such credentials. The Company shall not be liable for any loss arising from unauthorised access to the Participant's Account except to the extent caused by the Company's gross negligence or wilful misconduct.

8.5 The Services are for the Participant's personal use only. The Participant may not allow any third party to access, operate, or manage any Account unless expressly authorised by the Company in writing.

9.1 The Participant shall not, whether directly or indirectly, engage in any conduct that is designed to, or has the effect of, manipulating, exploiting, or otherwise abusing the Program, the Website, the Services, the simulated trading platform, or any of the Company's systems, processes, or infrastructure, including without limitation:

(a) any attempt to gain unauthorised access to the Company's systems, platforms, servers, data, or the Accounts of other Participants;

(b) any interference with the proper functioning of the simulated trading environment, including through the introduction of malicious code, scripts, or software;

(c) any exploitation of technical vulnerabilities, system errors, data-feed irregularities, latency, or pricing anomalies;

(d) any conduct designed to circumvent, undermine, or otherwise defeat the purpose of the Evaluation Models, the Applicable Rules, or the assessment of genuine trading skill

(e) any misrepresentation, falsification, or concealment of material information in connection with the Participant's Account, identity, trading activity, or Participant Reward eligibility; and

(f) any other conduct that, in the Company's reasonable determination, compromises the integrity, fairness, or security of the Program.

10.1 Upon payment of the applicable Evaluation Fee and acceptance by the Company, the Participant will be granted access to the selected Evaluation Model and corresponding Evaluation Account.

10.2 The Participant must satisfy the applicable performance criteria, trading objectives, and other requirements set out in these Terms, Schedule 1, and Schedule 2 in order to complete an Evaluation Model.

10.3 Successful completion of an Evaluation Model does not by itself guarantee issuance of a Qualified Account. Issuance remains subject to:

(a) the Participant's continued compliance with these Terms and Schedule 1;

(b) completion of all verification and onboarding steps required by the Company;

(c) the absence of suspected prohibited conduct, fraud, abuse, manipulation, or policy violations; and

(d) the Company's final review and approval.

10.4 Each Evaluation Model is subject to any maximum evaluation period specified in Schedule 2 or as otherwise notified by the Company to the Participant before the commencement of the Evaluation Model. If the Participant does not successfully complete the Evaluation Model within the applicable period, the Evaluation Account shall automatically terminate and no refund of the Evaluation Fee shall be due.

10.5 The Company may require additional information, interviews, demonstrations of strategy, source-of-funds information, proof of ownership of copied accounts, or other documentation before issuing a Qualified Account.

11.1 A Qualified Account is a simulated account only. It does not represent the allocation of actual capital to the Participant, and trading conducted through a Qualified Account does not involve live execution in real financial markets.

11.2 The Participant acknowledges that any notional balance shown in a Qualified Account is virtual and exists solely for simulation, performance assessment, and reward-calculation purposes. It does not represent real funds or assets held by or for the Participant or the Company.

11.3 Subject to these Terms and Schedule 1, a Participant who satisfies the requirements applicable to a Qualified Account may become eligible for a Participant Reward.

11.4 Participant Rewards:

(a) are determined solely by the Company under the Program;

(b) are payable only if all eligibility, compliance, KYC/AML, payout, and anti-abuse conditions are satisfied;

(c) begin no earlier than 14 days from issuance of the Qualified Account; are subject to a minimum withdrawal threshold of $500, unless the Company states otherwise; are subject to the applicable consistency, profitable-day, and other reward-eligibility rules in Schedule 1; and may be withheld, delayed, adjusted, reduced, set off, or denied where the Company reasonably suspects breach, abuse, prohibited conduct, sanctions issues, KYC deficiencies, chargebacks, payment irregularities, or any other compliance or operational concern.

11.5 Unless otherwise published by the Company, the standard Participant Reward split is 80% to the Participant and 20% to the Company, which may be increased to 90% under the Company's scaling or loyalty framework. The Participant Reward split is as prescribed by Schedule 2 hereto as amended by the Company from time to time.

11.6 The Company may determine the payment method, payment processor, processing timetable, payout window, and supporting documentation requirements for any Participant Reward.

11.7 For the avoidance of doubt, no stage of the Program (including any Qualified Account phase) involves the Participant trading with real money, accessing live financial markets, or being allocated actual capital by the Company. The entirety of the Program operates in a simulated trading environment.

11.8 A Qualified Account shall remain in effect for the maximum period specified in Schedule 2 or as otherwise notified by the Company at the time of issuance, subject to earlier termination in accordance with these Terms or Schedule 1. The Company may renew, extend, or decline to renew a Qualified Account in its sole discretion.

