You agree that You will at all times during the Term of this Agreement maintain a user account with us on the Platform (“Account”). This Agreement is effective upon the date you first access or use the Margin Trading Services (as defined below) and continues until terminated by You or us (“Term”). We may terminate this Agreement, close your Account, terminate, suspend or restrict your access to any of the functions, services and/or products provided by us including but not limited to the Margin Trading Services at any time for any reason (including, without limitation, any activity that may create harm or loss to the goodwill of Gate.io).

Unless agreed by Gate.io in writing, You shall not assign any right and obligation arising out of or in connection with the Agreement to any third person, including Your affiliates (including but not limited to any legal entity controlling or controlled by You, and for the purpose of this provision, “control” means to have the controlling power of adopting or affecting each decision or policy related to business operation or personal management of, either directly or indirectly, through any legal agreement or other means, over the controlled party) without our consent.

You acknowledge and agree that if your financial status has, or that you foresee or ought to foresee any material changes that will affect your ability to pay off the loan you borrow from us and interest incurred, You shall notify Gate.io immediately and all undue loan and the entire loan balance then outstanding shall automatically become and be immediately due and payable and we may, at our sole discretion without prior written notice to you, cancel all your Credit Line (as defined below).

You hereby irrevocably authorize Gate.io with access to supervise and operate your Account and conduct payments or any other necessary measures such as when upon a liquidation event, or when the Margin Balance (as defined below) reaches certain thresholds as set in Article 2, 3 and 4 of the Agreement or when, at Gate.io’s sole discretion, You materially breach the Agreement, or Gate.io reasonably believes that You, given Your financial status, might not repay the loans in whole or in part, or potentially causes losses or damages of Gate.io.

When you borrow a Digital Asset to engage in margin trading, you are entering into a loan agreement as a borrower in borrowing a certain amount of loan (“ Margin Loan ”). You agree to provide and maintain enough collateral to open a leveraged position otherwise You agree that we may take actions we deem proper, including but not limited to liquidating all your Digital Assets in your Account. We may from time to time in our sole discretion determine the amount, type, value, and calculation ratio of the collateral required to keep the relevant leveraged position open (“ Margin Balance ”). A list of Digital Assets approved by us to be eligible as a collateral will be prescribed by us on our Platform and certain Digital Assets may only be valued as a collateral on a discounted basis. We may amend that list from time to time in our sole discretion and may (but shall not be obliged to) notify You of any changes to the list of eligible Digital Assets or discounts applied to the valuation thereof prior to those changes taking effect.

For the avoidance of doubt, we shall have full discretion in deciding whether to accept or decline a request for a margin trading. If granted, a margin trading shall only be used by You but not any other third parties whatsoever on the Platform. Notwithstanding the following, You shall only use the Margin Loan on our platform.

We might perform certain risk control measures based on the relevant thresholds according to instructions on the Platform: https://www.gate.io/help/trade. You shall at all times ensure that You keep enough collateral in your Account when You open a position. BOTH PARTIES ACKNOWLEDGE THAT ANY NOTICE AND RISK CONTROL MEASURES ONLY SERVE AS A REMINDER AND AS A RISK CONTROL STRATEGY OF GATE.IO. YOU EXPRESSLY WAIVE ANY RIGHTS TO RECEIVE PRIOR NOTICE OR DEMAND FROM GATE.IO. GATE.IO SHALL NOT BE LIABLE FOR ANY LOSS CAUSED BY THE DELAY OR FAILURE OF THE NOTIFICATION OR RISK CONTROL MEASURES.

If you use our Margin Trading Service under the Portfolio Margin Account, you agree to the terms, risk control measures and the calculation formula on this page: https://www.gate.io/help/trade/portfolio/28672/about-portfolio-margin-account-margin.

The Term of this Agreement shall commence upon signing of the Agreement and remain in full effect.

After the termination of the Agreement, Articles 7, 8, 9, and 10 of the Agreement shall remain in force and effect. Termination does not immediately relieve You of obligations incurred by You under this Agreement. In the event of a termination of this Agreement, upon termination, any Digital Assets shall be delivered in return and any fees owed shall be payable immediately. Your continued or renewed use of the Margin Trading Services after all pending transactions have been processed serves to renew Your consent to the terms of this Agreement. In addition, upon termination You understand and agree that (a) all rights granted to You by us under this Agreement will end; (b) we reserve the right (but have no obligation) to delete all of Your information and account data stored on our servers; (c) we will not be liable to you for compensation, reimbursement, or damages related to your use of the Margin Trading Services, or any termination or suspension of the Margin Trading Services or deletion of Your information or account data whatsoever; and (d) You remain liable to us for any fees or fines, or other financial obligation incurred by You or through Your use of the Services prior to termination.

Each party hereto represents and warrants that (i) it has the power to execute and deliver this Agreement, to enter into the Agreement contemplated hereby and to perform its obligations hereunder, (ii) it has taken all necessary action to authorize such execution, delivery and performance, and (iii) this Agreement constitutes a legal, valid, and binding obligation enforceable against it in accordance with its terms.

Each Party hereto represents and warrants that it has not relied on the other for any tax or accounting advice concerning this Agreement and that it has made its own determination as to the tax and accounting treatment of any services, any digital currency, Portfolio Margin Balance, or funds received or provided hereunder.

Each Party hereto represents and warrants that it is acting for its own account.

Each Party hereto represents and warrants that it is a sophisticated Party and fully familiar with the inherent risks involved in the transaction contemplated in this Agreement, including, without limitation, risk of new financial regulatory requirements, potential loss of money and risks due to volatility of the price, and voluntarily takes full responsibility for any risk to that effect.

Each Party represents and warrants that it is not insolvent and is not subject to any bankruptcy or insolvency proceedings under any applicable laws.

