Singapore Global Ginseng Exchange Pte Ltd, a company incorporated in Singapore and having its registered office at 152 Beach Road, Gateway East #26-04, Singapore 189721 (hereinafter referred to as the “Exchange”)

[] (hereinafter referred to as the “Member”)

WHEREAS

  1. Exchange is an established global electronic online platform for spot ginseng trading. It mainly specializes in offering and listing of ginseng spot commodity (hereinafter referred to as the “Commodity”) on Exchange and provides an electronic trading system and related supporting services for all market participants;
  2. Member is a company, institution or a natural person who has reached the age of 18, with full civil capacity at the age of legal establishment and lawful existence , and has a deep cognition to the risk of commodity trading.

Pursuant to the relevant laws and the “Trading rules of Singapore Global Ginseng Exchange” and the relevant provisions of the Exchange, Member voluntarily applied to become Exchange’s trading member. Upon friendly negotiations between both Parties, the following Agreement has been reached and hereby jointly by:

1. Member voluntarily joins Exchange as a trading member according to the needs of its own business development or for self-consumption, to enjoy the corresponding rights of trading members and to bear the corresponding obligations of trading members.

2. Before signing this Agreement, Member has obtained detailed understanding through the Trading Rules published on the Exchange’s official website (www.sggex.sg) and other existing regulations, as well as other relevant information such as commodity information;

3. Member has carefully studied the Trading Rules and Exchange has given detailed explanations on it. Member is fully aware of the rights, obligations and responsibilities of Exchange’s trading members. At the same time, Member is fully aware that with the development of the business, Exchange will continue to improve and revise the “Trading Rules” and formulate and revise the corresponding trading rules. Member acknowledges the necessity of such modification, and Member undertakes to strictly abide by the “Trading Rules” (including the revised content), all regulations and documents promulgated by Exchange;

4. Prior to signing this agreement, Member has carefully read the “Risk Disclosure Statement” and Exchange has given Member detailed explanations on the entire contents of it. Member has fully understood the exact meaning of the relevant contents stated in the “Risk Disclosure Statement”, clearly recognized and willing to bear the possible risks from the trading;

5. Both Parties agree that the scope of powers given to Exchange by the relevant provisions of the Trading Rules and other regulatory documents are necessary to ensure the compliance of trading and control risks. Member signs this agreement as it voluntarily accepts and promises to abide by all rules, announcements and other regulations, business rules and institutional documents formulated and issued by Exchange;

MEMBER’S OBLIGATIONS

1. Member must browse the Exchange’s official website (www.sggex.sg) or trading system to log in the trading account, download trading software and must not log in and download via other links. All risks and responsibilities arising from the login of trading account and downloading trading software through links provided by other websites shall be borne by Member itself. Besides, Exchange has the right to upgrade and optimize its official website and trading software;

2. Member, when holding the commodity, automatically authorizes the designated warehouse approved by Exchange to handle the insurance of spot commodity on its behalf. The specific authorizations include but are not limited to: select or change the insurer, type of insurance, insurance amount and insurance period; change or terminate the relevant contract on behalf of Member; insure, claim and other related matters;

3. Member shall at all times pay attention to the changes of the amount of commodity held and trading capital, and properly handle the commodity. When Member holds the commodity at the close of each trading day, it shall bear the corresponding storage and commodity insurance premiums, and the charging period is calculated on the natural days, and the cost standard is subject to the contents stated in the prospectus of each commodity issued by the Exchange;

4. Member shall bear full legal responsibility for the authenticity, validity and legality of the relevant documents and materials provided to Exchange;

5. Exchange mainly publishes the commodity information through the official website, Member obtains the transaction record, settlement data and other information through the trading system. Member shall send a letter to Exchange in the form of written or electronic mail, provided that the rules of trading and the relevant rules are otherwise provided for in accordance with its provisions;

6. Member shall perform its obligations in strict accordance with the Trading Rules and the provisions of the relevant rules, as well as the agreement;

7. Member agrees to pay the trading fees to Exchange according to the criteria set forth in the Trading Rules and the official website of the Exchange. Within the validity of this Agreement, Exchange may, according to the market conditions of the Exchange, have the right to adjust the trading fee rate unilaterally, and Member agrees to comply with it and does not raise any objections.

Member’s rights and interests

1. Within the period stipulated in the Trading Rules and the relevant rules, Member shall have the right to withdraw the spot ginseng commodities starting from the date of the listing;

2. When Member proposes to apply for physical delivery, it should choose to pick up the goods by itself. If Member holds different opinions on the quality of goods (including but not limited to authenticity, attribute, grade, weight, etc.) after receiving the goods, it may submit the application to Exchange for objections to product quality. During the quality investigation, Member shall temporarily co-locate the Commodity in the co-managed warehouse. Then, Member may seek any third party inspection organization to recheck the ginseng goods with objections. If the result of the retest is inconsistent with the contents of the product’s “Commodity Listing Manual”, the approved inspection Center will compare the retest results. If the results of the two sides cannot reach a consensus, the approved inspection Center and Member shall have the right to submit the arbitration request to the competent arbitration institution. If the two sides are unable to reach a consensus after the arbitration, or the arbitration results again determine the goods and the contents of the listed products are not consistent with the content, the Exchange will coordinate Member to the commodity listing and approved Inspection center claims of compensation requirements. If the results of the review and the product of the “Commodity Listing Manual” indicated in the contents of the agreement, then Member will have to bear the retest, arbitration and other costs arising from withdrawing goods from the co-managed warehouse.

