Terms of Business

1. ABOUT KEYSTONES AND THESE TERMS

1.1These Terms of Business (the "Terms") are issued by Keystones Partners Limited, a company incorporated in England and Wales (company number 13790130) with its registered office at 154 Bishopsgate, Fourth Floor, London EC2M 4LN ("Keystones UK"), acting as agent for the group’s FinCEN-registered Money Services Business incorporated in the State of Montana, United States of America ("Keystones US"). Together, "Keystones", "we", "us" or "our".

1.2Agency relationship. Keystones UK contracts with you and manages the client relationship. The regulated money services and cross-border payment services described in Section 4 are provided by Keystones US. Funds you send us in connection with a Transaction are received and held by entities within the Keystones Partners group (including its subsidiaries) in accordance with Section 3.

1.3Regulatory status. Keystones US is registered with the Financial Crimes Enforcement Network ("FinCEN") of the U.S. Department of the Treasury as a Money Services Business (registration number 31000279438382) and is registered with the Financial Transactions and Reports Analysis Centre of Canada ("FINTRAC") as a money services business (registration number N300000412). Keystones US is subject to the U.S. Bank Secrecy Act, FinCEN regulations at 31 CFR Chapter X, and applicable sanctions law administered by FinCEN and the Office of Foreign Assets Control ("OFAC"). Montana does not require state-level money transmitter licensing.

1.4Keystones UK is registered with HM Revenue & Customs ("HMRC") for supervision under the United Kingdom Money Laundering, Terrorist Financing and Transfer of Funds (Information on the Payer) Regulations 2017 (the "MLR 2017") (registration number 13790130) and is subject to UK data protection law. Keystones UK is not authorised by the Financial Conduct Authority as a payment institution, electronic money institution or investment firm. Keystones US is not a U.S. depository institution. The implications for your funds are set out in Section 3.

1.5These Terms govern all dealings between you and us from the Effective Date until termination under Section 17. The contractual framework consists of (in order of precedence): (a) individual Confirmations; (b) the Fee Schedule; (c) any written variation agreed by both parties; (d) these Terms; and (e) the Data Processing Agreement, save that, in relation to the processing of personal data, the Data Processing Agreement prevails over these Terms to the extent of any conflict.

1.6We may update our regulatory disclosures in this Section from time to time by notice to you as our licensing position evolves, without this constituting an amendment to these Terms under Section 18.5.

2. DEFINITIONS

"Administrative Fee" means a fee equal to the costs and losses we incur in unwinding or covering a Transaction not settled by you in accordance with these Terms (including breakage costs and intermediary bank charges, which may be significant). "Authorised User" means any individual you nominate during onboarding, or subsequently under these Terms, as authorised to access the Platform, initiate or authorise Transactions, or act on your behalf. "Beneficiary" means the person or entity you designate as the recipient of funds under a Transaction. "Business Day" means a day other than a Saturday, Sunday or public holiday on which commercial banks are open for general business in London and in the relevant settlement centres. "Business Hours" means the hours between 09:00 and 17:00 London time on a Business Day.

"Confirmation" means the written confirmation we issue for each Transaction, setting out its commercial terms. "Cut-off Time" means 17:00 London time on a Business Day, or such other time as we may specify for a particular currency or corridor. "Effective Date" means the later of 10 July 2026 and the date on which we confirm your acceptance in writing under clause 5.1. "Fee Schedule" means the schedule of fees, charges and FX margins we publish from time to time and applicable to you. "Insolvency Event" means in respect of any party: inability to pay debts as they fall due, insolvency, winding-up, liquidation, administration, appointment of a receiver or analogous officer, enforcement of security, or any event with similar effect under the law of any jurisdiction. "Platform" means the secure online client portal through which you and your Authorised Users submit instructions, view Quotations, accept Confirmations and access Transaction history. "Quotation" means an offer from us to enter into a Transaction at the exchange rate and on the terms stated. A Quotation becomes a binding Transaction on your acceptance and our issue of a Confirmation under Section 7. "Restricted List" means the list of Restricted Industries and Restricted Countries published on our website and updated from time to time. "Sanctions" means the financial and trade sanctions administered by the United Nations, the United Kingdom (including OFSI), the European Union, the United States (including OFAC), and any other relevant jurisdiction. "Transaction" means a foreign exchange purchase or sale and/or cross-border payment instruction executed or facilitated by us on your behalf following acceptance.

