Risk Disclosure Statement

1.1

This Risk Disclosure Statement (the "Risk Disclosure") is issued by 3-102-944661 Limited Liability Company, a limited liability company incorporated under the laws of the Republic of Costa Rica, corporate identification number 3-102-944661, with its registered office in Province 01 San José, Canton 15 Montes de Oca, Republic of Costa Rica, operating under the trade name "Virgilnex" ("Virgilnex", "we", "us" or "our").

1.2

The Risk Disclosure forms part of the Agreement in accordance with Clause 3.1(c) of the Platform Terms and Conditions (the "Platform Terms"). Capitalised terms not defined in the Risk Disclosure have the meanings given in the Platform Terms and in the relevant Product Terms.

1.3

The purpose of the Risk Disclosure is to describe the principal risks associated with Virtual Assets, the Platform and the Services made available through it, namely Spot Trading, Margin Trading and Copy Trading, including AI Strategies. You should read the Risk Disclosure carefully before registering an Account, depositing any asset or activating any Service, and again before activating each additional Service.

1.4

The Risk Disclosure does not describe every risk that may arise. The Virtual Asset market, the technology on which it relies and the applicable regulation change rapidly, and risks that are unknown today or currently appear immaterial may arise at any time and may cause partial or total loss.

1.5

Virgilnex does not provide investment, legal, tax or financial advice. Market data, performance statistics, rankings, educational content and any other information made available on the Platform are provided for information only and do not constitute a recommendation to enter into any transaction, to use any Service or to select any Lead Trader or AI Strategy. You should obtain independent professional advice appropriate to your circumstances where you consider it necessary.

1.6

Virgilnex may amend the Risk Disclosure in accordance with Clause 23 of the Platform Terms. The version in force at any time is the version published on the Platform.

1.7

TRADING IN VIRTUAL ASSETS INVOLVES A HIGH LEVEL OF RISK. YOU MAY LOSE SOME OR ALL OF THE ASSETS YOU COMMIT TO THE PLATFORM. MARGIN TRADING, AND COPY TRADING OR AI STRATEGIES REPLICATED ON A MARGIN WALLET, MAY RESULT IN LOSSES THAT EXCEED THE COLLATERAL YOU HAVE PROVIDED. YOU SHOULD NOT USE THE PLATFORM OR ANY SERVICE UNLESS YOU FULLY UNDERSTAND THE RISKS INVOLVED AND ARE ABLE TO BEAR THE LOSS OF ALL ASSETS YOU COMMIT.

2.1

Nature of Virtual Assets. Virtual Assets are speculative. Most are not legal tender and are not issued or backed by any government, central bank or regulated financial institution. Their value depends on supply and demand, market sentiment, technological developments, regulatory measures and other factors that are difficult to predict. A Virtual Asset may lose its value entirely, may cease to be traded or may cease to function.

2.2

Volatility. Virtual Asset markets operate continuously, including at night, at weekends and on public holidays. Prices may move sharply and without warning at any time, including when you are not able to monitor your Account. Such movements may cause substantial losses within a short period and, in the case of Margin Trading, may trigger margin calls or Forced Liquidation.

2.3

No deposit or investor protection. Your Account is a user account and not a bank, deposit, payment or electronic money account. Virtual Assets recorded in your Account are not covered by any deposit guarantee scheme. Any protection available in respect of assets held in your Spot Account is determined by the Spot Provider Terms and the law applicable to the Spot Provider, and no comparable protection applies to Collateral held in the Omnibus Account.

2.4

Suitability. The Services are not suitable for every person. Margin Trading and Copy Trading involve risks substantially greater than buying and holding Virtual Assets. Virgilnex does not assess whether any Service, Lead Trader or AI Strategy is suitable for you. You alone are responsible for determining whether a Service is appropriate for your financial situation, knowledge, experience, objectives and tolerance for loss.

