**MINING INFRASTRUCTURE USAGE AGREEMENT (OFFER)**
Moscow
Limited Liability Company "СifraCapital" (hereinafter referred to as the Mining Infrastructure Operator/Operator), registered in the register of mining infrastructure operators on 22.01.2025 under entry No. 81025000001095, represented by Director Kirill Vladimirovich Zinovsky, acting on the basis of the Charter, publishes this agreement on the use of mining infrastructure (hereinafter referred to as the Agreement), which is a public offer (proposal) addressed to individuals and legal entities (hereinafter referred to as the User).
The text of this Agreement is a public offer (in accordance with Article 435 and Part 2 of Article 437 of the Civil Code of the Russian Federation).
Acceptance (acceptance) of the offer is completed by registering on the Operator's website at: cifracapital.ru.

1. TERMS AND DEFINITIONS
1.1. **Cell** - an individually allocated space in a premises, which is part of the mining infrastructure (modular container computing unit).
1.2. **Usage Right/Usage** - temporary use of the Cell by the User in the manner and scope specified in this Agreement. The Cell is used to place equipment intended for Cryptocurrency Mining.
1.3. **Cryptocurrency Mining** is defined as the activity of performing mathematical calculations through the operation of technical and software-hardware means to make entries in an information system using technology, including distributed ledger technology, aimed at issuing cryptocurrency and/or obtaining cryptocurrency rewards for confirming entries in the information system.
1.4. **Mining Infrastructure** refers to facilities used to accommodate technical and software-hardware means (hereinafter referred to as Equipment) used for Cryptocurrency Mining, including engineering support (power supply), and/or the specified technical and software-hardware means.
1.5. **User** - individual entrepreneurs and legal entities included in the register of persons engaged in Cryptocurrency Mining; as well as individuals - citizens of the Russian Federation who are not individual entrepreneurs, who are entitled to engage in Cryptocurrency Mining without being included in the register of persons engaged in Cryptocurrency Mining, provided that the energy consumed during such activities does not exceed the energy consumption limits established by the Government of the Russian Federation.
1.6. **Equipment** - equipment specified in the acceptance certificate (Appendix No. 1 to this Agreement).
1.7. **Operator's Website** - a set of web pages on the Internet with the home page at: cifracapital.ru, through which access to all other web pages of the Site is provided.
1.8. **Cell Usage Fee** - the amount of the fee for the right to use the Cell under certain conditions (parameters) agreed upon by the Operator and the User. The fee may be changed during the term of this Agreement depending on the following parameters: classification of the User's Equipment, availability and number of free consultations, and other additional parameters.
The fee is indicated in the Invoice, the User's personal account, and may also be indicated on the Operator's Website.
1.9. **User's Personal Account** - a personal account located at: cifracapital.ru, accessible using the User's unique login and password. The parties acknowledge and agree that the use of the login and password is equivalent to the User's handwritten signature.
1.10. **Billing Period** - 1 (one) calendar month.
1.11. **Email Address of the Parties** - the email address (Email) specified as the contact address of the Party in this Agreement or in the Party's notification of its change, sent in the manner prescribed by this Agreement, including through the User's Personal Account.
1.12. **Services** - additional options and services provided by the Operator to the User under this Agreement. The list of available Services and their cost is posted on the Operator's Website.

2. SUBJECT OF THE AGREEMENT
2.1. The Operator grants the User the right to temporarily use the Cell by providing space for the placement of Equipment, and the User undertakes to accept the Cell and pay the Usage Fee in the amount established by this Agreement.
2.2. The location of the Cell is specified by the Parties in Appendix No. 1 to this Agreement.
2.3. The name of the Equipment placed by the User, its characteristics, and the Usage Fee are indicated in the Invoice, which is an integral part of this Agreement.
2.4. The term of Cell Usage for specific Equipment parameters is indicated in the issued Invoice and cannot be less than one Billing Period.
2.5. If it is necessary to change the parameters of Cell Usage, including the number of Cells and/or the Usage term, the Parties shall make changes, which are indicated in the Invoice.
2.6. The User is prohibited from transferring the Cell for use by third parties.
2.7. The Parties understand and agree that the Equipment placed in the Cell must comply with the norms of the current legislation of the Russian Federation, be permitted for free civil circulation, and imported into the territory of the Russian Federation in accordance with the customs legislation of the Russian Federation.
2.8. Under this Agreement, the User may be provided with additional options, services, and opportunities for an additional fee.