3. SAFEKEEPING OF CLIENT FUNDS

3.1We take the safekeeping of your funds seriously. Funds you send us in connection with a Transaction are held in dedicated commercial bank accounts in the name of entities within the Keystones Partners group (including its subsidiaries), operationally separated from our own working capital. The specific entity holding your funds depends on the payment corridor and is identified in each Confirmation.

3.2We maintain receiving accounts in multiple jurisdictions and currencies and may designate different accounts for different Transactions. You must send funds only to the account specified in the relevant Confirmation and verify any change of receiving account directly with us through agreed callback procedures before remitting.

3.3For transparency, we wish to make you aware that the following statutory protection schemes do not apply to funds held with us: the FCA Client Money Rules (CASS), the UK Payment Services Regulations 2017 safeguarding requirements, the Financial Services Compensation Scheme (FSCS), the U.S. Federal Deposit Insurance Corporation (FDIC), and state money transmitter surety bond or segregation regimes. This reflects our current regulatory structure and does not diminish the operational safeguards we maintain over your funds as described in clause 3.1.

3.4In the unlikely event of an Insolvency Event affecting a Keystones entity, sums held at that time may be subject to the insolvency law of the jurisdiction where the funds are situated. We encourage you to discuss any questions about these arrangements with your relationship manager at onboarding.

3.5You confirm that you have read and understood this Section 3. This is recorded as a separate acknowledgement at onboarding.

4. OUR SERVICES

4.1We provide cross-border payment facilitation and spot foreign exchange services, including: execution of spot FX Transactions in the currencies we offer from time to time; facilitation of payments to your suppliers, service providers and other Beneficiaries; facilitation of inter-company transfers; and facilitation of payroll, dividend, capital injection and similar payments declared at onboarding.

4.2We do not offer forward, option, swap or other derivative FX products. We do not provide investment advice, tax advice or legal advice.

4.3We may decline any Transaction at our sole discretion, including where the Transaction is inconsistent with your onboarding profile, falls within the Restricted List, raises Sanctions or AML concerns, or falls outside our operational capacity.

4.4Our obligation in respect of cross-border payments is to use reasonable endeavours to instruct payment through our banking and payment partners. We do not guarantee when the Beneficiary will receive funds.

5. GETTING STARTED

5.1You may not initiate any Transaction until you have completed our onboarding process and we have confirmed your acceptance in writing.

5.2You must provide accurate, complete and current information at onboarding and notify us promptly (and in any event within ten Business Days) of any material change, including changes to beneficial ownership, directors, legal representatives, registered address, control structure, nature of business, sources of funds or expected payment corridors.

5.3We may at any time request additional information or documentation for the purposes of customer due diligence, enhanced due diligence, ongoing monitoring, sanctions screening or transaction review. You must provide it promptly. We may suspend your access to the Platform and decline or delay Transactions while requests are outstanding.

5.4We may carry out, or instruct third parties to carry out, identity verification, electronic due diligence, politically exposed person screening, sanctions screening, adverse media screening and source-of-funds checks on you, your Authorised Users, your beneficial owners, your directors and your declared counterparties.

6. USERS AND SECURITY

6.1You designate your Authorised Users at onboarding, together with the permission level attached to each (which may include: request Quotations, initiate Transactions, authorise Transactions, view only). You are responsible for the actions and omissions of your Authorised Users as if they were your own.

6.2You may add or remove Authorised Users through the Platform. Additions take effect once we have completed identity verification. Removals take effect immediately.

6.3We are entitled to act on any instruction we reasonably believe to have been given by an Authorised User and shall not be liable for doing so in the absence of fraud or gross negligence on our part.

6.4For Transactions above thresholds we notify from time to time, we may require dual authorisation, callback verification or other enhanced authentication before execution.

6.5You and each Authorised User must: keep all access credentials secure and confidential; use a strong, unique password; not permit any other person to use the account; review account activity regularly; and notify us immediately of any unauthorised access, suspected compromise or lost device.

6.6We will never request a password, full payment card details or one-time authentication code by email or telephone. Any communication purporting to do so should be treated as fraudulent and reported to us immediately.

6.7We may suspend access on reasonable grounds relating to security, suspected fraud or compromise of credentials. We will notify you as soon as practicable unless doing so is prohibited by law or would prejudice an investigation.

