TERMS OF USE

IWM HOLDING CLOSED JOINT-STOCK COMPANY

CORPORATE WEBSITE

Effective Date: 25 January 2026

IMPORTANT NOTICE

THESE TERMS OF USE (THE "TERMS") CONSTITUTE A LEGALLY BINDING AGREEMENT GOVERNING YOUR ACCESS TO AND USE OF THE CORPORATE WEBSITE OF IWM HOLDING CLOSED JOINT-STOCK COMPANY.

THIS WEBSITE IS OPERATED EXCLUSIVELY FOR THE PURPOSES OF PROVIDING INFORMATION TO EXISTING SHAREHOLDERS AND PROSPECTIVE INVESTORS WHO HAVE BEEN SPECIFICALLY IDENTIFIED AND INVITED TO PARTICIPATE IN PRIVATE PLACEMENT TRANSACTIONS.

THE INFORMATION CONTAINED ON THIS WEBSITE DOES NOT, AND IS NOT INTENDED TO, CONSTITUTE A PUBLIC OFFERING, PUBLIC SOLICITATION, ADVERTISEMENT OF SECURITIES, OR INVITATION TO PURCHASE SECURITIES ADDRESSED TO AN INDEFINITE CIRCLE OF PERSONS WITHIN THE MEANING OF ARMENIAN SECURITIES LAW. ACCESS TO THIS WEBSITE IS RESTRICTED TO PERSONS WHO SATISFY THE ELIGIBILITY CRITERIA SET FORTH HEREIN.

BY ACCESSING, BROWSING, OR OTHERWISE USING THIS WEBSITE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS IN THEIR ENTIRETY, AS WELL AS BY ALL APPLICABLE LAWS AND REGULATIONS OF THE REPUBLIC OF ARMENIA.

IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST IMMEDIATELY CEASE ALL USE OF THIS WEBSITE.

ARTICLE 1. DEFINITIONS AND INTERPRETATION

1.1 Definitions

For the purposes of these Terms, the following definitions shall apply unless the context otherwise requires:

"Applicable Law" means all laws, regulations, statutory instruments, regulatory rules, codes of conduct, and binding judicial or administrative decisions applicable in the Republic of Armenia, including without limitation:

(a) the Law of the Republic of Armenia "On Joint Stock Companies" No. ZR-232 dated 25 September 2001 (the "JSC Law");

(b) the Law of the Republic of Armenia "On the Securities Market" (the "Securities Law");

(c) the Civil Code of the Republic of Armenia

(d) the Law of the Republic of Armenia "On Protection of Personal Data" Law No. HO-94-N dated 18 May 2015

(e) the Law of the Republic of Armenia "On Combating Money Laundering and Terrorism Financing"

"CJSC" or "Closed Joint-Stock Company" means закрытое акционерное общество, a closed joint-stock company organized under the laws of the Republic of Armenia in accordance with Article 8 of the JSC Law, characterized by restrictions on the transferability of shares and a maximum of forty-nine (49) shareholders;

"Company" means IWM Holding Closed Joint-Stock Company (IWM Holding CJSC), a company in the process of conversion from a CJSC to an OJSC, organized and existing under the laws of the Republic of Armenia;

"Content" means all information, data, text, graphics, images, logos, trademarks, photographs, videos, audio materials, software, computer code, documentation, and other materials made available on or through the Website;

"Eligible Investor" means:

(a) an existing shareholder of the Company registered in the shareholders' register maintained by the Central Depository of Armenia; or

(b) a prospective investor who has been specifically and individually identified, contacted, and invited by the Company to participate in a Private Placement Round and who has successfully completed KYC/AML verification;

"OJSC" or "Open Joint-Stock Company" means открытое акционерное общество, an open joint-stock company organized under the laws of the Republic of Armenia in accordance with Article 8 of the JSC Law;

"Personal Data" means any information relating to an identified or identifiable natural person, as defined in the Law of the Republic of Armenia "On Protection of Personal Data";

"Private Placement" or "Private Placement Round" means a non-public offering of securities conducted by the Company in accordance with Armenian securities legislation, addressed exclusively to specifically identified persons, and not constituting a public offering;

"Securities" means ordinary registered uncertificated shares in the authorized capital of the Company;

"User" or "you" means any natural person or legal entity accessing or using the Website;

"Website" means the corporate website of IWM Holding CJSC accessible at www.iwmholding.com or such other domain as may be designated by the Company from time to time.

ARTICLE 2. NATURE AND PURPOSE OF THE WEBSITE

2.1 Corporate Information Platform

The Website serves as the Company's official corporate information platform designed exclusively for:

(a) providing existing shareholders with access to corporate governance documents, financial statements, and shareholder notices in accordance with JSC Law;

(b) providing Eligible Investors with access to information materials necessary to evaluate potential investment opportunities in Private Placement Rounds;

(c) facilitating communication between the Company and its shareholders regarding corporate actions, general meetings, and dividend distributions;

(d) providing information about the Company's business activities, corporate structure, and governance framework.