2.5

Independent decisions. Every decision to deposit, buy, sell, transfer or hold a Virtual Asset, to open or close a position, to activate a Service, or to select a Lead Trader, an AI Strategy, an Allocated Amount or Copy Parameters is made by you and at your own risk.

2.6

Past performance. Past performance of any Virtual Asset, market, Lead Trader, AI Strategy or Service is not a reliable indicator of future results.

3.1

Several entities are involved. The Services are provided through the cooperation of several entities, each with a different role:

(a) Virgilnex operates the Platform, opens and administers Accounts, transmits Instructions and provides client support;

(b) Spot Trading is provided by Collect & Exchange CY Ltd, Cyprus, authorised and regulated by CySEC as a Crypto-Asset Service Provider under Regulation (EU) 2023/1114 (MiCA), Licence No. CASP003/25 (the Spot Provider);

(c) Margin Trading is made available by Virgilnex through a partnership with BITmarkets, on the infrastructure of Unicorn Technologies Limited, St. Vincent and the Grenadines (the Margin Provider); and

(d) Copy Trading, including AI Strategies, is a software functionality provided by Virgilnex.

You should understand which entity is responsible for each part of a Service before using it.

3.2

Dependence on Service Providers. Spot Trading and Margin Trading depend on the continued cooperation of the Service Providers. A Service Provider may decline to accept you as a client, refuse or delay Instructions, impose limits, suspend your account, change the Virtual Assets or features it supports, or stop making its services available to Virgilnex or to clients in your jurisdiction. In such cases Virgilnex may restrict, suspend or withdraw the relevant Service, and you may be required to close positions or withdraw assets within a limited period.

3.3

Failure or insolvency of a Service Provider. A Service Provider may suffer operational failure, a security breach, fraud, regulatory action or insolvency. Assets held in your Spot Account are exposed to the risks of the Spot Provider, and Collateral is exposed to the risks of the Margin Provider as described in Section 5. Virgilnex does not guarantee the availability, execution quality, solvency or regulatory compliance of any Service Provider.

3.4

Different regulatory protection. The regulatory status of the entities differs. The Spot Provider is regulated in the European Union under MiCA. The Margin Provider is not subject to prudential regulation or to any client asset protection regime. Virgilnex is established in Costa Rica. The protections that apply to Spot Trading under the law applicable to the Spot Provider do not extend to Margin Trading, to Copy Trading or to the activities of Virgilnex.

3.5

Information from Service Providers. Balances, prices, transaction histories and other data displayed on the Platform are largely derived from the Service Providers and may be delayed, incomplete or inaccurate. The records of the Spot Provider are determinative for your Spot Account, and the internal records of Virgilnex are determinative for Collateral and positions in the Omnibus Account.

3.6

Interdependence of Services. Margin Trading and Copy Trading depend on your Spot Account for the transfer of assets and the settlement of fees. A suspension, restriction or closure of your Spot Account may therefore result in the suspension or termination of Margin Trading and Copy Trading.

3.7

Separate contractual relationships. Your relationship with the Spot Provider is governed by the Spot Provider Terms and by the law and dispute resolution provisions specified in them. Claims relating to the execution of Spot Trading transactions or the custody of assets in your Spot Account must be pursued against the Spot Provider. Complaints submitted through Virgilnex and forwarded to a Service Provider may take longer to resolve.

4.1

Liquidity. Liquidity varies between Virtual Assets, trading pairs and market conditions, and may fall sharply during periods of stress. Low liquidity may make it difficult or impossible to buy, sell or close a position at the desired price or time, and may result in wider spreads, partial execution or no execution.

4.2

Slippage and execution price. The price at which an Instruction is executed may differ from the price displayed when you submitted it, due to market movements, available liquidity, order size and the time needed to transmit and process the Instruction.

4.3

Transmission and execution of Instructions. Virgilnex transmits your Instructions to the relevant Service Provider, which executes them on its infrastructure. Delays may arise at any stage of transmission and execution. Once transmitted, an Instruction is generally irrevocable. Virgilnex or a Service Provider may refuse, delay or cancel an Instruction in the circumstances set out in Clause 11.3 of the Platform Terms.