7. HOW TRADES WORK

7.1Quotation. We may issue a Quotation through the Platform, by email or by any other agreed channel. A Quotation is an offer from us at the stated exchange rate. Quotations are valid until 18:00 London time on the Business Day of issue unless we withdraw or replace them earlier.

7.2Rate discussion. You may request a rate review before or after receiving a Quotation, whether because the published rate does not suit your requirements or for any other commercial reason. We may, at our sole discretion, issue a revised Quotation at an adjusted rate. Any revised Quotation replaces the original and is subject to the same validity period under clause 7.1. We are under no obligation to adjust a rate and any revised Quotation reflects our assessment of market conditions and operational capacity at the time of issue.

7.3Binding Transaction. A Transaction becomes binding when you accept a Quotation (or revised Quotation) and we issue a Confirmation in accordance with clause 7.8. No Transaction is binding until a Confirmation has been issued.

7.4Funding window. Once a Transaction is binding, the agreed exchange rate is fixed for one (1) Business Day from the date of the Confirmation. You must ensure cleared funds reach us within this window. We may, at our discretion, extend the funding window on request, but are under no obligation to do so and any extension does not alter the agreed rate unless we notify you otherwise.

7.5Late funding. If cleared funds do not arrive within the funding window (including any extension granted under clause 7.4), we may at our discretion: (a) reprice the Transaction at the prevailing market rate, with any loss to us recoverable from you as an Administrative Fee; or (b) cancel the Transaction under Section 9.

7.6Proof of payment. After accepting a Quotation, you must upload proof of your local payment through the Platform. We will not progress the Transaction until proof of payment is received and verified.

7.7Rate margin. Our exchange rates include a margin which forms part of our remuneration, in addition to explicit fees in the Fee Schedule. Our rates may differ from interbank or reference rates published by third parties.

7.8Confirmation. Each Transaction is evidenced by a Confirmation setting out the currency pair, amount, exchange rate, settlement date, receiving account, Beneficiary details and applicable fees. Review each Confirmation promptly. Notify us in writing of any error within two (2) Business Hours of issue (or by 10:00 London time on the next Business Day for out-of-hours Transactions). If you do not object in time, the Confirmation is deemed accepted and constitutes conclusive evidence of the Transaction terms, save in the case of manifest error.

8. SETTLEMENT

8.1We aim to complete settlement of each Transaction within five (5) Business Days of receipt of cleared funds from you. The majority of Transactions settle within one to two Business Days, but settlement times vary by corridor, currency and banking partner.

8.2Each Confirmation includes an estimated arrival time, which represents our best assessment based on the corridor and banking route. The estimated arrival time is indicative and is not a guarantee.

8.2We may update the estimated arrival time through the Platform if circumstances change during settlement.

8.3Cleared funds must reach us by the Cut-off Time on the date specified. Funds received after the Cut- off Time are deemed received on the next Business Day.

8.4We settle the quoted amount exactly. Where you send less than the amount required, we may: (a) await the balance for a reasonable period and execute in full on receipt; or (b) cancel the Transaction and return the partial amount under Section 9. Where you send more than the amount required, we may at your election: (i) hold the excess as credit against your next Transaction at no charge; or (ii) return the excess, subject to the return-of-funds fee set out in the Fee Schedule.

8.5We may reject and return funds received from an account not in your registered name. Such return may be subject to delays and deductions under clause 9.6 and to reporting under Section 12.

8.6We are not liable for delays in settlement caused by intermediary banks, beneficiary banks, correspondent banks, clearing systems, regulatory or compliance reviews by third parties, capital controls or any other cause outside our direct control.

8.7You are responsible for the accuracy of Beneficiary details (name, account number, IBAN, SWIFT BIC, address). Where we execute per details you provide and they prove inaccurate, incomplete or fraudulent, we are not liable. We will, on request, use reasonable endeavours to recover such funds and may charge an Administrative Fee for the effort, whether or not successful.

8.8We are not party to any underlying commercial relationship between you and the Beneficiary. Any dispute between you and the Beneficiary is a matter solely between you. We have no obligation to recall a payment once it has been released.

9. CANCELLATIONS, RETURNS AND REMEDIES

9.1This Section covers what happens when a Transaction does not complete as planned. More than one category may apply to the same Transaction.

9.2Cancellation by you. Once a Transaction is binding under clause 7.3, you cannot cancel as of right. Where we agree to cancel, you bear all costs, losses and FX movement, payable as an Administrative Fee.