3. PROCEDURE FOR EXECUTION OF THE AGREEMENT. RIGHTS AND OBLIGATIONS OF THE PARTIES

3.1. **Rights and Obligations of the Operator:**
3.1.1. The Operator undertakes to provide the Cell for temporary use to the User according to the selected parameters specified in the Invoice within 14 (fourteen) days from the conclusion of the Agreement and agreement of all necessary parameters for the use of the Cell.
3.1.2. The moment of fulfillment of the Operator's obligation to transfer the right to use the Cell is the moment the User is provided with the opportunity to place the corresponding Equipment in the Cell. A notification of access provision is sent to the User's email or personal account, and the Cell Acceptance Certificate and Equipment Acceptance Certificate are also sent simultaneously.
3.1.3. The User, after receiving the Cell Acceptance Certificate and Equipment Acceptance Certificate, is obliged to sign them within 3 (three) business days by one of the methods specified in this Agreement and send them to the Operator. In the absence of signed Certificates from the User after the specified time, the Parties agree that the Operator's obligations under these Certificates are considered duly fulfilled, and the unilaterally signed Cell Acceptance Certificate and Equipment Acceptance Certificate are recognized as having legal force equivalent to bilaterally signed Certificates and are subject to mandatory reflection in accounting and tax records in accordance with the current legislation of the Russian Federation.
3.1.4. The Operator undertakes to transfer the Cell to the User in a condition suitable for the placement of Equipment exclusively for the placement of technical and software-hardware means used for Cryptocurrency Mining.
3.1.5. The Operator takes all necessary measures to ensure the safety of the Equipment in the Cell from external factors: exposure to dust, water, mechanical damage, damage related to voltage fluctuations in the network. However, the Parties understand and agree that the Operator does not guarantee 100% safety of the Equipment from the above external factors under any circumstances and is not responsible for the natural wear and tear of the Equipment during operation.
3.1.6. The Operator undertakes to exclude the presence of third parties in the non-residential premises where the Cell is located, except for the Operator's representatives, including within the framework of their execution of contracts for the maintenance of the Equipment.
3.1.7. The User does not interfere with the operation of the Equipment, except in cases where such interference is necessary to prevent damage to the Cell, as well as other property, including other Cells located in the Operator's non-residential premises, or in the case of execution of other agreements between the User and the Operator, or when such interference is due to a written request from the User, sent to the address or phone number specified in this Agreement.
3.1.8. The Operator has the right to suspend the User's ability to use the Cell in cases of preventive and repair work, as well as in case of the User's violation of its obligations under this Agreement for the duration of such violation. The period of suspension of the ability to use the Cell due to the User's violation of obligations does not release the User from the obligation to pay the Operator the full fee for the use of the Cell for this period.
3.1.9. The Operator is obliged to terminate the provision of services for the provision of Mining Infrastructure, including the use of the Cell for Cryptocurrency Mining, to persons not included or excluded from the register of persons engaged in Cryptocurrency Mining.