4.4

Conditional orders. Stop-loss, stop-limit, take-profit and similar order types do not guarantee execution at the specified price. In fast-moving or illiquid markets they may be executed at a significantly worse price or not at all.

4.5

Market abuse by others. Virtual Asset markets may be more exposed than traditional regulated markets to manipulation, including wash trading, spoofing, pump-and-dump schemes and the spreading of false information. Such conduct by other market participants may distort prices and adversely affect your transactions, and its detection cannot be guaranteed.

4.6

Market Disruption Events. Upon a Market Disruption Event, Virgilnex may suspend trading, transfers or settlement, reject or cancel Instructions, adjust pricing, modify margin or collateral requirements or close positions in accordance with Clause 17.2 of the Platform Terms. Such measures may prevent you from opening, closing or managing positions when you wish.

4.7

Discontinued support. The Virtual Assets, trading pairs and trading parameters available are determined by the Spot Provider and Virgilnex and may be changed, suspended or withdrawn at any time. Where support for a Virtual Asset ends, trading, deposits and withdrawals in it may be suspended and you may have only a limited period to sell or withdraw it.

4.8

Manifest errors. Virgilnex may cancel, amend or reverse any transaction, transfer or Account record resulting from a manifest error, including an obvious pricing error or a system malfunction, in accordance with Clause 11.7 of the Platform Terms. A profitable transaction may therefore be reversed.

5.1

Nature of Margin Trading. Margin Trading enables you to open leveraged derivative positions referencing Virtual Assets. You do not acquire the underlying Virtual Asset. Your contractual relationship in respect of Margin Trading is with Virgilnex, but Virgilnex is not the counterparty to your positions, which are executed on the infrastructure of the Margin Provider. The Margin Provider has no direct contractual relationship with you and owes you no obligation.

5.2

Leverage. Leverage magnifies both gains and losses. A small adverse price movement may cause the loss of all of your Collateral within a very short time. Your losses may exceed the Collateral you have provided, and you are liable for any negative balance or shortfall attributable to your positions.

5.3

Margin calls and Forced Liquidation. If the value of your Collateral falls below the required level, your positions may be closed in whole or in part without prior notice and without your consent. Liquidation may take place at a price significantly worse than the price displayed, particularly in volatile or illiquid markets. Margin requirements may be changed at any time, including during a Market Disruption Event.

5.4

Omnibus Account. Collateral is held in the Omnibus Account maintained in the name of Virgilnex with the Margin Provider, on a pooled basis together with the Collateral of other clients. Your entitlement is recorded only in the internal records of Virgilnex and not in the records of the Margin Provider. You have no direct claim against the Margin Provider.

5.5

Measures applied to the Omnibus Account as a whole. The Margin Provider may apply margin calls, forced liquidation, loss redistribution mechanisms, set-off and other measures to the Omnibus Account as a whole. Virgilnex allocates the effect of such measures to the clients whose positions or default gave rise to them in accordance with the Margin Trading Terms and Conditions. Nevertheless, a measure applied to the Omnibus Account, including one caused by the positions or default of other clients, may temporarily or permanently affect the availability of Collateral attributable to you.

5.6

Margin Provider risk. The Margin Provider is not subject to prudential regulation or to any client asset protection regime. If the Margin Provider becomes insolvent, suffers a security breach or otherwise fails, your Collateral may be lost in whole or in part. Virgilnex does not guarantee the return of any Collateral and is not liable for losses resulting from the acts, omissions or insolvency of the Margin Provider.

5.7

Set-off and recovery. Any negative balance, shortfall or Fee arising under Margin Trading may be deducted from any other asset attributable to you, including assets in your Spot Account, and assets may be converted at the prevailing market rate for that purpose.

5.8

Transfers of Collateral. Transfers between your Spot Account and the Omnibus Account depend on processing by both Service Providers and may be delayed, limited or refused. If you cannot add Collateral in time, your positions may be liquidated.