9.3Payment failure. Where a payment is rejected, returned or held at any stage after conversion — whether by an intermediary bank, the Beneficiary’s bank, a clearing system or a regulatory body — we will notify you and may at our discretion: (a) re-attempt with corrected details; (b) hold funds (in whichever currency we hold them at the time) while you nominate an alternative Beneficiary or provide revised instructions; or (c) return funds under clause 9.6. We are not liable for any FX loss, intermediary deduction or delay arising from such failure.

9.4Post-settlement reversal. It may happen that, after we have released a payment and the Beneficiary or their bank has received the funds, the payment is subsequently reversed, recalled or reclaimed from us or our banking partners. This can occur for reasons including settlement failure in the banking chain, a fraud investigation, a court order or a regulatory instruction. Where this happens, you must on first demand repay us the full amount together with all associated costs, losses and expenses. This obligation arises regardless of the reason for the reversal and regardless of whether the Beneficiary has returned the funds to you.

9.5Unauthorised or incorrect Transactions. If you believe a Transaction was executed without proper authority or incorrectly, notify us in writing within sixty (60) days. We will investigate: (a) where we acted on apparently valid instructions from an Authorised User, no refund is due; (b) where we made the error, we will refund and use reasonable endeavours to restore your position; (c) where you provided inaccurate information, clause 8.7 applies.

9.6Return of funds. Any return of funds under this Section or otherwise is subject to: (a) deduction of all costs, losses and bank charges we have incurred; (b) the prevailing exchange rate if reconversion

9.6is required; (c) the return-of-funds fee set out in the Fee Schedule; and (d) the processing time of our banking partners and clearing systems. The return-of-funds fee does not apply where the failure was caused exclusively by our error.

9.7Irrevocability. Once funds have been released to the Beneficiary or the Beneficiary’s bank, the Transaction is irrevocable from our side. We have no obligation to recall funds. Any recovery is at the discretion of the receiving bank and the Beneficiary, subject to clause 9.4.

10. FEES

10.1The fees payable by you are set out in the Fee Schedule set out in Schedule A and updated from time to time. They include FX margins, the retainer applicable to XAF and XOF send transactions, transfer fees, return-of-funds fees and the Administrative Fee.

10.2All fees are exclusive of any taxes, levies or charges imposed by any government, regulator or banking partner. Where such charges are imposed on us in connection with your Transaction, they will be passed on to you.

10.3All applicable fees, charges and retainers are added to the principal amount of the Transaction. The total amount payable by you is the sum of the Transaction principal and all applicable fees as set out in the Confirmation.

10.4Administrative Fee. Where you fail to perform any obligation under a Transaction (including late funding, incorrect Beneficiary details, cancellation after acceptance, or otherwise causing us to unwind or cover a position), you pay an Administrative Fee equal to our actual costs and losses. We may deduct the Administrative Fee from any sums held for you or invoice it separately.

10.5Transaction fees are non-refundable, save where these Terms provide otherwise (including clause 9.5(b) and the final sentence of clause 9.6).

11. THIRD-PARTY PAYMENTS

11.1We only facilitate Transactions where the source of funds and the Beneficiary are identified, declared and consistent with your onboarding profile.

11.2You represent, warrant and undertake on a continuing basis, and afresh for each Transaction, that:

(a)the funds remitted originate from you and do not belong to any undisclosed third party; (b) the

11.2Beneficiary is disclosed to us and within the categories of permitted purpose declared at onboarding; (c) you act as principal with legal title to the funds and are not acting as a conduit for any undisclosed party; and (d) the economic substance of the Transaction is consistent with the commercial purpose you declared.

11.3Where you wish to pay a party outside your onboarding profile (including any group affiliate, subsidiary, parent or unrelated third party not previously disclosed), you must notify us in advance and provide such additional information as we require. We may decline at our discretion.

11.4We may at any time require evidence of the underlying commercial relationship (invoices, contracts, supplier agreements, shareholder resolutions) before proceeding with a Transaction.

11.5Breach of this Section entitles us to suspend, cancel or unwind affected Transactions, terminate the relationship under Section 17, and report the matter to the relevant authorities. You indemnify us for any loss, cost, fine, penalty or claim arising from such breach.

