(A) Important Note

1. Risk Disclosure
Trading in gold and silver involves significant risks including potential for loss exceeding the initial margin. Price fluctuations are influenced by various global factors, often unpredictable. Extreme volatility may result in failed settlements and substantial losses. Up Way China Bullion Limited continuously monitors market conditions and provides periodic global market information that may affect prices, but does not guarantee accuracy or trading profits. Investors shall acknowledge all profits and losses is their sole responsibility.

2. Terms Review
Please read all terms and contents of this User Agreement carefully before signing.

(B) Client Notice

This User Agreement (hereinafter referred to as the “Agreement”) is legally binding and is entered into by Up Way China Bullion Limited (hereinafter referred to as “Upway Global” or the “Company”), a company incorporated under the laws of the Hong Kong Special Administrative Region, and the contracting party to this document (hereinafter referred to as the “Client”). By opening an account with Upway Global and participating in the over-the-counter (hereinafter referred to as “OTC”) precious metal market for speculation, purchase, and/or sale of physical precious metals, the Client confirms that he/she has understood the factors relating to leveraged OTC trading and the risk disclosure statement set forth herein.

1. Applicability
OTC trading is only suitable for professional institutions or individuals with extensive investment experience, whose financial conditions can bear losses that may exceed the value of the margin or deposit.

2. Trading Mechanism
Upway Global adopts a trading mechanism applicable to most traders: a No Dealing Desk (NDD) model, corresponding to a floating spread model, with spreads adjusted in real time according to international market conditions.

3. Liquidity Risk
During periods of extreme market volatility or insufficient liquidity, precious metal prices may experience gaps, causing failure for orders to be closed timely or executed at the expected price, and may even be filled at significantly adverse prices. The Client should be aware that such situations may result in losses exceeding expectations.

4. Over-the-Counter Trading Risk
Upway Global operates OTC trading, which may be subject to less regulatory oversight or governed by different regulatory regimes. The Client should understand the applicable regulations and associated risks prior to commencing trading.

5. Electronic Trading Risk
If the Client conducts trading on any electronic market, he/she will face risks related to the electronic trading system, including hardware or software failures. System malfunction may result in the Client's orders being difficult to execute as instructed or failing to be executed.

(C) Disclaimer

1. Internet Risk
The operation of the Internet is beyond the control of Upway Global. Accordingly, Upway Global does not guarantee the reliability of signals transmitted or received over the Internet, the configuration of the Client’s electronic devices, or the connectivity between systems. Upway Global shall not be liable for any errors, delays, or failures in communication arising from such uncontrollable factors.

2. Market Risk and Online Trading
Precious metal trading involves significant risk and is not suitable for all investors. The Client is advised to carefully review the Risk Disclosure Statement and this Agreement for comprehensive information regarding such risks. While online trading offers convenience, it does not mitigate the inherent risks of precious metal trading. The Client must be prepared to bear the full extent of such risks prior to engaging in trading activities.

3. Password Security
The Client is obligated to maintain the confidentiality of his/her passwords and ensure that no unauthorized person knows or uses his/her passwords or trading devices. The Client acknowledges and accepts full responsibility for all instructions transmitted via email or electronic trading platforms from devices ordinarily used by him/her, without recourse to further verification by Upway Global.

4. Quote and Execution Variance
Due to the volatility and liquidity differences in the international spot gold market, the Client acknowledges and agrees that:

○ The actual transaction price may reasonably deviate from the Client’s expected price, such deviation may be caused by (but not limited to) the following factors:
○ Insufficient market depth or discrepancies in quotes from liquidity providers;
○ Network delays, hardware/software failures, or operational errors on the Client’s side;
○ Non-standard market quotes (such as during extreme market conditions or market closures);
○ Reasonable delays necessary for the system to execute instructions.

Upway Global does not guarantee absolute consistency of quotes and shall not be held liable for any account balance discrepancies arising from the foregoing reasons.

Order execution and margin risks: If the execution price of any order (such as opening, closing, or pending orders) is too close to the real-time market price, market fluctuations may trigger order execution or delay margin calls.