2.2 Not a Public Offering

THE USER ACKNOWLEDGES, AGREES, AND EXPRESSLY CONFIRMS THAT:

(a) Nothing contained on the Website constitutes, or is intended to constitute, a public offering (of Securities within the meaning of Armenian law;

(b) Nothing on the Website constitutes advertising of Securities, a solicitation of investments from the general public, or an invitation to purchase Securities addressed to an indefinite circle of persons;

(c) The Company is conducting, and shall conduct, all Securities issuances exclusively through Private Placement Rounds addressed to specifically identified persons in accordance with the Securities Law;

(d) Information Materials are confidential, proprietary, and intended solely for Eligible Investors;

(e) No Securities are being offered for sale to the general public, and the general public is not entitled to access Information Materials or submit applications for Securities acquisition based solely on information obtained from the Website;

(f) Any person who is not an Eligible Investor is expressly prohibited from relying upon any Information Materials or making investment decisions based upon the Website Content.

2.3 Closed Joint-Stock Company Status and Conversion

The User acknowledges and agrees that:

(a) As of the Effective Date, the Company is organized as a Closed Joint-Stock Company (CJSC) in accordance with Article 8 of the JSC Law, which entails:

(i) A maximum of forty-nine (49) shareholders;

(ii) Shares may not be publicly traded or listed on any securities exchange;

(iii) Shareholders possess preemptive rights with respect to share transfers;

(b) In accordance with Article 8 of the JSC Law, if the number of shareholders in a CJSC exceeds forty-nine (49), the Company shall be subject to mandatory reorganization into an Open Joint-Stock Company (OJSC) within one (1) year;

(c) The Company is presently undertaking preparatory measures for Conversion from CJSC to OJSC status in accordance with Articles 8 and 18 of the JSC Law;

ARTICLE 3. PRIVATE PLACEMENT ROUNDS AND INVESTMENT PROCESS

3.1 Closed Subscription Rounds

The Company conducts capital raising activities exclusively through Private Placement Rounds characterized by:

(a) Each round is addressed to a specifically identified and limited group of persons;

(b) The Board of Directors determines parameters including number of shares, issue price, subscription period, and terms;

(c) No round constitutes a public offering;

(d) Information regarding rounds is made available exclusively to Eligible Investors through password-protected sections;

(e) Each round is conducted in accordance with the Company's Charter and the JSC Law.

3.2 Investor Eligibility and Verification

Access to Information Materials requires:

(a) Satisfaction of "Eligible Investor" definition;

(b) Completion of comprehensive registration and verification, including:

(i) Provision of identification documentation;

(ii) Completion of KYC/AML due diligence per the Law on Combating Money Laundering and Terrorism Financing;

(iii) Confirmation of minimum investment thresholds or sophistication criteria;

(iv) Written acknowledgment of private placement nature;

(v) Execution of confidentiality undertakings;

(c) The Company reserves absolute discretion to:

(i) Accept or reject any application;

(ii) Determine investor eligibility;

(iii) Withdraw invitations;

3.3 Investment Risks and No Guarantees

THE USER EXPRESSLY ACKNOWLEDGES:

(a) Investment in Company Securities entails substantial risks including:

(i) Risk of partial loss of capital;

(ii) Lack of liquidity due to CJSC restrictions and absence of public trading;

(iii) No guaranteed returns or dividends;

(iv) Business model, operational, market, and regulatory risks;

(v) Cross-border risks regarding Armenian-Georgian structure;

(vi) Currency risks;

(vii) Conversion process risks;

(b) Historical performance, projections, and forecasts may not materialize;

(c) Nothing on the Website constitutes investment, financial, legal, or tax advice;

(d) The Company makes no representations regarding:

(i) Future financial performance;

(ii) Payment of dividends;

(iii) Share transferability;

(iv) Conversion or listing success;

(v) Accuracy of projections;

(e) Each prospective investor is solely responsible for:

(i) Independent due diligence;

(ii) Consulting professional advisors;

(iii) Evaluating investment suitability;

(iv) Independent investment decisions;

(f) By accessing Information Materials, the User confirms:

(i) Understanding of risk disclosures;

(ii) Sufficient sophistication to evaluate merits and risks;

(iii) Ability to bear economic risk of illiquid securities;

(iv) Non-reliance on Company for investment advice.

ARTICLE 4. ACCESS RESTRICTIONS AND USER OBLIGATIONS

4.1 Jurisdictional Restrictions

(a) Securities have not been registered outside Armenia, including under US Securities Act of 1933, EU securities legislation, or Russian Federation securities laws;

(b) The User represents they are not accessing from, and are not resident in, any jurisdiction where such access would violate law;

(c) Persons in Restricted Jurisdictions (including USA, Canada, Australia, Japan) are prohibited from access unless specifically authorized;

(d) The Company may implement technical measures (IP blocking, geographic restrictions) to prevent access from Restricted Jurisdictions;

(e) Violations of jurisdictional restrictions are at User's own risk with full indemnification obligation.