5.9

Pricing, fees and charges. Prices on the infrastructure of the Margin Provider may differ from prices on other venues. Trading fees, funding or financing charges and other costs set out in the fee schedule and the Margin Trading Terms and Conditions reduce your result and are charged regardless of whether a position is profitable.

5.10

Benefits arising in the Omnibus Account. Any income, reward, airdrop, fork proceeds or other benefit arising in respect of assets held in the Omnibus Account accrues to Virgilnex unless Virgilnex determines otherwise in accordance with the Platform Terms.

6.1

Nature of the service. Copy Trading (also referred to on the Platform as "asset management"), including AI Strategies, is a software functionality provided by Virgilnex. The Platform replicates, within the Copy Parameters you set, the transactions of a Lead Trader or the trading signals of an AI Strategy selected by you, and all resulting transactions are executed on your Spot Account by the Spot Provider or on your Margin Wallet on the infrastructure of the Margin Provider. You select the Lead Trader or AI Strategy, the Allocated Amount and the Copy Parameters, and no assessment of your personal circumstances is made.

6.2

Standing Instruction. By configuring Copy Trading you give Virgilnex a standing Instruction to generate and transmit orders on your behalf. Orders are generated automatically, without your confirmation of each individual trade, until you pause or stop the replication.

6.3

Lead Traders. Lead Traders are not employees, agents or representatives of Virgilnex. Virgilnex does not assess their competence, experience or regulatory status and has no control over their decisions. A Lead Trader may change strategy, increase risk, stop trading or act negligently, recklessly or fraudulently at any time without notice, and may have objectives and risk tolerance different from yours.

6.4

AI Strategies. An AI Strategy is automated, rule-based software. It does not exercise judgement and does not take into account your financial situation or objectives. It may malfunction, generate erroneous or unprofitable signals, or perform poorly when market conditions differ from those on which its parameters were based. Virgilnex may modify, suspend or withdraw any AI Strategy at any time without notice.

6.5

Performance information. Performance figures, risk scores and rankings of Lead Traders and AI Strategies are generated from historical data and, for AI Strategies, may be derived in whole or in part from simulated or back-tested data. Such information may be incomplete or inaccurate, is not verified by Virgilnex and does not indicate future results.

6.6

Differences in results. Replicated orders are executed after, and separately from, the transactions of the Lead Trader or the signals of the AI Strategy. They may be executed at a different price, time or size, partially or not at all. Your results will differ from those of the Lead Trader or those shown for the AI Strategy and may be worse.

6.7

Limits of Copy Parameters. Maximum loss limits, position size limits and other Copy Parameters are applied on a best-efforts basis and do not guarantee that losses will be limited to any particular amount, especially in fast-moving or illiquid markets.

6.8

Replication on a Margin Wallet. Where replication takes place on a Margin Wallet, all risks described in Section 5 apply, and you may lose more than the Allocated Amount.

6.9

Concentration. Where many clients replicate the same Lead Trader or AI Strategy, their combined orders may move market prices and worsen the execution of replicated orders.

6.10

Open positions after replication stops. When you stop replication, or when replication stops automatically, positions that remain open are your responsibility. You must monitor your Account and take any action you consider necessary.

6.11

Fees. Copy Trading may be subject to a performance fee, fees payable to Lead Traders and fees for the use of AI Strategies, in addition to the trading fees of the underlying transactions. Fees reduce your net result and are not refunded if losses arise in a later period.

7.1

Where your assets are held. Virgilnex does not hold, control or have custody of the assets in your Spot Account. Virtual Assets and any fiat currency allocated to Spot Trading are held by the Spot Provider, and Collateral allocated to Margin Trading is held in the Omnibus Account with the Margin Provider as described in Section 5.