Due to the reasonable time required for the system to process instructions, the Client shall bear all risks arising from slippage, margin insufficiency, or changes in account balance caused by execution delays.

Upway Global does not guarantee that orders will be executed at a specific price or within a particular time frame and shall not be liable for any losses resulting from such circumstances. All related disputes shall be subject to the final interpretation by Upway Global, and the Client agrees to abide by Upway Global’s determination.

5. Arbitrage
Delays in internet connectivity, transmission latency, quotation discrepancies, or vulnerabilities in the quotation system may cause the quotes on Upway Global’s trading platform to inaccurately reflect the real-time market prices. Arbitrage activities (such as profiting from price differences due to network delays) do not exist in OTC markets where clients trade directly with market makers. Upway Global strictly prohibits the Client from engaging in such arbitrage activities on its trading platform. Any trades executed by the Client exploiting potential arbitrage opportunities may be canceled.

Upway Global reserves the right to make necessary corrections and adjustments to accounts involved in such transactions and, at its sole discretion, may require the risk management department to intervene or approve all orders, or terminate the relevant client accounts without prior notice. Disputes arising from arbitrage or price manipulation shall be resolved at Upway Global’s sole discretion. Upway Global reserves the right to freeze client withdrawals until the issues are fully resolved. Such actions or decisions shall not prejudice or waive any rights or claims Upway Global holds against the Client or its employees.

6. Price, Execution and Platform Manipulation
Upway Global strictly prohibits any form of manipulation of its prices, executions, and platform. If Upway Global suspects any account of engaging in manipulation, it reserves the right to investigate and review the account and may deduct any profits earned from such activities and all promotional incentives returned by the platform from the suspected account.

Upway Global reserves the right to make necessary corrections or adjustments to the relevant accounts. For accounts suspected of manipulation, Upway Global, at its sole discretion, may require intervention by the Risk Management Department, approve or disapprove orders, or terminate the relevant client accounts. Disputes arising from arbitrage or manipulation shall be resolved at Upway Global’s sole discretion, which may include reporting relevant incidents to any regulatory or law enforcement authorities. Such actions or decisions shall not waive or infringe on any rights or claims Upway Global holds against any client or its employees.

7. Settlement of Trading Funds
When the Client conducts precious metals trading, including buying and selling, all related funds shall be settled through the Client’s account.

8. Credit Risk of Counterparty
As an intermediary, Upway Global does not provide any absolute guarantee regarding the credit status of the Client’s counterparties (such as liquidity providers, clearing institutions, etc.). Although Upway Global will prudently select partners with good market reputation and financial stability, the Client understands and assumes all potential losses arising from counterparty defaults, bankruptcies, or other credit risks.

9. Margin Policy
The Client is obligated to maintain margin levels of trading orders. If the account minimum margin ratio of 30% is triggered, the system may automatically execute forced liquidation, resulting in corresponding losses which may exceed the margin level of the account.

10. Disclaimer on Advice from Non-Employee
If any non-Upway Global employee provides the Client with information or advice regarding precious metals, Upway Global cannot control or guarantee the accuracy or completeness of such information and therefore shall not be liable for any losses Client incurs from using such information or advice.

11. Account Management Restrictions
Upway Global does not permit Client to authorize any third party to manage his/her margin accounts. If the Client entrusts others to operate the account and incurs losses, the Client shall bear all related risks solely, and Upway Global shall not be held liable.

12. Legal and Compliance Requirements
Upway Global is a class “AA” licensed member (no. 084) of the Hong Kong Gold Exchange. Spot gold and silver investments are compliant investment products in Hong Kong and are operated under Hong Kong law, which may not conform to regulations outside Hong Kong. The Client must exercise caution when investing. The Client is responsible for fully complying with local laws, including obtaining all necessary government or regulatory approvals applicable in his/her region or jurisdiction, and paying any local taxes, duties, and other fees arising from transactions conducted on Upway Global’s platform. Transactions conducted on Upway Global’s platform shall be deemed a declaration and warranty by the Client that such local laws and regulations have been complied with. The Client with any doubts should seek legal and other independent professional advice before opening an account or commencing trading.