12.1 The Company may require the Participant to complete identity verification, know-your-customer, anti-money laundering, counter-terrorist financing, anti-proliferation financing, sanctions, payment verification, device verification, source-of-funds, source-of-wealth, beneficial ownership, liveness, address/location verification, or similar checks at any time.

12.2 Completion and continued satisfaction of any checks required by the Company is also a continuing condition to payment of any Participant Reward.

12.3 The Company may require refreshed or supplemental verification before any payout, after any material change in circumstances, after any suspicious activity, or at any other time.

12.4 If the Participant fails any verification, refuses to provide information, provides incomplete or misleading information, or otherwise fails to cooperate, the Company may suspend, restrict, terminate, or permanently close any Account and may refuse issuance of a Qualified Account or payment of any Participant Reward.

13.1 The Participant must comply at all times with Schedule 1, as may be amended from time to time, which is incorporated into and forms part of these Terms.

14.1 The Participant shall pay the applicable Evaluation Fee set out in Schedule 2 or otherwise displayed on the Website at the time of purchase.

14.2 All fees are stated in United States dollars unless otherwise specified.

14.3 The Company may use third-party payment processors and service providers. The Participant authorises the Company and such processors to charge the applicable Evaluation Fee and any related taxes, levies, or transaction charges.

14.4 The Company may reject any payment, require an alternative payment method, or require additional payment verification at its discretion.

14.5 The Participant is responsible for any taxes, duties, levies, bank charges, currency conversion costs, transfer costs, or similar expenses arising in connection with the Services or any Participant Reward, unless the Company expressly agrees otherwise.

15.1 Subject to clause 15.3, all Evaluation Fees and other fees are non-refundable, except where non-excludable law requires otherwise.

15.2 The Company may offset any amount owed by the Participant against any Participant Reward or other amount that might otherwise become payable.

15.3 The Participant may cancel an Evaluation and receive a full refund of the Evaluation Fee provided that:

(a) the Participant submits a cancellation request to [email protected] within 14 days of purchase; and

(b) the Participant has not accessed or placed any simulated trade on the relevant Evaluation Account.

Once the Participant accesses and executes a simulated trade on the Evaluation Account, the cooling-off right in this clause 15.3 is extinguished and no refund shall be due.

15.4 Any charge, cost, or fee incurred by the Company as a result of a chargeback or payment dispute initiated by the Participant shall be payable by the Participant to the Company, and without limitation the Company may apply the provisions of clause 15.2 with respect to such amount.

15.5 Nothing in this clause 15 shall exclude or limit any right to a refund, cancellation, or withdrawal that the Participant may have under any applicable mandatory consumer protection law or similar law that cannot lawfully be excluded by contract.

16.1 All intellectual property rights in the Services, the Website, the platform environment, software, code, dashboards, reports, content, data compilations, branding, logos, graphics, methodologies, trading metrics, evaluation logic, and related materials are owned by or licensed to the Company.

16.2 The Participant receives only a limited, revocable, non-exclusive, non-transferable, non-sublicensable right to access and use the Services in accordance with these Terms.

16.3 The Participant must not copy, reverse engineer, decompile, disassemble, scrape, reproduce, adapt, frame, mirror, modify, distribute, publish, licence, sell, lease, or exploit any part of the Services.

16.4 The Participant grants the Company a non-exclusive, worldwide, royalty-free licence to use data generated through the Participant's use of the Services for reasonable business purposes including administration, analytics, fraud prevention, performance review, business improvement, provision of the Services, anonymised analytics and compliance.

17.1 Each party shall keep confidential any confidential information of the other party obtained in connection with the Services and shall not disclose it except as permitted by these Terms or required by law.

17.2 The Company may process the Participant's personal data in accordance with its privacy policy applicable to the Website.

17.3 The Participant acknowledges and agrees that the Company may collect, store, analyse, and use personal data in accordance with the Company's privacy policy as applicable to the Website.

17.4 The Participant agrees to review the separate privacy policy published for prop.atcbrokers.com, which forms part of the contractual framework to the extent stated therein.

18.1 The Company does not provide financial, investment, legal, tax, or other professional advice under these Terms.

18.2 Nothing in the Services, the Website, or any communication from the Company constitutes a recommendation to buy, sell, hold, or refrain from trading any product or to adopt any strategy.

18.3 The Participant is solely responsible for the Participant's own decisions, conduct, and use of the Services.

18.4 The Company does not guarantee that the Participant will pass an Evaluation Model, receive a Qualified Account, earn a Participant Reward, or achieve any financial or professional outcome.