3.2. **Rights and Obligations of the User:**
3.2.1. The User undertakes to timely pay the Usage Fee in the manner, amount, and terms provided for in this Agreement.
3.2.2. The User undertakes to check the compliance of the Cell with the agreed parameters and accept the Cell by signing the Cell Acceptance Certificate.
3.2.3. The User undertakes to transfer to the Operator for placement in the Cell the Equipment owned by the User, free from third-party rights.
3.2.4. The User undertakes to monitor the operation of the Equipment remotely without being present in the non-residential premises where the Cell is located.
3.2.5. The User has the right to unilaterally terminate this Agreement provided that the Operator is notified at least 30 (thirty) days before the intended termination date by sending a written notice to the Operator or sending a notice to the Operator's email address specified in this Agreement. The specified thirty-day period begins from the moment the Operator receives the corresponding notice.
3.2.6. The User undertakes to keep the assigned identification data, passwords, and other information necessary for the use of the Cell in accordance with this Agreement, as well as access to the email address and phone number in conditions that exclude access to such data by third parties. Any actions performed in the User's personal account or using the phone or email are considered performed by the User.
3.2.7. In case of changes in details, location, email address, or phone number, the User is obliged to notify the Operator within three business days from the date of such changes by making changes to the data in the User's personal account or sending a message by email. Otherwise, the Operator, who has fulfilled the obligations under the Agreement according to the available contact details and details of the User, cannot be recognized as having delayed the fulfillment of the obligation, and all risks of not receiving information, documents, etc., as well as receiving such information and documents by a third party, are borne by the User.
3.2.8. The User is not entitled to purchase services from the Operator for the provision of Mining Infrastructure, including the use of the Cell for Cryptocurrency Mining, if the User is not included or is excluded from the register of persons engaged in Cryptocurrency Mining. The User is obliged to immediately inform the Operator of exclusion from the register or non-inclusion in the register of persons engaged in Cryptocurrency Mining, if required in accordance with the Federal Law "On Digital Financial Assets, Digital Currency."
3.2.9. The User is obliged to provide, within 3 (three) business days upon the Operator's request, the necessary information or supporting documents in accordance with the regulatory legal acts governing Cryptocurrency Mining and/or the activities of mining infrastructure operators.
3.2.10. The User is obliged to provide the Operator no later than the 5th day of the month following the expired quarter with information related to the User's Cryptocurrency Mining. The composition of such information is determined by the federal executive body authorized for control and supervision in the field of taxes and fees. The Operator posts on the Website the composition of the information that the User is obliged to provide.

4. PAYMENT PROCEDURE
4.1. The amount of the Cell Usage Fee is determined based on the selected tariff and adjusted depending on the specific Usage parameters. The final amount of the Usage Fee is indicated in the Invoice, including VAT of 20%, issued by the Operator.
4.2. The Usage Fee tariffs are posted on the Operator's website cifracapital.ru. The fee includes the following parameters: the volume of utilities consumed by the Equipment, the type and classification of the placed Equipment, as well as other additional parameters.
4.3. Payment to the Operator for the use of the Cell is made based on the issued Invoice, with the mandatory indication in the "payment purpose" field of the payment order reference to the number and date of the paid Invoice. Payment must be made by the User no later than the 3rd (third) day of the month following the month in which the Cell is used.
4.4. The payment date is the date of receipt of funds to the Operator's account or the date indicated on the receipt in case of cash payment.
4.5. Payment by the User of the Usage Fee confirms the fact of service provision. The Parties agree that the Operator does not issue monthly acts for the use of the Cell.
4.6. The Operator has the right to unilaterally change and introduce new tariffs for the use of the Cell and prices for Services. The Operator notifies the User of changes in the Cell Usage Fee and Service prices by posting a message on the Website in accordance with clause 7.5, in the User's Personal Account, and/or by email.
4.7. Payment under this Agreement is made in Russian rubles in the following manner:
- by transferring funds to the account,
- by cash payment at the Operator's office, taking into account the limits on cash settlements established by the current legislation.
4.8. In case of Cell downtime, i.e., non-use for the placement of Equipment for more than a day but less than a week, the Usage Fee is calculated using the following formula:
CA - (CO * D),
where:
CA - the full cost of Cell Usage per month;
CO - the cost of Cell Usage for specific Equipment per day;
D - the number of days.
4.9. In case of the need to remove the Equipment for work to prevent further downtime, the Equipment is issued to the User's authorized representative under the Equipment Acceptance Certificate. In this case, the Cell Usage Fee is 100 rubles 00 kopecks (including VAT) per day during the first month, 200 rubles 00 kopecks/day (including VAT) during the second month, and so on.