Dispute resolution

1. If Member has a dispute with other trading members in the course of business activities in Exchange, the relevant rights or obligations shall be enjoyed or borne by Member itself, and has nothing to do with Exchange;

2. During the validity of this agreement and any time after the termination of this Agreement, Member shall not induce, motivate or assist other trading members to depart from the Exchange;

3. Where the market appears to be trading, in order to control the risk, Exchange has the right to take the corresponding risk control measures, including but not limited to the maximum order quantity limit system, the price rise and fall limit system, the compulsory reduction order quantity system, bulk holder reporting system, risk warning system and abnormal situation handling.

Confidentiality

Exchange shall be responsible for the confidentiality of Member’s trading records and other information and shall not disclose it to any third party illegally or by Member’s consent.

Rules and regulations

1. In the performance of this agreement, if the relevant laws, rules, regulations, policies and Exchange’s Trading Rules change, Exchange has the right to adjust the terms and relevant provision of this Agreement. The adjustments or supplemental clauses shall prevail;

2. In accordance with the above situation changes, Exchange shall make changes or additions to the relevant provisions of this Agreement. The notification of above-mentioned adjustments will be released to Member by means of announcement on the Exchange’s website. Such adjustments or supplements shall become effective upon the date of such announcement is issued;

3. Any matters not specified in the performance of this Agreement shall be dealt with in accordance with relevant laws, regulations, rules and policies of the State and relevant business rules of Exchange.

Limitation of Liability

1. Exchange shall not be liable for the losses caused by the earthquake, typhoon, flood, fire, war, strike and other factors of force majeure in the course of dealing, settlement, delivery etc but shall take all necessary remedial measures to reduce the loss caused by force majeure within the scope of the conditions permitted;

2. Exchange shall not be liable for the risks that Member undertakes as a result of the introduction of laws, regulations, regulations, policies or emergency measures by the State and government authorities;

3. Exchange shall not be liable for any loss caused to Member by unforeseen or uncontrollable system failures, equipment failures, communication failures, power outages, etc. If the transaction or transaction data is interrupted due to the above accident, the transaction data of the final records of the system before the failure occurs as valid data when resuming the transaction;

4. As a result of hacker attacks on the Internet, illegal login and other risks suffered by Member, Exchange shall not be responsible;

5. All kinds of information provided to by Exchange to Member as a reference to the trading. Member to carry out the trading, the risk from the shoulder.

Termination

1. If Member does not wish to continue participating in the trading, it shall submit a written application to Exchange to terminate this agreement;

2. If Member violates the Trading Rules and relevant provisions, Exchange reserves the right to terminate this Agreement at any time and cancel the membership of the Member. During the performance of this agreement, one party shall be liable for the damages caused to the other party in breach of the obligations stipulated in this Agreement.

Applicable law

1. All disputes arising from this Agreement shall be settled through negotiations between Exchange and Member. If the negotiation fails, either party shall have the right to submit it to the Singapore court for adjudication. This Agreement shall be construed in accordance with the laws of the Republic of Singapore and the parties hereto agree to submit to the non-exclusive jurisdiction of the Singapore courts;

2. Member should bear in mind that with the development of the business, Exchange will continue to improve and modify the trading rules by making and revising the corresponding trading details. Member must recognize that such revisions are committed to strict compliance with the rules of trading (including amendments) and all rules and documents published by Exchange;

3. Exchange reserves the revising rights on the documents such as “Trading Rules” and “Risk Disclosure Statement” etc. which are announced on the Exchange’s official website without the need to inform Member separately and Member has no objection to this. Member also undertakes to log on to the website once a day to check the system rules update.

Time

Any time, date or period mentioned in any of the terms of this agreement may be extended by mutual agreement between the Parties, but shall apply to any time, date or period originally determined and not extended, or any time, date or period extended as aforesaid. This is paramount importance and should be strictly observed and adhered to.

Miscellaneous

1. No matter in this agreement, both Parties agree to be executed in accordance with the “Trading Rules” and other rules of the Exchange. The “Trading Rules” and other rules of the Exchange are an integral part of this agreement and have the same legal effect;

2. This Agreement shall be deemed to be in force after Member obtains the approval of the Exchange and assigns the trading account upon confirmation by both Parties.

I have carefully read the “Market Entry Agreement”, voluntarily signed this agreement and bear the risk of trading.
I have carefully read the relevant trading rules and regulations published on the Singapore Global Ginseng Exchange website, voluntary compliance.