13. Acknowledgement of Investment Risk
The Client must be fully aware that investment involves risks which may lead to profits or losses. Furthermore, Upway Global is not responsible for any representations or guarantees made by its employees and/or affiliates.

(D) Client Agreement

Upway Global agrees to open a trading account for the Client and to provide services related to the trading of OTC products (as defined in the above Client Notice) from time to time. Such trades will be conducted through the Client’s account. Upway Global does not allow the Client to open multiple accounts using different identification documents. The Client must ensure the truthfulness and authenticity of the information provided. If multiple accounts are found to belong to the same individual, Upway Global reserves the right to directly freeze the funds in related accounts, lock the trading functions of the related accounts, and carry out compulsory account closure without prior notice. The Client’s trading account must be properly maintained and operated by the Client personally.

The Client must agree to the following

1. Definition and Heading
1.1 “Upway Global” refers to Up Way China Bullion Limited, its successors and transferors.
1.2 “Client” refers to the party entering into this agreement. If the Client is an individual, it includes the Client personally, his/her executors, and administrators of his/her estate.
1.3 “Agreement” refers to the agreement or authorization entered into between the Client and Upway Global regarding the opening, maintenance, and operation of accounts, as amended from time to time, including but not limited to this User Agreement, Risk Disclosure Statement, Client Notice, account application form, and related documents.
1.4 “base margin” refers to the funds deposited by the Client into the trading account primarily as margin for new trading orders. Such margin must be deposited with the trading entity at or before the time a trading instruction is issued and serves as security for all spot gold trades.
1.5 “day” refers to any day on which banks registered in Hong Kong are open for business.
1.6 “working day” refers to any day other than a public holiday published in the Government Gazette and excludes Saturdays and Sundays.
1.7 “trading day” refers to a full trading day of the London Gold electronic trading market, encompassing the entire cycle from market opening to market close, including all trading activities and settlement processes.
Beijing Time:
Winter Time: 07:00 – 06:59 of the next day
Summer Time: 06:00 - 05:59 of the next day

2. Binding Effect
This Agreement (including the Risk Disclosure Statement, Client Notice, this User Agreement, and the account application form) shall remain valid continuously and shall cover all accounts opened or re-opened by the Client with Upway Global. This validity shall persist regardless of changes in personnel of Upway Global or its successors or assigns. In the event of mergers, acquisitions, or other changes, this Agreement (including any authorizations) shall adapt to the interests of Upway Global or its successors or transferors and shall be binding upon the Client and the Client’s estate heirs, trustees, administrators, legal representatives, successors, and transferors.

3. Acceptance of Agreement
This Agreement shall be deemed accepted by Upway Global only upon Upway Global’s confirmation and approval of the Client’s account opening application, at which point it shall become a legally binding contract between the Client and Upway Global.

4. High-Risk Investment
1. The Client should be aware that margin-based precious metal trading is one of the relatively high-risk investment instruments in the financial market, suitable only for professional investors and institutions with rich experience. Accounts opened with Upway Global allow the Client to trade precious metals with relatively higher leverage ratios (up to 100 times or more of the Client’s account assets, and leverage ratios will be automatically adjusted according to actual market quotes).
2. All accounts trade under a floating spread model, and the spread cost may be adjusted at any time according to market conditions. An increase in spread cost may reduce the prepayment ratio, potentially triggering forced liquidation, including locked positions (locking cannot completely eliminate risks; when the prepayment ratio approaches the critical value, extended spreads and increased overnight interest may reduce net value and prepayment ratio, thereby possibly causing order forced liquidation).
3. The Client should carefully consider his/her risk tolerance before opening an account or trading precious metals and clearly understand that the funds invested in precious metals trading are high-risk investment capital. The Client guarantees that severe losses in precious metals trading will not affect his/her current or future lifestyle or financial situation, and the Client will not seek compensation from Upway Global.
4. The Client should learn about and understand precious metal trading knowledge and consult professional advice before formal trading. The Client should recognize that precious metal trading involves potential profits and losses, and adverse market conditions may cause losses exceeding the initial margin amount.