7.2

Custody risk at the Spot Provider. Assets in your Spot Account are exposed to the operational, security and insolvency risks of the Spot Provider, including the risk of hacking, theft or loss of private keys. The protection available to you, if any, is determined by the Spot Provider Terms and the law applicable to the Spot Provider, and not by Virgilnex.

7.3

Deposits and withdrawals. Deposits and withdrawals are processed by the Spot Provider and may be subject to verification, limits, minimum amounts, holding periods, fees and delays. They may be suspended or refused, including where fraud, unauthorised access or a breach of the Agreement is suspected or where required by law.

7.4

Card and fiat payments. Where deposits by card or other payment methods are available, they depend on third-party payment service providers and may be declined, delayed, reversed or subject to additional fees. The availability of fiat currency deposits and withdrawals depends on the Spot Provider.

7.5

Incorrect transfers. Transfers to an incorrect address, through an unsupported network or in an unsupported Virtual Asset may be irretrievably lost. Neither Virgilnex nor any Service Provider is obliged to recover such assets.

7.6

Irreversibility. Confirmed blockchain transfers generally cannot be reversed or cancelled, including where they result from error, fraud or unauthorised access.

7.7

Freezing of assets. Assets in your Account, or attributable to you in the Omnibus Account, may be frozen or blocked where required by law, court order or regulatory request, in connection with anti-money laundering or sanctions checks, or where an investigation is pending. During that time you may be unable to trade, withdraw or close positions.

8.1

Availability of the Platform. The Platform may be unavailable or work only partially because of maintenance, software updates, capacity limits, failures or other events. During such periods you may be unable to log in, submit or cancel Instructions, add Collateral, stop Copy Trading or withdraw assets. Virgilnex does not guarantee that the Platform will be uninterrupted or error-free.

8.2

Connection to Service Providers. The Platform communicates with the systems of the Service Providers. A failure, delay or malfunction of that connection may prevent the transmission or execution of Instructions or cause incorrect balances or positions to be displayed.

8.3

Software errors. The Platform, the Copy Trading software and AI Strategies may contain defects that cause orders to be generated, sized or transmitted incorrectly. Transactions resulting from such errors may be corrected or reversed as described in paragraph 4.8.

8.4

Cyberattacks. Virgilnex, the Service Providers and their suppliers may be targeted by hacking, malware, ransomware, denial-of-service attacks and other cyber incidents. Such incidents may result in unauthorised access to Accounts, loss of Virtual Assets, disclosure of data or interruption of the Services.

8.5

Credentials and devices. You are responsible for protecting your Credentials, including passwords, multi-factor authentication devices and API keys, and the devices you use to access the Platform. Virgilnex is entitled to treat any Instruction given using your Credentials as authorised by you. The use of compromised, rooted or jailbroken devices increases the risk of unauthorised access.

8.6

Phishing and impersonation. Fraudsters may create websites, applications, social media accounts or messages that imitate Virgilnex, Lead Traders or the Service Providers. You should access the Platform only through virgilnex.com or the official applications, and Virgilnex will never ask you for your password or authentication codes.

8.7

Third-party technology. The Platform relies on third-party hosting, data, verification and payment providers. Their failure or compromise may affect the availability or functioning of the Platform, and market data obtained from them may be delayed or inaccurate.

8.8

Emerging technologies. Developments in artificial intelligence, quantum computing and other technologies may increase the sophistication of attacks or weaken the cryptography on which Virtual Assets rely, in ways that cannot be fully anticipated.

9.1

Independent networks. Blockchain networks operate independently of Virgilnex and the Service Providers. Their operation, security and development depend on validators, developers and other participants over whom neither Virgilnex nor the Service Providers have any control.

9.2

Congestion and network fees. Networks have limited capacity. During congestion, transfers may remain pending for a long time, network fees may rise sharply and deposits, withdrawals and transfers of Collateral may be delayed or fail.

9.3

Network Events. Forks, airdrops, protocol upgrades, token migrations, chain reorganisations, exploits and other Network Events may create new assets, change existing ones or interrupt their transferability. Virgilnex has no obligation to support any Network Event or to credit you with any resulting asset or benefit, and may suspend deposits, withdrawals, trading or settlement in an affected Virtual Asset in accordance with Clause 13 of the Platform Terms.