19.1 Nothing in these Terms creates any employment, worker, agency, partnership, joint venture, fiduciary, or similar relationship between the Company and the Participant.

19.2 The Participant participates in the Program solely as an independent participant in a simulated trading evaluation and reward arrangement.

19.3 The Participant has no authority to bind the Company or represent that the Participant is authorised to act on behalf of the Company.

20.1 The Participant may terminate these Terms and close any Account at any time by giving written notice to the Company at the contact details set out in clause 24 or via the Website. Upon termination by the Participant, no refund of the Evaluation Fee shall be payable except as expressly provided in clause 15.3 or clause 15.4. Any accrued Participant Reward that has been verified and approved by the Company prior to termination shall remain payable, subject to all other conditions in these Terms and Schedule 1 having been satisfied.

20.2 The Company may terminate Evaluation Accounts and Qualified Accounts in the circumstances set out in this clause 20 and Schedule 1.

20.3 The Company may, at any time, elect to wind down, discontinue or terminate the Program, the Services or these terms, including any Account, by providing the Participant with at least thirty days' prior written notice. Any termination pursuant to this clause 20.3 shall be deemed to be a termination where the Participant is not at fault and as such the provisions of clause 20.8 shall apply.

20.4 The Company may suspend, restrict, disable, or terminate any Account or the Participant's access to the Services at any time, with or without notice, where:

(a) the Participant materially breaches these Terms, including without limitation by breaching clause 9;

(b) the Participant commits a "Hard Breach" as determined in accordance with Schedule 1;

(c) the Participant engages in, or is reasonably suspected of engaging in, abuse, manipulation, gaming, or fraud;

(d) the Participant submits a payment that is reversed, disputed, unauthorised, or suspicious;

(e) the Participant fails KYC/AML, sanctions, or similar checks;

(f) the Participant is suspected of unauthorised access, multiple-account abuse, third-party management, or impermissible copying or coordination;

(g) the Participant provides false, misleading, or incomplete information;

(h) the Participant becomes ineligible under clause 7;

(i) the integrity or security of the Program, the simulated trading platform, or any of the Company's systems has been compromised, whether through technical breach, cyber incident, unauthorised access, data manipulation, or any form of abuse;

(j) the Company discontinues or makes material changes to the Program; or

(k) the Company otherwise considers such action necessary or desirable for legal, compliance, fraud prevention, or operational risk management purposes.

20.5 The Company may elect to suspend access to any Account while an investigation into a matter that may lead to action being taken under clause 20.4 is ongoing and may withhold any Participant Reward that would otherwise be due pending the outcome of such investigation.

20.6 The consequences of any termination or suspension by the Company under clause 20.4 shall be determined by whether the termination is attributable to fault on the part of the Participant. The Company shall, acting reasonably, determine whether the Participant is at fault. For these purposes, a Participant is at fault where termination arises from any of the circumstances in clauses 20.4 (a) to (h), or where the circumstances in clauses 20.4 (i), (j), or (k) were caused or materially contributed to by the Participant's own conduct, breach, or Prohibited Conduct as defined in Schedule 1.

20.7 Where the Company terminates an Evaluation Account or a Qualified Account in circumstances where the Participant is at fault:

(a) no refund of the Evaluation Fee shall be payable;

(b) any accrued but unpaid Participant Reward shall be forfeited, unless the Company in its sole discretion determines otherwise; and

(c) the Company shall have no liability to the Participant in respect of such termination, suspension, or any consequences thereof, to the extent permitted by applicable law.

20.8 Where the Company terminates an Evaluation Account or a Qualified Account in circumstances where the Participant is not at fault, the Participant shall be entitled to:

(a) in the case of an Evaluation Account, a refund of the Evaluation Fee paid in respect of the Evaluation Account; and

(b) in the case of a Qualified Account, in such circumstances, the Participant will be granted or refunded, as applicable, the higher of: (i) any accrued Participant Reward due to the Participant prior to termination in accordance with these Terms; or (ii) the Evaluation Fee paid for the Evaluation Account which, following successful completion of the Evaluation Model, led to the provision of the Qualified Account.