5. Risk Acknowledgement
The Client acknowledges that leveraged trading is speculative and involves considerable risk, suitable only for persons who can bear losses exceeding their margin. The Client understands that because OTC trading usually requires relatively lower margin, leverage ratios tend to be relatively higher, and OTC trading does not guarantee principal protection or profit. Price fluctuations in OTC may lead to substantial losses, possibly exceeding the Client’s invested principal and margin trading account funds
The Client must clearly understand the trading characteristics and risk levels of OTC before opening an account or trading, ensuring his/her willingness and ability to financially and otherwise bear all risks brought about by OTC trading. The Client agrees not to hold Upway Global liable for trading losses caused by following trading references or advice provided by Upway Global, its employees, or representatives.

6. Exchange Rate Risk
The trading accounts of Upway Global must be denominated in US dollars. If the Client deposits or withdraws funds in currencies other than US dollars:
1. The Client shall bear sole responsibility for any gains or losses from fluctuations in exchange rates.
2. The Client agrees that Upway Global may, at its sole d discretion and timing, conduct any currency conversions necessary to implement any actions or steps under this Agreement. If the Client wishes to withdraw in Renminbi (RMB), Upway Global will convert the US dollars into the designated currency based on the prevailing market rate on that day. If the Client wishes to withdraw funds in Hong Kong dollars (HKD), Upway Global will convert the US dollars at the fixed exchange rate of 7.8. Upway Global reserves the right to adjust the above exchange rates based on market conditions without prior notice to the Client.

7. Agreement Confirmation and Collection
When the Client applies for an account through Upway Global’s official website or APP and checks the box indicating “I have read and agree to the Privacy Policy and User Agreement,” the Client shall be deemed to have fully understood, acknowledged, and accepted all terms of this Agreement. Such electronic acknowledgment shall have the same legal effect as a written signature.
After account approval, Upway Global will no longer mail the Client a paper agreement; the Client must personally collect the agreement or request an electronic version from the company.

8. Trading Authorization
Upway Global only supports the Client personally conducting trading activities and does not support the Client authorizing any other person to operate the trading account on his/her behalf.

9. Governmental, Counterparty and Interbank System Regulations
All transactions under this Agreement shall be subject to the charters, detailed rules, ordinances, regulations, customs, usages, decisions, and interpretations of the counterparty institutions or other interbank markets (and their clearing organizations, if applicable) executing the trades, and shall comply with all applicable laws of the Hong Kong Special Administrative Region. Should any laws or governmental provisions enacted thereafter affect or conflict with this Agreement, such laws or provisions shall be deemed to amend or replace the relevant parts of this Agreement, while other clauses and the amended provisions shall remain fully effective. The Client acknowledges that all transactions under this Agreement are governed by the foregoing regulatory requirements, and the Client shall not possess any separate contractual rights independent of these requirements.

10. Account Set-Off and Debt Repayment
In the occurrence of any of the following events, Upway Global reserves the right to take necessary measures:
1. The Client's death, mental incapacity, or legal declaration of incapacity.
2. The Client's application for bankruptcy, appointment of a trustee, or any person’s application to a court for the Client’s bankruptcy, liquidation, or similar legal process.
3. The appointment of any receiver, custodian, or similar officer over any of the Client’s assets, or enforcement of any attachment or judgment.
4. Insufficient margin balance in the Client’s account regardless of the current market price.
5. Failure of the Client to provide any required documentation under this Agreement (eg. Identification documents).
6. Any other situations or changes requiring protection measures by Upway Global.
Upway Global retains absolute discretion to take one or more of the following actions:
1. Retain or control funds or property belonging to the Client to offset the Client's debts owed to Upway Global.
2. Buy or sell precious metals orders held in the Client’s account.
3. Cancel any or all uncompleted orders or other commitments made in the Client’s name.

Such actions may be taken without prior notice to the Client or the Client’s personal representatives or heirs. Upway Global’s trading activities may be conducted through any interbank or regularly operating market, and Upway Global may purchase all or part of the orders without restriction by redemption rights. The Client shall remain liable for all debts in his/her account at all times. If an account is liquidated partially or fully by Upway Global or by the Client, the Client remains liable for any remaining debts. Should the proceeds from liquidations under this authorization be insufficient to settle the Client’s debts to Upway Global, the Client shall immediately pay the deficiency, all unpaid debts, accrued interests, and all related charges, including attorney fees and witness fees. Upway Global reserves the right to pursue recovery.