5. LIABILITY OF THE PARTIES
5.1. For non-performance or improper performance of obligations under this Agreement, the Parties are liable in accordance with the legislation of the Russian Federation and this Agreement.
5.2. The Operator's liability for providing the User with the opportunity to use the Cell is limited solely to the amount of compensation specified in clause 5.4 of this Agreement. Under no circumstances shall the Operator be liable to the User and third parties for any losses (including indirect, incidental, unintentional damage, lost profits, harm to honor, dignity, or business reputation) incurred by the User/third parties as a result of the use or inability to use the Cell or access to the Personal Account.
5.3. In case of delay in the performance of obligations to pay the Usage Fee, the Operator has the right to demand from the User payment of a penalty in the amount of 0.5% (zero point five) percent of the amount of the debt for each day of delay in payment.
5.4. In case of delay in the performance of obligations to provide the Cell, the Operator undertakes to compensate the User for documented losses caused by the untimely provision of the Cell.
5.5. The Operator is not responsible for the compliance of the Equipment with the norms of the current legislation of the Russian Federation and the procedure for its import into the territory of the Russian Federation.
5.5.1. Upon the Operator's written request, the User undertakes to provide the Operator within 3 (three) business days with copies of licenses, certificates, customs declarations, and other documents required in accordance with the current legislation, as well as necessary for the execution of this Agreement.
5.5.2. In case of violation by the User of the deadlines for submitting documents in accordance with clauses 3.2.9, 5.5.1 of this Agreement, the User shall pay the Operator a fine of 10,000 (ten thousand) rubles for each case of non-submission. The Operator also has the right to decide to suspend the use of the Cell and the provision of other related Services until the violations are eliminated. The suspension period is not taken into account when issuing the Invoice for the use of the Cell and other Services.
5.6. In case of delay in payment for more than 10 (ten) days, the Operator has the right to unilaterally refuse to perform this Agreement, dismantle the User's Equipment, and take it into custody. When taking the Equipment into custody, the cost of such custody is 1,000 (one thousand) rubles per day. A notice of taking the Equipment into custody is sent by the Operator to the User through the personal account or by email, indicating the custody period, address, and location of the Equipment.
Payment of penalties and fines does not release the Parties from the performance of their obligations under this Agreement.
Upon the expiration of the custody period of the Equipment specified in the notice, the Operator has the right, at its discretion: to send a repeated notice of taking the Equipment into custody or to send the Equipment to the User's address specified in this Agreement.
5.7. If the User evades signing the Equipment Acceptance Certificate, the Operator's actions are regulated by Part 5 of this Agreement in the relevant part (custody and other related provisions).
5.8. The User is fully responsible for the legality of the import into the territory of the Russian Federation and movement within the territory of the Russian Federation of the Equipment, as well as for its compliance with the current legislation. In case of inspection by state authorities and other authorized persons regarding the compliance of the Equipment with state standards, as well as the legality of the import and movement of the Equipment into the territory of the Russian Federation, the User undertakes to compensate the Operator for all losses that may arise in connection with the identification of such violations upon the first request of the Operator.
5.9. Losses incurred by the Operator as a result of administrative, judicial, or other penalties due to the User's violation of the requirements of the current legislation, including, but not limited to, the User's violation of the established copyright, related, and other intellectual rights, the User's violation of the rules or norms of import, certification, registration, or operation of the Equipment, shall be fully compensated by the User to the Operator.
5.10. In case of the occurrence of the circumstances specified in clauses 5.7, 5.8 of this Agreement, as well as in case of seizure of the Equipment by state authorities and other authorized persons, the Operator has the right to unilaterally terminate this Agreement out of court. In this case, this Agreement terminates from the moment the Operator sends a notice of termination of this Agreement. In this case, the User is not entitled to demand payment of any compensation and losses in connection with the Operator's termination of the Agreement.
5.11. In case of any claims or demands from state authorities against the Operator arising from the User's violation of regulatory legal acts governing Cryptocurrency Mining and/or the activities of mining infrastructure operators, the User undertakes to accept these claims and compensate the Operator for all documented losses and expenses incurred by the Operator in connection with the violation of such rights, and at its own expense and risk immediately take measures to settle the stated claims.
5.12. The Operator is not responsible for the User's losses and/or lost profits due to interruptions in the provision of services (including utilities).
5.13. The User hereby understands and agrees that if the User does not meet the requirements of this Agreement and the requirements of the Federal Law "On Digital Financial Assets, Digital Currency," including being excluded from the register or not included in the register of persons engaged in Cryptocurrency Mining or exceeding the energy consumption limits when engaging in Cryptocurrency Mining without being included in the register, this Agreement terminates from the moment of the corresponding violation, and no additional notice from the Operator about the termination of this Agreement with the User is required. In this case, the User, upon the Operator's request, shall compensate all the Operator's losses related to the violation of the Federal Law "On Digital Financial Assets, Digital Currency" and the termination of the Agreement.