21.1 The Participant shall indemnify and keep indemnified the Company, its affiliates, officers, directors, employees, contractors, and agents against any losses, liabilities, claims, damages, costs, and expenses (including legal costs on a full indemnity basis) arising out of or in connection with:

(a) the Participant's breach of these Terms or Schedule 1;

(b) any fraud, negligence, wilful misconduct, or unlawful act by the Participant in any jurisdiction (including, without limitation, participation in a Program in breach of laws to which the Participant is subject);

(c) any chargeback, payment reversal, or false payment dispute initiated by or on behalf of the Participant;

(d) the Company acting in accordance with the Participant's instructions or purported instructions given via the Participant's online portal having been accessed with the correct log-in credentials;

(e) any third-party claim arising from the Participant's use or misuse of the Services;

(f) any claim, loss or liability arising from the Participant's reliance on the simulated trading environment as reflecting actual live market conditions, execution quality, pricing, liquidity, slippage, or fills;

(g) any claim, loss or liability arising from any live trading, investment, financial commitment or other transaction undertaken by the Participant (whether through the Company's separate regulated business or any third party) on the basis of, or informed by, simulated results, strategies or performance achieved during the Program; and

(h) any misrepresentation by the Participant to any third party regarding the nature of the Services or the regulatory status of the Program.

21.2 This indemnity survives suspension, termination, and expiry of these Terms or an Account.

22.1 The simulated trading platform, software environment, data feeds, and connectivity infrastructure used to deliver the Services are provided on an "as is" and "as available" basis. To the fullest extent permitted by applicable law, the Company makes no representation or warranty, express or implied, as to the uninterrupted or error-free availability of the platform, the accuracy or timeliness of any simulated pricing or market data, the equivalence of the simulated environment to live market conditions, or the compatibility of the Services with any hardware or software used by the Participant.

22.2 To the fullest extent permitted by law, the Company excludes all liability for any indirect, incidental, special, punitive, exemplary, or consequential loss, and for any loss of profit, loss of opportunity, loss of data, loss of goodwill, business interruption, or reputational loss.

22.3 To the fullest extent permitted by law, the Company shall not be liable for any loss, damage, cost, or expense arising out of or in connection with any failure to pass an Evaluation Model; any failure to receive a Qualified Account; any delay, reduction, withholding, or denial of a Participant Reward, in each case where such action is permitted under these Terms; any interruption, downtime, inaccuracy, latency, outage, software bug, connectivity problem, data-feed issue, pricing issue, or platform malfunction; any action taken by the Company under these Terms or Schedule 1; any third-party service provider, payment processor, trading platform provider, or external system; any event beyond the Company's reasonable control; or the Participant's reliance on any information, content, analytics, or communication provided through the Services.

22.4 Without limiting clauses 22.1, 22.2 or 22.3, the Company shall have no liability to the Participant for any loss or damage arising from:

(a) the simulated trading environment not reflecting, replicating, or being equivalent to live market conditions (including as to pricing, execution, liquidity, slippage, latency, or order fills); or

(b) any live trading, investment, or financial commitment undertaken by the Participant on the basis of, or influenced by, the Participant's simulated trading performance, strategies, or results.

22.5 To the fullest extent permitted by law, the Company's total aggregate liability arising under or in connection with these Terms shall not exceed:

(a) in respect of any claim arising during or in connection with an Evaluation Model, the Evaluation Fees actually paid by the Participant in respect of the relevant Evaluation Account; and

(b) in respect of any claim arising during or in connection with a Qualified Account, the greater of (i) the Evaluation Fees actually paid by the Participant in respect of the Evaluation Model pursuant to which the Qualified Account was issued, and (ii) the aggregate Participant Rewards actually paid by the Company to the Participant in respect of that Qualified Account in the six months preceding the event giving rise to the claim.

22.6 Nothing in these Terms excludes liability for fraud or any liability that cannot lawfully be excluded under applicable law.

23.1 The Company shall not be liable for any delay, failure, suspension, inaccuracy, or interruption caused directly or indirectly by any event beyond its reasonable control, including any act of God, war, terrorism, civil unrest, epidemic, pandemic, governmental action, sanctions event, telecommunications failure, internet outage, cyber incident, strike, labour dispute, utility failure, payment-system disruption, trading platform failure, data-feed issue, or third-party provider outage.

23.2 The Company shall notify the Participant of any force majeure event as soon as reasonably practicable after becoming aware of it, including the nature of the event and (to the extent known) its expected duration.

23.3 The Company shall use reasonable efforts to mitigate the effects of any force majeure event and to resume performance of its obligations as soon as reasonably practicable.

24.1 Legal notices to the Company and support communications under these Terms shall be sent to [email protected].

24.2 The Company may send notices to the Participant by email, through the Website, through the dashboard, or by any other contact method provided by the Participant.

24.3 Notices sent by email shall be deemed received when sent, unless the sender receives an automated notice of failed delivery.

24.4 Any complaint relating to the Services should be directed in writing to [email protected]. The Company will acknowledge receipt of a complaint within 5 business days and will endeavour to provide a substantive response within 14 days of receipt. If the Participant is not satisfied with the Company's response, the Participant may refer the matter to the dispute resolution process set out in clause 27.