11. Margin, Deposit & Withdrawal, Upway Wallet, Transaction Code
Margin
1. The Client shall understand and agree to Upway Global’s margin policy.
2. The Client is responsible for ensuring that the margin level of their account does not fall below the Upway Global’s required minimum prepayment ratio of 30%.
3. The Client agrees to bear any forced liquidation losses caused by failure to timely meet the prepayment ratio (net value/used margin) requirements, which may exceed the Client’s initial margin and may consume all funds in the account.
Deposits
1. The Client may deposit funds into their trading account via the top-up methods provided on Upway Global’s official website.
2. The Client agrees to bear any fees incurred during remittance and transfer processes including bank charges, exchange rate differentials, and other related expenses.
3. The Client understands that Upway Global requires time to process remittances and transfers, and the trading account may not receive the remittance amount immediately.
4. Unless Upway Global verifies and confirms the receipt of the Client’s deposited funds, Upway Global will not process the deposit for the Client.
Withdrawal
1. Before the first withdrawal, the Client must submit to the Company color copies of both sides of their valid identification card and a color image of their bank card, and successfully complete facial recognition. Otherwise, the Company will not process the Client’s withdrawal request.
2. The Company will bear the remittance fee for single withdrawal requests of 50USD or above.
3. For single withdrawal requests under 50USD, a remittance fee of 3USD will be charged.
4. If the Client’s trading volume after deposit is less than 50% of the deposit amount, a withdrawal fee equal to 6% of the deposited amount will be deducted. If the trading volume meets the requirement, regular members are entitled to 3 free withdrawals per day, and VIP members 5 free withdrawals per day; withdrawals exceeding these limits will incur a fee of 6% per withdrawal amount.
5. If the Client applies for withdrawal without trading after deposit, fees may apply, and any bonuses received may be deducted.
6. The Client who makes an initial deposit and applies for withdrawal without trading will, in addition to fees and bonus deductions, be subject to process review and must sign an agreement before withdrawal.
7. Upway Global will process withdrawal approval within 2 hours of receiving the withdrawal request. Once approved, withdrawals over 100RMB generally arrive within 24 hours; withdrawals under 100RMB are expected to arrive within 3 days. Actual time of arrival depends on the circumstances.
8. Due to third-party factors beyond the Company’s control, withdrawal processing speed is not guaranteed, and the Client may not receive funds within 2 hours.
9. The Client has the right to notify Upway Global at any time to withdraw specified margin balances. The Client understands the Company requires time to process withdrawal requests, and funds may not be immediately credited. The Client agrees not to hold Upway Global liable for delays in fulfilling withdrawal requests.
10. Upon confirmation of the Client’s withdrawal request, Upway Global will immediately deduct the amount from the Client’s account. The Client must ensure the designated bank account is under their own name; Upway Global does not accept deposits or withdrawals to/from bank accounts not held in the Client’s name.
Upway Wallet
Upway Wallet is a secure and convenient fund management system provided by Upway Global for the Client.
1. The Client may deposit funds into the Upway Wallet and transfer these funds between the Upway Wallet, MT4/MT5 trading accounts, and physical gold holdings.
2. After enabling the deposit auto-transfer feature, deposits will be automatically credited to the MT4/MT5 trading account, while withdrawals must be requested through the wallet.
Transaction Code
1. Upway Global provides transaction codes which the Client may enable or disable in the account user center at their discretion. Please note that this feature must be activated in advance; it cannot be provided if not activated.
2. Upway Global offers transaction codes for opening positions free of charge. Closing position transaction codes are charged at a rate of 0.5USD per lot.
3. Upway Global offers transaction codes for opening positions free of charge. Closing position transaction codes are charged at a rate of 0.5USD per lot.
4. Upway Global will not provide transaction codes to the Client who fails to pass the KYC risk assessment. Upway Global KYC (Know Your Customer) is a comprehensive system and process designed to protect client rights and monitor their trading activities. For details, please visit: https://www.jrjr.com/hd/2022/kyc/

12. Communications
Reports, statements, notifications, and other communications may be delivered to the Client via the email address provided at the time of account application or any updated email address provided to Upway Global through the online login system. Regardless of the medium of delivery (email or otherwise), once the sending system logs the delivery, such communications shall be deemed sent by Upway Global and received by the Client, whether or not the Client actually receives them.

