Common use of Invitations Clause in Contracts

Invitations. (a) During the term of this Digital Asset Trading Agreement, a Party or its Authorised Person (the “Invitor”), through an Agreed Communication Method, may invite the other Party to provide an offer to either purchase or sell Digital Assets from or to, as applicable, the Invitor, on a principal to principal basis, indicating the amount of Digital Assets to be traded, and the direction of trade as either buying or selling (an “Invitation”). (b) If a Party or its Authorised Person (the “Offeror”) responds to an Invitor with an offer for Digital Assets through an Agreed Communication Method, such offer in respect of the Invitation will constitute a binding offer by the Offeror to conduct a Transaction, provided the following terms are clearly expressed: (i) the Ordered Digital Assets which are the subject of the Transaction: (ii) the number of Ordered Digital Assets which are the subject of the Transaction; (iii) the price of the Ordered Digital Assets, including the currency (whether Fiat Currency or further Digital Assets), which will be the purchase price of the Ordered Digital Assets; (iv) the time, if any, at which the offer will expire and be deemed to have been rejected; and (v) the Total Consideration, (together a communication that clearly expresses these elements is an “Offer”). (c) For the avoidance of doubt, a Party is under no obligation to make an Offer in response to an Invitation by an Invitor. (d) Unless otherwise agreed by MULTIBANK FX INTERNATIONAL CORPORATION, MULTIBANK FX INTERNATIONAL CORPORATION is under no obligation to make or accept an Offer if (x) where the Counterparty is a purchaser, the Counterparty has insufficient available funds in Relevant Fiat Currency or Digital Assets available for the Offer, as recorded by MULTIBANK FX INTERNATIONAL CORPORATION in the Account, to meet the Total Consideration; or (y) where the Counterparty is the seller, the Counterparty has insufficient available units of the Ordered Digital Asset in the Account to meet the relevant Offer (together with (x), each a “Prefunding Condition”); or (z) the Offer is unclear, ambiguous or incomplete in MULTIBANK FX INTERNATIONAL CORPORATION’s sole opinion. (e) An Offer will expire and be deemed to have been rejected 15 seconds from the making of that Offer, unless an Offer is stated to have been expired by an Invitor or MULTIBANK FX INTERNATIONAL CORPORATION before that time period. (f) If, after receiving an Offer from an Offeror through an Agreed Communication Method, the Invitor accepts the Offer through an Agreed Communication Method before the expiration of that Offer, then the Transaction is agreed on the terms of the Offer, and is (in the absence of manifest error) deemed to be a final and binding agreement between the Parties in respect of that Transaction. (g) Notwithstanding the foregoing, MULTIBANK FX INTERNATIONAL CORPORATION may reverse or cancel an Order or Transaction if, in MULTIBANK FX INTERNATIONAL CORPORATION’s opinion: (i) such Order or Transaction may (x) have the effect, or is likely to have the effect, of creating a false market or misleading appearance of active trading in any Digital Asset or with respect to the market for, or the price of, any Digital Asset; or (y) result in a finding of market misconduct in any jurisdiction by MULTIBANK FX INTERNATIONAL CORPORATION; (ii) the Ordered Digital Asset is subject to a Trading Halt; or (iii) there is a manifest error in such Order or Transaction.

Invitations. (a) I. During the term of this Digital Asset Trading AgreementDATA, a Party or its Authorised Authorized Person (the “Invitor”), through an Agreed Communication Method, may invite the other Party to provide an offer to either purchase or sell Digital Assets from or to, as applicable, the Invitor, on a principal to principal basis, indicating the amount of Digital Assets to be traded, and the direction of trade as either buying or selling (an “Invitation”).; (b) II. If a Party or its Authorised Authorized Person (the “Offeror”) responds to an Invitor with an offer for Digital Assets through an Agreed Communication Method, such offer in respect of the Invitation will constitute a binding offer by the Offeror to conduct a Transaction, provided the following terms are clearly expressed: (i) A. the Ordered Digital Assets which are the subject of the Transaction: (ii) B. the number of Ordered Digital Assets which are the subject of the Transaction; (iii) C. the price of the Ordered Digital Assets, including the currency (whether Fiat Currency or further Digital Assets), which will be the purchase price of the Ordered Digital Assets; (iv) D. the time, if any, at which the offer will expire and be deemed to have been rejected; and (v) E. the Total Consideration, (together a communication that clearly expresses these elements is an “Offer”). (c) III. For the avoidance of doubt, a Party is under no obligation to make an Offer in response to an Invitation by an Invitor. (d) IV. Unless otherwise agreed by MULTIBANK FX INTERNATIONAL CORPORATIONNonco Group, MULTIBANK FX INTERNATIONAL CORPORATION Nonco Group is under no obligation to make or accept an Offer if (x) where the Counterparty is a purchaser, the Counterparty has insufficient available funds limit in Relevant Fiat Currency or Digital Assets available for the Offer, as recorded by MULTIBANK FX INTERNATIONAL CORPORATION Nonco Group in the Account, to meet the Total Consideration; or (y) where the Counterparty is the seller, the Counterparty has insufficient available units limit of the Ordered Digital Asset in the Account to meet the relevant Offer (together with (x), ; each a “Prefunding Condition”); or (z) the Offer is unclear, ambiguous or incomplete in MULTIBANK FX INTERNATIONAL CORPORATION’s Nonco Group sole opinion. (e) V. An Offer will expire and be deemed to have been rejected 15 seconds after the time-period expires from the making of that Offer, unless an Offer is stated to have been expired by an Invitor or MULTIBANK FX INTERNATIONAL CORPORATION Nonco Group before that time period. (f) VI. If, after receiving an Offer from an Offeror through an Agreed Communication Method, the Invitor accepts the Offer through an Agreed Communication Method before the expiration of that Offer, then the Transaction is agreed on the terms of the Offer, and is (in the absence of manifest error) deemed to be a final and binding agreement between the Parties in respect of that Transaction. (g) VII. Notwithstanding the foregoing, MULTIBANK FX INTERNATIONAL CORPORATION Nonco Group may reverse or cancel an Order or Transaction if, in MULTIBANK FX INTERNATIONAL CORPORATIONNonco Group’s opinion: (i) A. such Order or Transaction may (x) have the effect, or is likely to have the effect, of creating a false market or misleading appearance of active trading in any Digital Asset or with respect to the market for, or the price of, any Digital Asset; or (y) result in a finding of market misconduct in any jurisdiction by MULTIBANK FX INTERNATIONAL CORPORATIONNonco Group; (ii) B. the Ordered Digital Asset is subject to a Trading HaltHalt at the time the Order is received; or (iii) C. there is a manifest error in such Order or Transaction.