12. COMPLIANCE

12.1Restricted List. We do not facilitate Transactions connected to the industries or countries on our Restricted List, published on our website and updated from time to time. You warrant that neither your activities nor those of any Beneficiary fall within it. If you are uncertain, contact us before initiating a Transaction.

12.2Your representations. You represent and warrant to us, on a continuing basis and afresh for each Transaction, that: (a) you are duly incorporated, validly existing and in good standing; (b) you have full authority to enter into these Terms and each Transaction, and the person accepting has authority to bind you; (c) you act as principal; (d) these Terms and your Transactions do not breach any applicable law, regulation or contractual obligation; (e) all information you provide is true, accurate, complete and not misleading; (f) your funds are not the proceeds of crime; and (g) neither you, nor your Authorised Users, directors, beneficial owners or declared counterparties, are the subject of Sanctions.

12.3Sanctions and AML. We screen clients, users, owners, directors, Beneficiaries and Transactions against Sanctions lists administered by the UN, UK, EU, US and other relevant jurisdictions. We may delay, suspend, freeze, cancel or unwind any Transaction, and may freeze any funds held, where required by applicable Sanctions or anti-money-laundering obligations. Where we form a suspicion of money laundering, terrorist financing or other financial crime, we are required by law to file reports with the relevant authorities and are prohibited by law from disclosing such reports to you. You accept that we may suspend or delay a Transaction without being able to provide a full explanation, and you have no claim against us for any such suspension or delay.

12.4Anti-bribery. You must comply with applicable anti-bribery and anti-corruption laws, including the UK Bribery Act 2010 and the U.S. Foreign Corrupt Practices Act. Your funds and payments must not relate to any act of bribery or corruption. You must notify us promptly of any allegation, investigation or proceeding relating to sanctions, fraud, bribery or corruption affecting you, your Authorised Users, directors or beneficial owners.

13. TAX

13.1You are solely responsible for all taxes, duties, levies and similar charges arising in connection with any Transaction in any jurisdiction.

13.2We provide no tax advice and make no representation as to the tax treatment of any Transaction.

13.3Where we are required by law to withhold or deduct any tax, we will do so and provide you with documentation.

14. DEFAULT AND SET-OFF

14.1An event of default occurs where: (a) you fail to remit cleared funds on time; (b) you breach any of these Terms in a material respect, including Sections 11 or 12; (c) an Insolvency Event occurs in relation to you; (d) you provide false or misleading information; (e) any representation or warranty becomes untrue in a material respect; or (f) an event of default occurs under any other agreement between us and you, or between us and any member of your corporate group (cross-default).

14.2On the occurrence of an event of default, we may: (a) suspend your access to the Platform; (b) cancel, suspend or unwind pending Transactions; (c) close out open positions at prevailing market rates; (d) declare any Administrative Fee or other sum immediately due; (e) exercise set-off under clause 14.3; and (f) terminate the relationship under Section 17.

14.3Set-off. On the occurrence of an event of default, we may combine, consolidate and set off any amounts we owe you (in any currency, under any Confirmation or agreement) against any amount you owe us (in any currency, under any Confirmation or agreement). We may convert amounts at the prevailing market rate for the purposes of set-off.

15. LIABILITY

15.1Nothing in these Terms limits or excludes liability for: (a) death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation; or (c) any other liability that cannot be lawfully limited or excluded.

15.2Subject to clause 15.1, we are not liable to you, whether in contract, tort (including negligence), breach of statutory duty or otherwise, for: loss of profit, business, revenue, goodwill, anticipated savings, or for any indirect, consequential or special loss.

15.3Subject to clauses 15.1 and 15.2, our liability in respect of any single Transaction is capped at one per cent (1%) of the principal amount of that Transaction. Our aggregate liability in respect of all claims arising in any twelve-month period is capped at seventy-five thousand pounds sterling (£75,000), or its equivalent in the currency in which the relevant Transaction was denominated, converted at the prevailing market rate on the date the claim is agreed or determined. A different aggregate cap may be agreed in writing by formal addendum signed by both parties.

15.4We are not liable for any loss arising from: (a) inaccurate or incomplete information you provide; (b) acts or omissions of any banking, payment or settlement partner; (c) timing of fund release by any third-party bank; (d) exchange rate movements, save where the rate is fixed in a Confirmation; (e) events within Section 16 (Force Majeure); or (f) the conduct of any affiliate, agent or partner acting in good faith.