25.1 The Company may, acting in good faith and not for the purpose of depriving a Participant of accrued entitlements, amend these Terms, Schedule 1, and Schedule 2 by posting updated versions on the Website or otherwise notifying the Participant. Where an amendment constitutes a material change to the Participant's rights or obligations, the Company shall provide not less than 14 days' prior written notice before such amendment takes effect. Unless the Company specifies otherwise, amendments that are not material take effect on the date stated in the notice or, if no date is stated, immediately upon publication.

25.2 Continued use of the Services after an amendment takes effect constitutes acceptance of the amended terms version of these Terms and its Schedules. If the Participant does not agree with a material amendment, the Participant may terminate these Terms by written notice to the Company given before the amendment takes effect, in which case the Participant's Account(s) will be closed and any accrued Participant Reward (subject to all other conditions being met) shall be processed in accordance with these Terms.

25.3 For the purposes of this clause, a "material change" means any amendment that materially alters the Evaluation Fee structure, the Participant Reward, the eligibility criteria, or the Participant's rights on termination.

25.4 Where a material amendment relates to the Evaluation Model parameters (including profit targets, loss limits, leverage, minimum trading days, or Evaluation Fees) set out in Schedule 2, such amendment shall not apply to any Evaluation Account that is active at the date on which the amendment takes effect until the earlier of: (a) the expiry of the applicable maximum evaluation period for that Evaluation Account; or (b) the Participant's commencement of a new Evaluation Account after the amendment takes effect.

25.5 Where a material amendment relates to the Qualified Account commercial terms (including the Participant Reward split, payout thresholds, balance tiers, or minimum withdrawal amounts) set out in Schedule 2, such amendment shall not apply to any Qualified Account that is active at the date on which the amendment takes effect until the earlier of:

(a) the renewal or extension of that Qualified Account; or

(b) the date falling six months after notice of the amendment is given in accordance with clause 25.1.

25.6 Clauses 25.4 and 25.5 do not apply to any amendment that is required by applicable law or regulation, or that the Company reasonably considers necessary to prevent fraud, abuse, money laundering, sanctions evasion, or to preserve the integrity or security of the Program. Any such amendment may take effect immediately, including in respect of active Evaluation Accounts and Qualified Accounts.

26.1 The Company may assign, novate, transfer, subcontract, or otherwise deal with any of its rights or obligations under these Terms, provided that the Company gives the Participant not less than 30 days' prior written notice in the case of an assignment, novation or transfer.

26.2 The Participant may not assign, transfer, novate, charge, or otherwise deal with any rights or obligations under these Terms without the Company's prior written consent.

27.1 The parties shall first seek to resolve any dispute, controversy, or claim arising out of or in connection with these Terms, including any question regarding existence, validity, interpretation, breach, or termination, through good-faith negotiations.

27.2 If the dispute is not resolved within 14 days of written notice of dispute, either party may refer the matter to confidential arbitration conducted by the Cayman International Mediation and Arbitration Centre Ltd. ("CI-MAC"). The seat of the arbitration shall be the Cayman Islands.

27.3 The arbitration shall be conducted by one arbitrator appointed by agreement of the parties or, failing agreement, by CI-MAC pursuant to CI-MAC's arbitrator-selection rules then applicable.

27.4 The arbitration shall be conducted in English.

27.5 The arbitral proceedings, submissions, evidence, orders, and award shall be confidential, except to the extent disclosure is required by law, regulatory obligation, or for enforcement of the award.

27.6 Nothing in these Terms prevents either party from seeking urgent interim, conservatory, or injunctive relief from a court of competent jurisdiction.

28.1 These Terms and any non-contractual obligations arising out of or in connection with them shall be governed by and construed in accordance with the laws of the Cayman Islands.

29.1 If any provision of these Terms is found invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect.

29.2 Any failure or delay by the Company to exercise a right or remedy shall not constitute a waiver.

29.3 These Terms, together with Schedule 1, Schedule 2, and any incorporated policy or disclosure expressly stated to form part of the contractual framework, constitute the entire agreement between the Company and the Participant in relation to the Services and supersede all prior discussions, statements, understandings, and agreements relating to the same subject matter.

29.4 The headings in these Terms are for convenience only and do not affect interpretation.

29.5 No person who is not a party to these Terms shall have any right to enforce any provision of these Terms, save that each person named as an indemnified person under clause 21 shall be entitled to enforce that clause directly, subject to and in accordance with its terms.

This Schedule 1 forms part of and must be read together with the Terms of Business. Capitalised terms used in this Schedule and not otherwise defined herein have the meanings given to them in the Terms of Business.