6. FORCE MAJEURE
6.1. The Parties are released from liability for partial or complete non-performance of obligations under the Agreement if such non-performance is a consequence of force majeure circumstances that arose after the conclusion of the Agreement as a result of extraordinary events that the Parties could neither foresee nor prevent by reasonable measures, such as fire, earthquake, floods, and other natural disasters.
6.2. For the purposes of this Agreement, the following events are not considered force majeure: the threat of war or military actions, armed conflict and situations related to it (including, but not limited to, blockades, embargoes, sanctions): general or partial military mobilization, unrest, acts of terrorism, sabotage, riots, invasions, imposition of curfew, pandemic, imposition of quarantine, strike, accident, unlawful actions of third parties, prolonged interruptions in transport, prohibition (restriction) of export/import.
6.3. Upon the occurrence and termination of the circumstances specified in clause 6.1 of this Agreement, the Party to the Agreement for whom the impossibility of fulfilling the obligations under the Agreement has arisen must immediately notify the other Party in writing.
6.4. If force majeure circumstances continue for more than two consecutive months, the Parties shall conduct negotiations to identify acceptable alternative ways of fulfilling the Agreement and reach an appropriate agreement.

7. FINAL PROVISIONS
7.1. This Agreement enters into force from the moment of acceptance of its terms by the User and is valid for one year from the date of its conclusion, and in terms of financial and guarantee obligations of the Parties - until their full performance.
7.2. The Agreement is extended for each subsequent year if, before the end of the term specified in clause 7.1 of this Agreement, neither Party sends the other Party a notice of intention to terminate the Agreement.
7.3. This Agreement may be terminated in the manner provided for by the current legislation of the Russian Federation, taking into account the specifics established by this Agreement.
7.4. The Operator has the right to terminate the Agreement in full or terminate its effect in part of a separate Invoice in case of the User's violation of the obligations under this Agreement, notifying the User at least 5 (five) business days before the termination date. If the User eliminates the violation within the specified period, the Agreement or Invoice continues to be in effect.
7.5. The Operator has the right to unilaterally change any terms of this Agreement and its annexes by making the corresponding changes to this Agreement and posting the new version of this Agreement on the Website on the Internet at: cifracapital.ru, which come into force 10 days after posting on the Website, in connection with which the User undertakes to monitor such changes.
7.6. The Parties hereby recognize the legal force of correspondence, notices, and documents sent by email, as well as by other means of communication to the details specified in this Agreement, provided that the sent message allows determining the addressee and sender of the corresponding message.
The Parties are obliged to maintain confidentiality regarding information that has become known to them as a result of the conclusion and execution of the Agreement.
7.7. The User clearly and unequivocally expresses its consent to the processing of its personal data provided to the Operator (including collection, systematization, accumulation, storage, clarification, updating, modification, distribution (including transfer), depersonalization, and destruction), using automation tools and/or without using such tools in accordance with the norms of Federal Law No. 152-FZ "On Personal Data" dated 27.07.2006 and in accordance with the Operator's Personal Data Processing Policy.
7.8. The Parties have agreed that when executing (amending, supplementing, terminating) this Agreement, the exchange of signatures of the Parties' representatives, as well as seals, using facsimile communication, mechanical or other copying, as well as the use of an electronic digital signature or other analogue of a handwritten signature of managers and seals of organizations is allowed. The Parties confirm that the annexes to the Agreement, signed and executed in the manner specified in this clause, have legal force and are binding on the Parties. The Parties may exchange primary accounting documents and invoices via electronic communication channels using an electronic digital signature.
7.9. The Parties have agreed that all documents agreed and signed by both Parties in the process of executing the Agreement and sent by email and/or uploaded to the User's personal account will have force provided that the sent message allows determining that it comes from a Party to the Agreement.
7.10. This Agreement replaces any other prior agreements, arrangements, written and oral agreements relating to this Agreement.

**Operator:**
LLC "СifraCapital"
INN 7734398370, OGRN 1177746059842
Entry in the register of mining infrastructure operators No. 81025000001095, dated 22.01.2025
Address: 121069, Moscow, Arbat Municipal District, Novinsky Blvd., 20A, bldg. 3-6
Email: cifracapital@cifracapital.ru
Account: 40702810600000034048
Recipient: LLC СifraCapital
INN/KIO: 7734398370
Recipient's Bank: JSC "Raiffeisenbank"
BIC: 044525700
Correspondent account: 30101810200000000700