15.5These limitations apply for the benefit of us and of our affiliates, banking partners and service providers. You may not avoid these limitations by directing a claim against any of them instead of against us.

15.6Indemnification. You indemnify and hold us harmless against all losses, damages, costs (including reasonable legal costs), fines, penalties and claims arising from: (a) any breach by you of these Terms, including Sections 11 or 12; (b) inaccurate, incomplete or misleading information you provide; (c) any third-party claim arising from your Transactions; (d) any clawback or reversal under clause 9.4; and (e) any regulatory action or enforcement against us arising from your conduct.

16. FORCE MAJEURE

16.1Neither party is liable for failure or delay caused by events beyond reasonable control, including: acts of God, war, civil unrest, terrorism, pandemics, changes in law or regulation, sanctions, embargoes, failure of banking or payment networks, suspension of correspondent banking relationships, cyber-attacks, communications failures, capital controls, exchange controls, repatriation restrictions, currency convertibility limitations, currency redenomination, demonetisation, material devaluation, or any central bank or government action affecting cross- border transfers.

16.2The affected party must notify the other as soon as practicable and use reasonable endeavours to mitigate. If force majeure continues for thirty (30) consecutive days, either party may terminate by written notice with immediate effect.

16.3Where force majeure affects only a specific currency, corridor or banking partner, we may suspend Transactions through that currency, corridor or partner while continuing otherwise.

17. TERMINATION

17.1Either party may terminate for convenience on thirty (30) days’ written notice.

17.2We may terminate with immediate effect on written notice where: (a) you breach Section 11 or 12;

(b)an event of default occurs under Section 14; (c) an Insolvency Event affects you; (d) you fail to

17.2provide requested due diligence information within the time specified; (e) you fail to satisfy any sanctions, AML or other regulatory check; (f) required by applicable law, regulation, Sanctions, or by direction of a regulator, banking partner or correspondent; (g) we reasonably believe continued service would expose us to financial crime, regulatory, sanctions or reputational risk; (h) your financial position deteriorates materially; (i) you provide false or misleading information; (j) your account is dormant for twelve consecutive months after notice; or (k) you fail to remedy a non- material breach within thirty (30) days of written notice.

17.3You may not terminate while any Transactions are pending or any sums are owed. You must settle all outstanding balances and procure the completion or cancellation of all pending Transactions before termination takes effect.

17.4On termination, pending Transactions are at our election: (a) completed in accordance with their terms; (b) cancelled or unwound under Section 9; or (c) settled by close-out at prevailing market rates.

17.5Termination does not affect rights and obligations accrued before termination. Sections 3, 9, 11, 12, 13, 15, 16 and 18 survive termination.

18. GENERAL

18.1Data protection. We process personal data in accordance with the UK General Data Protection Regulation, the Data Protection Act 2018 and applicable foreign data protection law, as set out in our Privacy Notice. Where you transfer personal data to us as controller, the Data Processing Agreement governs that processing.

18.2Confidentiality. Each party keeps the other’s confidential information confidential and does not disclose it to third parties, except where: (a) it is or becomes publicly available; (b) it was lawfully known before disclosure; (c) required by law, regulation, court order or regulatory authority; or (d) disclosed to professional advisers, auditors, banking partners or insurers on a need-to-know basis under equivalent obligations.

18.3Recording. We may record and retain telephone, video, electronic and other communications between us for the purposes of evidencing instructions, training, compliance and fraud prevention. By accepting these Terms, you consent to such recording on your own behalf and on behalf of your Authorised Users.

18.4Notices. Formal notices must be in writing by email. To us: compliance@keystones-partners.com, copying your primary relationship contact. To you: the primary contact designated at onboarding. Notices by email are deemed received on transmission, or at 09:00 London time on the next Business Day if sent outside Business Hours.

18.5Amendments. We may amend these Terms from time to time on at least thirty (30) days’ email notice, save where a shorter period is required by law or regulation. If you do not accept a material amendment, you may terminate before it takes effect. Continued use after the amendment takes effect constitutes acceptance. Updates to the Restricted List, Fee Schedule and Privacy Notice follow their own procedures and are not amendments to these Terms.

18.6Assignment. You may not assign, transfer or sub-contract any rights or obligations without our prior written consent. We may assign or transfer to any member of our corporate group or successor in business on written notice.