13. Email Address Confirmation
If the Client’s email address changes, the Client is responsible for promptly notifying Upway Global of the change.

14. Electronically Transmitted Trading Confirmation
The Client agrees that their account information and transaction confirmations may be provided via the Upway Global platform, and the Client may access their account details through the Upway Global platform or their online personal account.

15. Trading Account Closure
15.1 Agreement Validity
The Agreement shall remain effective until terminated.
15.2 Termination by the Client
The Client may terminate the Agreement at any time, provided that at the time of termination, no open spot precious metal trading orders are held and there are no outstanding debts to Upway Global.
The Client may submit an account closure request via the Upway APP or submit a written application as required.
15.3 Termination by Upway Global
Upway Global may terminate the Agreement at any time, including by written notice, email, SMS, or APP message notification to the Client.
15.4 Effect of Termination
Termination of the Agreement shall not affect prior transactions nor relieve either party of any obligations or the Client’s debt liabilities under this Agreement.
15.5 Forced Account Closure
Trading accounts shall be forcibly closed under the following circumstances：
1. No successful login to the trading system for more than 90 consecutive days.
2. The Client fails to pass Upway Global’s KYC certification, identity verification, risk assessment, or AML (Anti-Money Laundering) requirements, resulting in the immediate suspension of the account.
15.6 Account Record Deletion
Once an account is closed, all trading records will be deleted. Upway Global is not required to provide prior notice nor retain any trading records.

16. Amendment to Agreement
The Client agrees that Upway Global may, from time to time at its sole discretion, revise, cancel, replace any terms of this Agreement or add any new terms. Upway Global will update such amendments or changes directly on its website (www.jrjr.com/en) and Upway APP without prior notice or publishing of the latest amendment announcement. The Client shall regularly review the modified terms and agree to be bound by them.

17. Market Information
The Client agrees that:
1. Any market information provided by Upway Global or its employees does not constitute investment advice.
2. Such information, although based on sources considered reliable by Upway Global, may be entirely based on the personal views of certain employees, and thus may be incomplete or unverified.
3. Upway Global makes no guarantee as to the accuracy or completeness of any information provided to the Client and assumes no liability for it.

18. Non-Guaranteed Profit or Limitation on Loss
The Client confirms that no unilateral agreements have been made with any employee, agent broker, or third party of Upway Global regarding trading in their account, including but not limited to any guarantees of account profit or limitation of loss.

19. Liability of Upway Global
Upway Global shall not be liable for any delays in order transmission caused by transmission or communication system failures, power outages, or other causes beyond its control or anticipation. Upway Global is only responsible for direct losses caused by its intentional fault or fraudulent acts, and shall not be liable for losses caused by the fault of other parties.

20. Indemnification
The Client agrees that if any debt, loss, damage, cost, or expense (including attorney’s fees) arises to Upway Global due to the Client’s failure to fully and timely perform commitments or due to false statements or warranties, the Client shall be fully liable for indemnification and shall hold Upway Global harmless. The Client also agrees to immediately pay Upway Global for any damages, costs, and expenses (including attorney’s fees) incurred by Upway Global in performing this Agreement or other agreements signed with the Client.
Furthermore, Upway Global shall not be liable for losses arising from:
1. Client’s actions: his/her behavior, errors, or omissions;
2. Forged signatures: forged or unauthorized signatures on the account or related documents;
3. Failures: system failures, equipment failures, or service interruptions of the Client or Upway Global;
4. Delays: delays, faults, or errors by Upway Global in executing the Client’s instructions;
5. Information: incorrect or incomplete instructions provided by the Client.

21. Financial Status
The Client declares and guarantees that they are in good financial standing. Prior to engaging in precious metals trading, the Client has carefully considered the relevant risks and explicitly understands the portion of their current assets that can be regarded as risk capital. The Client guarantees that even if losses occur in precious metals trading, their lifestyle will not be affected.