Each Party represents and warrants there are no proceedings pending or, to its knowledge, threatened, which could reasonably be anticipated to have any material adverse effect on the transactions contemplated by this Agreement or the accuracy of the representations and warranties hereunder or thereunder.

Each Party represents and warrants that to its knowledge the transactions contemplated in this Agreement are not prohibited by law or other authority in the jurisdiction of its place of incorporation, place of principal office, or residence and that it has necessary licenses and registrations to operate in the manner contemplated in this Agreement.

You represent and warrant that all information provided including but not limited to Your KYC information, risk appetite, financial situation etc. are true, complete, accurate, updated and non-misleading. If any information provided subsequently becomes false, untrue, incomplete, inaccurate, outdated or misleading, You shall immediately inform us of any such change.

You represent and warrant that it has, or will have at the time of the return of any Digital Assets, the right to the Assets subject to the terms and conditions hereof, and, free and clear of all security, liens, charges, mortgages and encumbrances other than those arising under this Agreement.

You represent and warrant that, unless otherwise agreed by Gate.io, promptly upon (and in any event within seven (7) Business Days after) the execution of this Agreement, furnish to Gate.io Your most recent audited annual and (if applicable) quarterly financial statements and any other financial statements agreed by Gate.io. For each successive year, You shall also furnish to Gate.io Your future audited annual financial statements within thirty (30) Business Days of Your fiscal year end, unless as otherwise agreed by Gate.io.

If either Party beaches the Agreement or the effective appendixes, attachments, or annexes attached to the Agreement, the breaching Party shall be liable for the breach of Agreement to the non-breaching Party in accordance with the provisions of the Agreement. Gate.io however shall not be liable for any indirect or consequential losses that may be incurred by the You as a result of our breach of the Agreement

If You materially violate this Agreement, or this Agreement terminates prior to the Term, Gate.io shall have the right to terminate this Agreement at any time and require You to pay for the principal and Interest payable up to the date when Gate.io terminates the Agreement immediately, regardless of the Agreement Term.

If You fail to pay the principal and Interest in accordance with the Agreement or the relevant effective appendixes or attachments (including the circumstance where the assets in Your Account are insufficient to pay the Principal and Interest ), You shall, in addition to promptly repaying the Principal and Interest payable up to the date of discharge, pay to Gate.io daily liquidated damage at the rate of 0.5% of the total outstanding Principal and Interest per Working Day for each overdue day. After 3 Working Days overdue of any charges due to Your reasons, a penalty is owed and You shall additionally deposit such owed amounts in Your Account. The daily penalty will be 3 times the daily interest of the borrowed token in accordance with the token Party chose to be provided service with.

In case of any loss caused to Gate.io due to You at any time, You shall be liable for full compensation. The scope of compensation includes but is not limited to all Principal, Interest and expenses under this Agreement and any expenses incurred by Gate.io for claiming rights such as attorney's fee, court fee, appraisal fee, property preservation fee and travel expense or other reasonable expenses.

Notwithstanding the forgoing, Gate.io shall not be liable for the damages or losses caused by any force majeure event on the platform, including but not limited to losses resulting from bugs, malfunctions, disruptions, errors, distortions, server failure or data loss or delays, or any service disruption, suspension, the volatile nature of the market, delay, or termination that is caused by an interruption in telecommunications or internet services, failure of equipment and/or software or shortage of adequate power, or any other occurrence which is beyond Gate.io’s reasonable control. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE AGGREGATE LIABILITY OF GATE.IO, ITS AFFILIATES AND SERVICE PROVIDERS, OR ANY OF ITS RESPECTIVE OFFICERS, DIRECTORS, AGENTS, EMPLOYEES OR REPRESENTATIVES, EXCEED USD 100,000.

Both parties agree and acknowledge that the relevant laws and regulations of Digital Assets are still under development. In the event that, due to any new legislation or amendment of such laws or regulations, You shall immediately notify Gate.io that it is declared or deemed by the competent court or authority as illegal or violating the order of competent authorities in its performance of the Agreement, Gate.io may modify the content of the Agreement to the extent permitted by the applicable laws and regulations, or to terminate the Agreement immediately. If You decline or refuse Gate.io’s requests on changing the former, high-risk, illegal signing legal entity and/or to discontinue Your high-risk, legally improper, illegal, criminal actions, You shall bear all liability or loss that arises from the refusal and its own actions. Any loss or damage caused by this refusal or the Your high-risk, legally improper, illegal, criminal actions shall be recovered by You. Gate.io shall not be liable for any loss or damage caused by this refusal or Your high-risk, legally improper, illegal, criminal actions.

This Agreement shall be governed by and construed in accordance with the laws of The Republic of Panama, and without resort to any conflict of law rules.

All disputes arising from the conclusion, interpretation and performance of this Agreement shall be solved by both Parties through amicable negotiation after the occurrence of such disputes. Where the negotiation fails, the Parties shall submit such dispute to the International Arbitration Centre of The Republic of Panama for arbitration in accordance with its arbitration rules in effect. The number of arbitrators shall be one. The arbitration award shall be final and binding upon both Parties to the dispute.

Force Majeure. Both Parties shall not be liable for the damages or losses caused by any force majeure event on the platform, including but not limited to losses resulting from bugs, malfunctions, disruptions, errors, distortions, server failure or data loss or delays, or any service disruption, suspension, delay, or termination that is caused by an interruption in telecommunications or internet services, failure of equipment and/or software or shortage of adequate power, or any other occurrence which is beyond Parties reasonable control. Further force majeure events shall be enlisted in and consistent with the updated version of ICC Publication 421 at the time the Agreement is being signed into.

Hard Fork and Airdrop.

Miscellaneous.