Applicable Rules means these Simulated Prop Trading Program Rules, the Terms of Business, any Program-specific parameters published or provided by the Company, Schedule 2, and any operational notices issued by the Company from time to time.

Automated Tool means any expert advisor, script, bot, API connection, copier, algorithm, automation layer, or similar software used to generate, manage, transmit, or replicate trades.

Hard Breach means a breach that may result in the immediate failure, disablement, closure, termination, or permanent ineligibility of an Account or the Participant.

High Impact News Event means any economic, monetary policy, geopolitical, or market-moving event designated by the Company, in its reasonable discretion, as subject to trading restrictions.

Own Account means an account (actual or simulated) beneficially owned and controlled by the Participant, whether held with the Company or another broker or platform, and in relation to which the Participant can provide satisfactory evidence of ownership and control.

Prohibited Conduct means any conduct described in clause 5, otherwise prohibited by the Applicable Rules, including without limitation clause 9 of the terms of business, or otherwise determined by the Company, acting reasonably and in good faith, to be abusive, manipulative, deceptive, exploitative, non-bona fide, or inconsistent with the purpose of the Program.

Rules mean these Simulated Prop Trading Program Rules.

Soft Breach means a breach that does not automatically terminate the Account but may result in profit removal, Participant Reward reduction, leverage restriction, warning, position closure, temporary suspension, or enhanced review.

Terms of Business means the terms of business that apply to the Program from time to time.

2.1 The nature and scope of the Program, including the simulated character of all Accounts and the exclusion of regulated financial services, are as described in clauses 3 and 6 of the Terms of Business.

2.2 References in these Rules to "risk", "trades", "positions", "execution", "margin", "capital", "profits", "exposure", "balance" and similar trading terminology are to be interpreted in the context of a simulated trading environment. No such references imply the use of real money, the execution of transactions in live financial markets, the allocation of actual capital, or the existence of any real financial exposure. Where these Rules impose requirements or restrictions by reference to such concepts (including, without limitation, stop-loss requirements, position-sizing limits, drawdown thresholds, and risk metrics such as value at risk), those requirements and restrictions are applied solely for the purpose of evaluating the Participant's trading skill, risk management discipline, and compliance with the Applicable Rules within the simulated environment.

3.1 These Rules apply to all Accounts unless a Program-specific rule expressly disapplies or varies a provision.

3.2 The Company may amend these Rules in accordance with clause 25 of the Terms of Business.

3.3 These Rules apply in addition to the Terms of Business and any other applicable Rules.

4.1 The Participant shall trade independently, honestly, and in a commercially reasonable manner.

4.2 The Participant shall not engage in conduct designed primarily to exploit system latency, quote delay, stale prices, technical errors, dashboard mechanics, Participant Reward mechanics, or rule wording rather than genuine market judgment.

4.3 The Participant shall at all times comply with the spirit as well as the letter of the Program and the Applicable Rules.

5.1 Arbitrage and execution exploitation. The following are prohibited: latency trading, latency arbitrage, stale-price trading, quote manipulation, price-feed exploitation, exploiting delayed execution or execution asymmetry, account arbitrage, and any similar practice designed to capture artificial rather than bona fide market opportunity.

5.2 High-frequency or exploitative short-duration trading. The following are prohibited: high-frequency trading, tick scalping, excessive order frequency intended to exploit Platform mechanics, and ultra-short-duration trading patterns identified by the Company as non-bona fide or abusive.

5.3 Group trading and coordinated trading. The following are prohibited: group trading, coordinated mirrored trading, reverse trading, multi-account hedging, cross-account offsetting, and coordinated execution intended to reduce effective risk, secure Participant Rewards, or circumvent evaluation criteria.

5.4 Third-party operation. The following are prohibited: third-party account management, challenge-passing services, paid or unpaid account operation by another person, undisclosed signal service dependence, and allowing another person to access or trade the Account.

5.5 Gambling-style or disproportionate risk. The following are prohibited: all-in trading, boom-or-bust trading, risking an excessive percentage of the Account on one trade or one correlated idea, using nearly all available margin on one symbol or correlated symbols, and repeated over-concentration inconsistent with prudent proprietary trading.

5.6 Strategy abuse. The following are prohibited: using one strategy principally to pass an Evaluation Account and a materially different strategy once in a Qualified Account in order to defeat the purpose of the evaluation, artificial trade splitting, artificial partial closures, mechanical rule gaming, and account rolling or churning between multiple evaluation attempts.