22. Credit Status
The Client authorizes Upway Global or its employees, on behalf of Upway Global, to investigate the Client’s credit status and to verify and confirm all banks, financial institutions, and credit agencies related to the Client’s information. The Client further authorizes Upway Global to investigate his/her current and past investment activities. Additionally, based on the Client’s credit status, Upway Global has the right to request the Client to provide necessary supporting documents (including but not limited to recent tax returns and income certificates) for the purpose of periodically reviewing the Client’s trading limits or approving applications to increase trading limits.

23. Waiver or Amendment
No term of this Agreement may be waived or amended unilaterally by the Client unless such waiver or amendment is made in writing and jointly signed by the Client and an authorized representative of Upway Global. In the course of dealings between the parties or under any circumstances, Upway Global’s failure to enforce any right under this Agreement shall not be interpreted as a waiver of that right. No oral agreements or instructions shall be recognized or enforceable.

24. Recording of Communications
The Client agrees that Upway Global has the right to use recording applications as conclusive evidence of instructions or communications recorded. The Client further agrees that such recordings may be used as evidence by either party in any dispute or litigation involving the Client or Upway Global. The Client understands and agrees that Upway Global will periodically delete such recordings following its established business procedures.

25. Personal Data Privacy Policy
Upway Global’s personal data privacy policy is established in accordance with the Personal Data (Privacy) Ordinance to protect the rights of clients. When using client data to provide optimal services, Upway Global pays high attention to the arrangement and use of such data. Upway Global strives to fully comply with personal data protection requirements as stipulated by the laws of the Hong Kong Special Administrative Region. To this end, Upway Global ensures that its employees adhere to legally required security and confidentiality standards.
25.1 Purpose of Data Collection
The personal data collected by Upway Global is solely used for business operations and related activities to ensure the Client receives3 necessary services and support.
25.2 Security Measures
Upway Global is committed to ensuring the security of its website and compliance with industry standards, employing firewalls, authentication systems (such as passwords and personal identification numbers), and control mechanisms to prevent unauthorized access to client data.
25.3 Data Confidentiality
Upway Global confidentially stores the Client’s personal data to prevent misuse. Employees respect client privacy and do not disclose any personal information to unauthorized persons.
25.4 Access to Data
The Client may at any time access and update the personal data held by Upway Global to ensure the accuracy and timeliness of the information.
25.5 Legal Disclosure
The Client agrees that Upway Global may disclose his/her data to regulatory authorities and other relevant government agencies in accordance with legal or regulatory requirements.
25.6 Identity Verification
The Client agrees that Upway Global may disclose personal data to relevant agencies for identity verification when processing deposits and withdrawals through payment gateways.
25.7 Use of Cookies
Upway Global may set and access cookies on the Client’s computer to help analyze the effectiveness of marketing strategies. The data collected is anonymous and cannot be individually identified.
25.8 Third-Party Service
The Client agrees that when providing services, Upway Global may authorize certain non-Upway Global companies to use the Client’s personal data. These companies must keep the Client’s data confidential. Upway Global will make every effort to ensure that the Client’s personal data is securely stored in the system and only accessible by authorized employees or companies providing services on behalf of Upway Global. Please note that due to the open and global nature of the Internet, Upway Global may not be able to fully protect the Client’s personal data from third-party interference. When accessing websites operated by others through the Upway Global website, the Client’s personal data is not protected under Upway Global’s privacy policy.

26. Anti-Money Laundering Policy
Upway Global is committed to preventing any money laundering activities using its services and complies with relevant regulatory requirements through the following measures:
1. Identification of client identity
2. Identification, monitoring, and reporting of any suspicious transactions;
3. The Company reserves the right to collect and verify the Client’s identity documents prior to account opening and any payment of proceeds;
4. The Company reserves the right to refuse to process any transaction at any stage if it believes the funds are associated with criminal activities or money laundering;
5. The Company has an obligation to report all suspicious transactions and is prohibited from notifying the Client that his/her account activities have been reported. Abuse of accounts may lead to criminal prosecution;
6. If the Client’s funds originate from criminal activities or if the account transaction nature involves any illegal behavior, the Company will refuse to provide related services;
7. The Company reserves the right to review and/or amend its Anti-Money Laundering Policy at any time at its sole discretion.
This Anti-Money Laundering Policy is a policy statement only, does not constitute part of the Commercial Terms and Conditions, is not legally binding, and does not attempt to impose any obligations beyond those required by current anti-money laundering and counter-terrorism financing laws and regulations. Relevant laws and regulations may change or be revised at any time.