9.4

Stablecoins. Stablecoins may lose their peg to the reference currency or asset, may be frozen by their issuer and depend on the solvency and reserves of that issuer. A stablecoin may therefore lose value suddenly or become impossible to transfer.

9.5

Smart contracts and bridges. Tokens issued through smart contracts, wrapped tokens and assets transferred between networks through bridges are exposed to programming errors, exploits and failures of the underlying contracts or bridge infrastructure, which may result in permanent loss.

9.6

Permanence of records. Transactions recorded on a blockchain are generally final. Corrective measures available in traditional financial systems, such as reversal of a payment, are usually not available.

10.1

Regulatory change. The regulation of Virtual Assets, derivatives and related services is developing in many jurisdictions. New laws, regulatory measures or changes in their interpretation may restrict or prohibit some or all Services, require changes to the Platform or to the arrangements with the Service Providers, or require Virgilnex to withdraw a Service from your jurisdiction, in which case you may have to close positions or withdraw assets at an unfavourable time.

10.2

Restricted Jurisdictions. The Platform and the Services are not available in Restricted Jurisdictions. The list may change at any time and without prior notice, and any jurisdiction may be treated as restricted where required by law, sanctions or a Service Provider. You are solely responsible for ensuring that your use of the Platform is lawful where you reside or from where you access it.

10.3

Governing law and enforcement. The Platform Terms, the Margin Trading Terms and Conditions, the Copy Trading Terms and Conditions and the Policies are governed by the laws of the Republic of Costa Rica, and disputes are subject to the exclusive jurisdiction of the courts of San José. Your relationship with the Spot Provider is governed by the Spot Provider Terms. Consumer protection rules of your country of residence may not apply, claims may only be brought individually, and pursuing a claim abroad may be costly, slow or impractical.

10.4

Anti-money laundering and sanctions. Verification of your identity, source of funds and source of wealth may delay the opening of your Account, the activation of a Service or a withdrawal. Where requirements are not met, or where unlawful activity is suspected, your Account may be suspended or terminated and your assets frozen.

10.5

Tax. The tax treatment of Virtual Assets, derivatives and Copy Trading is uncertain in many jurisdictions and may change. Each transaction, including each transaction generated through Copy Trading, may be a taxable event. You are solely responsible for determining, reporting and paying any tax, and Virgilnex does not withhold or report tax on your behalf unless required by law.

10.6

Fees and costs. Trading fees, performance fees, fees payable to Lead Traders or for AI Strategies, funding charges, network fees and conversion costs reduce your results and may make a profitable strategy unprofitable. Fees may be amended by publication of an updated fee schedule and are generally non-refundable.

10.7

Limitation of liability. The liability of Virgilnex is excluded or limited as set out in Clause 19 of the Platform Terms and in the Product Terms. You may therefore be unable to recover losses from Virgilnex, including losses caused by a Service Provider, a Lead Trader, an AI Strategy or a technical failure.

11.1

By registering an Account, accessing the Platform or activating any Service, you acknowledge that:

(a) you have read and understood the Risk Disclosure;

(b) you may lose all assets you commit to the Platform and, in Margin Trading and in Copy Trading replicated on a Margin Wallet, more than the Collateral you have provided;

(c) you understand the roles of Virgilnex and of the Service Providers, and that Virgilnex does not guarantee the performance, solvency or regulatory compliance of any Service Provider;

(d) Copy Trading (also referred to on the Platform as "asset management"), including AI Strategies, is provided as a software functionality, and you alone select the Lead Traders, AI Strategies and Copy Parameters you use;

(e) all investment decisions are made by you, at your own risk, and are your responsibility; and

(f) you are willing and financially able to bear the risks described in the Risk Disclosure and have obtained independent advice where you considered it necessary.

Published: October 2026