5.7 Prohibited strategy types unless expressly approved. The following are prohibited unless the Company expressly approves otherwise: martingale, uncontrolled averaging down, prohibited grid trading, hedging across multiple Accounts, bracket-straddle news capture strategies, and any strategy the Company reasonably considers exploitative, abusive, or inconsistent with the Program.

5.8 The Company may remove or rescind simulated profits to the extent that such profits have, in the opinion of the Company, arisen from Prohibited Conduct.

6.1 Copy trading is generally permitted, including the use of third-party signal providers, social trading platforms, and trade copier software.

6.2 Notwithstanding clause 6.1, the Participant shall not use copy trading in any manner that constitutes Prohibited Conduct, or any conduct designed to exploit the simulated environment rather than reflect genuine trading skill.

6.3 Where the Company reasonably determines that copy trading is being used in an abusive manner, to circumvent the Applicable Rules, or in breach of clause 6.2, the Company may treat such conduct as a breach for the purposes of clause 16.

7.1 The Participant may generally use Automated Tools to generate, manage, transmit, or replicate trades on the Account.

7.2 The Participant shall not use any Automated Tool in a manner that constitutes Prohibited Conduct, exploits system latency, platform mechanics, or data-feed irregularities, or is otherwise inconsistent with the purpose of the Program.

7.3 Where the Company reasonably determines that an Automated Tool is being used in an abusive manner, to circumvent the Applicable Rules, or in breach of clause 7.2, the Company may treat such conduct as a breach for the purposes of clause 16.

7.4 The Company may request information regarding any Automated Tool used by the Participant, including a description of the strategy, code ownership confirmation, and relevant logs or settings. Failure to cooperate with such a request may itself constitute a Hard Breach.

8.1 The Participant shall manage the Account prudently and consistently.

8.2 Unless the Company specifies otherwise for a particular Program, the evaluation objectives, balance tiers, fees, and Qualified Account commercial terms set out in Schedule 2 shall apply.

8.3 The Company may also apply instrument-specific, symbol-specific, leverage-based, or concentration-based limits, including limits by correlation cluster, event risk, margin use, or lot exposure.

8.4 For the purpose of these Rules, the Company may calculate risk using stop-loss distance where present, or otherwise using its own reasonable internal methodology, including nominal exposure, margin utilisation, instrument concentration, correlation, historical volatility, and value at risk applied on a notional basis for evaluation purposes.

8.5 The Participant shall not use disproportionate margin or leverage on one instrument or one directional market view.

9.1 The Participant is generally not required to place a stop loss on any position.

9.2 The Company may impose stop loss limits where it reasonably determines this is necessary to protect the integrity of the Program, to which the Participant must adhere.

9.2 Notwithstanding clause 9.1, where the Company reasonably determines that the absence of stop losses, or the manner in which positions are managed, constitutes Prohibited Conduct, involves gambling-style or disproportionate risk, or is otherwise being used to exploit, manipulate, or compromise the integrity of the Program or the Company’s systems, or where the Participant is in breach of clause 9.2, the Company may treat such conduct as a breach for the purposes of clause 16.

10.1 The Participant may trade during and around High Impact News Events in both Evaluation Accounts and Qualified Accounts.

10.2 Notwithstanding clause 10.1, the Participant shall not engage in news trading in a manner that constitutes Prohibited Conduct, including without limitation bracket-straddle news capture strategies, exploitative news straddles, or any trading strategy designed principally to exploit price spikes or volatility around High Impact News Events rather than reflect genuine market judgment.

10.3 Where the Company reasonably determines that news trading is being used in an abusive manner or to compromise the integrity of the Program or the Company’s systems, the Company may treat such conduct as a breach for the purposes of clause 16.

11.1 The Participant shall not engage in exploitative short-duration trading or tick-scalping patterns.

11.2 The Company may require that a material portion of the Participant's closed trades be held longer than one minute where the Company reasonably considers this necessary to distinguish bona fide trading from platform exploitation.

12.1 Unless a Program-specific rule states otherwise, an Evaluation Account must achieve at least 3 profitable trading days.

12.2 Unless a Program-specific rule states otherwise, the first Participant Reward from a Qualified Account shall require at least 3 profitable trading days.

12.3 For Participant Reward eligibility, no single trading day may account for more than 30% of total profits in the relevant Participant Reward period.

12.4 If the Company reasonably determines that the profit target, or most of the relevant Participant Reward period profit, was generated by one outsized trade or a small cluster of substantially identical trades, the Company may delay a Participant Reward, require additional trading history, or treat the matter as a Soft Breach.

12.5 The minimum trading day requirement applicable to a Qualified Account and the profitable day requirement applicable to a first Participant Reward are separate requirements, and satisfaction of one does not automatically satisfy the other.