27. Consent of Jurisdiction and Jurisdiction Area
To facilitate Upway Global’s acceptance of this Agreement and for other good and valuable consideration acknowledged herein, the Client hereby agrees as follows:
1. Any judicial, administrative actions or legal proceedings directly or indirectly arising from or related to this Agreement or the transactions contemplated herein, including but not limited to arbitration conducted by self-regulatory or other private organizations (whether initiated by the Client or Upway Global), shall be conducted solely at the sole discretion of Upway Global within the Hong Kong Special Administrative Region. The Client agrees to waive and relinquish any and all objections to such jurisdiction and further agrees to waive any rights to transfer or change the venue of such actions or legal proceedings under this Agreement;
2. The Client agrees and accepts that any direct or indirect actions or legal proceedings arising from or related to this Agreement or the transactions contemplated herein (whether initiated by the Client or Upway Global) shall be subject to the jurisdiction of the courts within the Hong Kong Special Administrative Region.

28. Completeness of Agreement
This Agreement constitutes the entire understanding between the parties regarding OTC precious metal trading, superseding all prior oral or written agreements. The terms of this Agreement shall prevail over any ancillary documents such as account opening application forms.

(E) Client Warranty and Declaration

The Client hereby makes the following warranties and declarations:

1. Legal Capacity
The Client has reached the age of majority, meets Upway Global’s account opening age requirements, possesses legal capacity to enter into and validly sign this Agreement; is mentally sound; legally qualified; not bankrupt; and this Agreement and all agreements already entered into or to be entered into shall constitute binding and enforceable obligations on the Client.

2. Account Benefit
Only the Client personally enjoys the benefits of his/her account.

3. Investment Experience
Apart from the Legal Capacity mentioned above, the Client has sufficient investment experience, risk tolerance, and financial ability to engage in OTC trading.

4. Employment Status
The Client is not presently employed by any exchange, company holding a majority of shares in an exchange, member of an exchange or any exchange-registered company, bank, trust institution, or insurance company. If employed by any of the above, the Client must immediately notify Upway Global in writing.

5. Accuracy of Information
All information provided by the Client is true, accurate, and complete. The Client is responsible for promptly notifying Upway Global of any changes to this information.

6. Prohibited Activities
The Client shall not engage in any activities aimed at arbitrage.

7. No Guarantee Declaration
The Client guarantees that no warranties have been received from Upway Global or any of its employees, representatives, agents, brokers, or other clients trading with Upway Global, nor has this Agreement been entered into based on any such warranties.

8. Truthfulness of Content
The information and statements contained in this User Agreement of Upway Global are true, complete, and accurate.

9. Assumption of Responsibility
The Client undertakes full responsibility for all final instructions issued.

10. Reliance on Information
The Client hereby confirms and agrees that unless Upway Global receives a notice of change from the Client regarding relevant matters, it may fully rely on the terms and statements set out in the Agreement for all purposes.

11. Agreement Review
The Client understands and confirms that he/she has carefully read the Agreement, including the Risk Disclosure statements set forth therein; Upway Global has invited the Client to read the aforementioned Risk Disclosure Statement, ask questions, and seek independent advice (if the Client so desires).

12. Binding Terms
The Client agrees to be bound by the terms and conditions of the Agreement and understands and acknowledges that Upway Global may amend the terms of the Agreement from time to time.

13. No Investment Advice
The Client confirms that Upway Global does not provide any investment, tax, or legal advice or recommendations.

14. Risk Tolerance
The Client confirms that he/she has undergone an independent assessment, understands the risks associated with the products, and possesses the corresponding risk tolerance.