18.7Entire agreement. These Terms, together with the Fee Schedule, the Data Processing Agreement, the Privacy Notice and the KYC questionnaire, constitute the entire agreement between us. Each party acknowledges that it has not relied on any statement or representation other than as set out herein, save in the case of fraud.

18.8Severability. If any provision is held invalid, illegal or unenforceable, it is modified to the minimum extent necessary or deemed deleted, and the remaining provisions continue in full force.

18.9No waiver. Delay in exercising any right is not a waiver of it.

18.10No partnership. Nothing in these Terms creates a partnership, joint venture, agency or employment relationship.

18.11Third-party rights. No person who is not a party has rights under the Contracts (Rights of Third Parties) Act 1999, except that our affiliates, banking partners and service providers may enforce clause 15.5.

18.12Language. These Terms are in English. Any translation is for convenience only; the English version prevails.

18.13Governing law and jurisdiction. These Terms, and any dispute or claim arising out of or in connection with them, are governed by the laws of England and Wales. The parties submit to the exclusive jurisdiction of the English courts. We reserve the right to bring proceedings in any jurisdiction where you have assets or carry on business. This choice of governing law does not affect the regulatory obligations of Keystones US under applicable U.S. federal law.

19. YOUR ACCEPTANCE

By accepting these Terms (whether by tick-box acceptance through the Platform, by electronic signature or by manuscript signature), you confirm that:

(a)

you have read these Terms in full and have had the opportunity to take independent legal, tax and financial advice;

(b)

you accept these Terms and understand that they create binding legal obligations;

(c)

you specifically acknowledge and accept Section 3 (safekeeping of client funds), Section 9 (cancellations, returns and remedies, including post-settlement reversal), Section 10.4 (Administrative Fee), Section 11 (third-party payments and beneficiary disclosure), Section 15 (limitation of liability and indemnification), and Section 18.3 (recording of communications);

(d)

the individual accepting on your behalf has the necessary authority to bind you. Where you accept these Terms through the Platform, your acceptance and the specific acknowledgements in this Section are recorded electronically, together with the date, time and version of the documents accepted, and constitute execution of these Terms. No manuscript signature is required. Where these Terms are instead executed by electronic or manuscript signature outside the Platform, a signature page will be provided separately.

SCHEDULE A: FEE SCHEDULE

Supplement to the Terms of Business

1. ABOUT THIS SCHEDULE

1.1This Fee Schedule sets out the fees, charges and retainers payable by you in connection with the services described in the Terms of Business. It forms part of the contractual framework and is incorporated by reference into the Terms of Business.

1.2All applicable fees are added to the principal amount of each Transaction. The total amount payable by you is the sum of the Transaction principal and all applicable fees, as set out in each Confirmation.

1.3We may update this Fee Schedule from time to time on at least thirty (30) days’ email notice. Continued use of our services after the updated Fee Schedule takes effect constitutes acceptance.

2. TRANSACTION FEES

FX margin: Embedded in rate — Our exchange rates include a margin which forms part of our remuneration. Rates may differ from interbank or reference rates. The margin is not separately itemised. Retainer — XAF send transactions: 0.1% of principal — Applied to all XAF transactions. Added to the principal amount. Retainer — XOF send transactions: 0.1% of principal — Applied to all XOF transactions. Added to the principal amount. Transfer fee: Variable — Per outbound payment. The amount depends on the payment channel (SWIFT, wire transfer or other method) and the destination. The applicable fee is specified in each Confirmation and added to the principal amount. This fee covers all intermediary and correspondent bank charges — the Beneficiary receives the full quoted amount.

3. ADMINISTRATIVE AND OPERATIONAL FEES

Administrative Fee: Variable — Equal to the actual costs and losses we incur in unwinding or covering a position. The amount depends on the volume of the Transaction and market movement at the time. Applies to late funding, cancellation after acceptance, incorrect Beneficiary details, or any event requiring us to unwind a position. Return-of-funds fee: 0.7% of returned amount — Applied to all returns of funds, including overpayments where you request the funds back rather than holding them as credit against a future Transaction. Does not apply where the failure was exclusively our error. Charged in addition to any reconversion costs.

4. THIRD-PARTY AND TRANSFER CHARGES

4.1All fees in this Schedule are exclusive of any taxes, levies or duties imposed by any government or regulator. Where such charges are imposed in connection with your Transaction, they will be passed on to you.