13.1 If no trade is placed in an Account for 30 consecutive calendar days (or such shorter period as the Company may specify for a particular Program), the Company may designate the Account as inactive and may suspend, disable, or close it without further notice.

14.1 The Participant shall maintain only one profile or customer identity with the Company unless the Company expressly approves otherwise.

14.2 The Participant shall not share credentials, provide access to another person, or permit another person to operate the Account.

14.3 The Company may review device identifiers, IP addresses, login history, platform identifiers, linked accounts, payment information, and other technical data for fraud prevention, KYC, and enforcement purposes.

14.4 Use of false identity details, concealed beneficial ownership, unauthorised third-party payments, or account sharing may result in immediate suspension or termination of an Account.

15.1 The Company may review any Account, trade, strategy, Automated Tool, linkage pattern, or Participant Reward request where it reasonably suspects Prohibited Conduct.

15.2 The Company may request information, explanations, or evidence from the Participant, including proof of ownership of copied accounts, details of Automated Tools, device and access explanations, strategy descriptions, and screenshots, statements, logs, or source materials.

15.3 The Participant shall cooperate promptly and in good faith with any review. Failure to cooperate may itself be treated as a Hard Breach.

16.1 If the Company determines that Prohibited Conduct has occurred, it shall classify the breach as a "Hard Breach" or a "Soft Breach". In making that classification, the Company shall act reasonably and in good faith, having regard to:

(a) the nature and severity of the breach;

(b) whether the breach was deliberate, reckless, or inadvertent;

(c) whether the breach is an isolated occurrence or part of a pattern of conduct;

(d) the impact (or potential impact) of the breach on the integrity of the Program; and

(e) whether a Soft Breach classification would be a sufficient and proportionate response in the circumstances.

16.2 Where a breach is classified as a Soft Breach, the Company may apply one or more of the following measures: profit removal, Participant Reward reduction, leverage restriction, position closure, written warning, temporary suspension, enhanced review, or such other measure as the Company considers proportionate.

16.3 Where a breach is classified as a Hard Breach, the Company may immediately fail, disable, close, or terminate the affected Account, forfeit any unpaid Participant Rewards, and/or permanently exclude the Participant from the Program.

16.4 Before a Hard Breach classification takes effect, the Company shall use reasonable efforts to notify the Participant and allow the Participant five business days to make written representations, except where the Company reasonably considers that immediate action is necessary to prevent ongoing fraud, abuse, or risk to Program integrity.

16.5 Where the Participant holds more than one Account, the Company may apply the consequences of a breach to any or all linked Accounts.

17.1 The Company shall administer these Rules in good faith and in a commercially reasonable manner.

17.2 The Participant acknowledges that the Program depends upon the Company's ability to distinguish genuine trading skill from abuse, coordination, and simulated-environment exploitation.

17.3 The Company's decisions under these Rules shall be made in light of that purpose.

This Schedule 2 forms part of and must be read together with the Terms of Business. Capitalised terms not defined in this Schedule 2 take their meaning as per the Terms of Business for the Program and/or Schedule 1 thereto.

The Evaluation Fee is a one-time fee payable for access to a selected Evaluation Account and evaluation balance.

1-Step Evaluation

The Participant must achieve a profit target of 10% in Phase 1, subject to a daily loss limit of 3%, a maximum loss limit of 6%, leverage of 1:100, and a minimum of 3 trading days.

Subject to the Terms of Business and Schedule 1, and completion of all required verification and onboarding, the Participant may become eligible for a Qualified Account.

2-Step Evaluation

The Participant must achieve a profit target of 8% in Phase 1 and 5% in Phase 2, subject in each phase to a daily loss limit of 4%, a maximum loss limit of 8%, leverage of 1:100, and a minimum of 3 trading days per phase.

Subject to the Terms of Business and Schedule 1, and completion of all required verification and onboarding, the Participant may become eligible for a Qualified Account.

3-Step Evaluation

The Participant must achieve a profit target of 7% in Phase 1, 5% in Phase 2, and 5% in Phase 3, subject in each phase to a daily loss limit of 4%, a maximum loss limit of 8%, leverage of 1:100, and a minimum of 3 trading days per phase.

Subject to the Terms of Business and Schedule 1, and completion of all required verification and onboarding, the Participant may become eligible for a Qualified Account on successful completion of the 3-Step Evaluation.

Maximum Evaluation Period

Each Evaluation Model is subject to a maximum evaluation period of 30 calendar days.

The Company may revise Evaluation Models, fees, balance sizes, eligibility requirements, or Qualified Account commercial terms by amending this Schedule and publishing the updated version on the Website, in accordance with the provisions of the Terms of Business.