4.2The transfer fee set out in Section 2 covers all intermediary and correspondent bank charges associated with the outbound payment. We select payment methods (such as SWIFT-OUR or equivalent) that ensure the Beneficiary receives the full quoted amount. You will not be charged separately for intermediary bank deductions. Where a payment is rejected or returned within the banking chain before delivery to the Beneficiary, any charges deducted on the return leg are dealt with in accordance with Section 9 of the Terms of Business.

5. GENERAL

5.1Fees applicable to each Transaction are set out in the Confirmation. Review each Confirmation promptly. In the event of a discrepancy between this Schedule and a Confirmation, the Confirmation prevails for that Transaction.

5.2Transaction fees are non-refundable, save where the Terms of Business provide otherwise.

5.3We may agree bespoke fee arrangements with individual clients by written addendum. Any such addendum prevails over this Schedule to the extent of the variation.

SCHEDULE B: RESTRICTED LIST

Restricted Industries and Restricted Countries

About This List

This Restricted List is published in accordance with Section 12.1 of the Keystones Partners Limited Terms of Business. We do not facilitate Transactions connected to the industries or countries listed below. If you are uncertain whether your activities or those of a Beneficiary fall within this list, contact us before initiating a Transaction. This list is updated from time to time and is also published as a standalone document (reference KP-RL-001). The version published on our website at keyspx.com is always the current version. Updates to this list are not amendments to the Terms of Business.

Restricted Industries

We do not facilitate Transactions where the source or destination of funds, or the underlying commercial activity, is connected to any of the following: 1. Gambling and gaming — Online and offline gambling, casinos, sports betting, lotteries and gaming platforms, except where licensed by a recognised regulator and disclosed at onboarding. 2. Adult entertainment — Pornography, escort services, adult content platforms and related businesses. 3. Cannabis and controlled substances — Cultivation, processing, distribution or sale of cannabis, marijuana or other controlled substances, regardless of local legalisation status. 4. Virtual assets and cryptocurrency — Cryptocurrency exchanges, token issuers, ICOs, DeFi platforms, NFT marketplaces, and businesses whose primary activity involves virtual assets. This does not apply to regulated financial institutions offering crypto services as ancillary to licensed activities. 5. Weapons and arms — Manufacture, trade, brokerage or distribution of weapons, ammunition, military equipment, dual-use goods or defence articles. 6. Shell companies and nominee structures — Entities with no discernible commercial activity, beneficial ownership concealment vehicles, and nominee shareholder or director arrangements designed to obscure the identity of the ultimate beneficial owner. 7. Nested money services — Money services businesses, money transmitters, bureaux de change or similar entities seeking to route transactions through our services, unless pre- approved in writing by our Compliance Officer. 8. Precious metals and stones — Unregulated trade in precious metals, gemstones or high- value goods where the transaction profile is inconsistent with disclosed commercial activity. 9. Extractive industries in conflict zones — Mining, logging, oil and gas operations in conflict- affected regions or regions subject to resource-related sanctions. 10. Unlicensed financial services — Any entity providing regulated financial services (lending, insurance, investment, payment services) without the required licence or authorisation in its jurisdiction of operation.

Restricted Countries

We do not facilitate Transactions to, from, or involving parties located in the following jurisdictions. This list reflects current comprehensive sanctions programmes and jurisdictions assessed as presenting unacceptable risk. Comprehensive sanctions: North Korea (DPRK), Iran, Syria, Cuba, the Crimea region of Ukraine, the so-called Donetsk People’s Republic, the so-called Luhansk People’s Republic, and other non- government controlled areas of Ukraine. FATF high-risk jurisdictions: As published by the Financial Action Task Force from time to time. The current list is available at fatf-gafi.org. Jurisdictions on the FATF high-risk list are subject to enhanced due diligence at a minimum; Transactions may be declined at our discretion. Additional restricted jurisdictions: Afghanistan, Belarus, Myanmar (Burma), Russia, South Sudan, Venezuela, Yemen, Zimbabwe. This category is reviewed periodically and may be updated without notice. Sectoral and targeted sanctions apply in additional jurisdictions not listed above. Even where a country is not on this Restricted List, individual Transactions may be declined if they involve sanctioned individuals, entities or sectors.

Contact

If you have any questions about this Restricted List or wish to discuss whether a proposed Transaction may be affected, please contact us at compliance@keystones-partners.com before initiating the Transaction.