4.2 Confidentiality and Non-Disclosure

(a) All Information Materials are confidential and proprietary;

(b) The User covenants to:

(i) Maintain confidentiality and not disclose to third parties;

(ii) Use materials solely for investment evaluation;

(iii) Limit institutional access to individuals with legitimate need-to-know bound by confidentiality;

(iv) Safeguard materials in secure, password-protected environments;

(c) Confidentiality exceptions for information that:

(i) Becomes publicly available through no breach;

(ii) Is independently developed;

(iii) Is lawfully obtained from unbound third party;

(iv) Must be disclosed by law (with notice to Company);

(d) Breach may result in:

(i) Access termination;

(ii) Exclusion from current/future rounds;

(iii) Legal action for injunctive relief and damages.

4.3 Prohibited Conduct

The User shall not:

(a) Provide false, misleading, distorted, or inaccurate information regarding the Company, its business, or Securities;

(b) Provide investment advice implying guaranteed returns, fixed income, or absence of risk;

(c) Engage in conduct constituting advertising, public offering, or solicitation of indefinite persons in violation of Armenian securities law;

(d) Make representations on behalf of Company without authorization;

(e) Use Website for unlawful purposes or in violation of Terms;

(f) Attempt unauthorized access through hacking or illegitimate means;

(g) Interfere with Website operation or introduce malicious code;

(h) Probe, scan, or test Website vulnerabilities;

(i) Reverse engineer Website software;

(j) Use automated means (robots, scrapers) without permission;

(k) Remove or obscure proprietary notices;

(l) Frame or link to Website without consent;

(m) Collect personal data of other Users;

(n) Impersonate any person or entity.

4.4 Sanctions for Prohibited Conduct

Violators shall:

(a) Forfeit all Website access rights;

(b) Be liable for all losses, damages, costs (including legal fees, compliance costs, regulatory penalties, remedial measures, third-party claims);

(c) Face reporting to law enforcement/regulatory authorities including Central Bank of Armenia, State Revenue Committee.

4.5 User Representations and Warranties

By accessing the Website, User represents:

(a) Full legal capacity to enter and be bound by Terms;

(b) If representing legal entity, duly authorized to bind entity;

(c) Access does not violate any law, regulation, or contractual obligation;

(d) All provided information is true, accurate, complete, not misleading;

(e) User is existing shareholder or specifically identified/invited prospective investor;

(f) Acknowledges Website does not constitute public offering;

(g) Has read and understood risk disclosures;

(h) Has obtained all necessary approvals/consents under applicable law;

(i) Accesses for legitimate informational or investment evaluation purposes;

(j) Possesses adequate knowledge, sophistication, and experience.

ARTICLE 5. INTELLECTUAL PROPERTY RIGHTS

5.1 Ownership

(a) The Website and all Content (Company IP) are exclusive property of the Company or its licensors, protected by:

(i) Law of the Republic of Armenia "On Copyright and Related Rights";

(ii) Law of the Republic of Armenia "On Trademarks";

(iii) International conventions including Berne Convention and TRIPS Agreement;

(b) All Intellectual Property Rights vest exclusively in Company or licensors. No transfer by these Terms;

(c) Company Marks (including "IWM", "IWM Holding", "International Wealth Market" and associated logos) are registered/unregistered trademarks. No license granted.

5.2 Limited License to Users

(a) Subject to compliance, Company grants limited, non-exclusive, non-transferable, non-sublicensable, revocable license to:

(i) Access and view Website and Content for personal informational or investment evaluation purposes;

(ii) Download and print reasonable quantities for internal evaluation with preserved notices;

(b) License restrictions:

(i) No modification, adaptation, translation, derivative works, or reverse engineering;

(ii) No copying, reproduction, distribution beyond expressly permitted;

(iii) No commercial use or non-investment-evaluation purposes;

(iv) No removal/alteration of proprietary notices;

(c) License automatically terminates upon:

(i) Breach of Terms;

(ii) Access termination by Company;

(iii) Ceasing to be Eligible Investor.

5.3 Prohibition on Unauthorized Use

Any use beyond limited license, including commercial exploitation, unauthorized use of Company Marks, distribution through third-party platforms, incorporation into other works, constitutes copyright/trademark infringement under Armenian law and international conventions, subjecting User to civil and criminal liability.

5.4 Enforcement

Company shall vigorously enforce IP Rights including injunctive relief, damages, disgorgement of profits, destruction of infringing materials, judgment publication, and criminal prosecution referrals.

ARTICLE 6. DISCLAIMER OF WARRANTIES

6.1 "As-Is" Provision

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE WEBSITE AND CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE.

THE COMPANY DISCLAIMS ALL WARRANTIES INCLUDING:

(a) Implied warranties of merchantability, fitness for particular purpose, non-infringement, title, quiet enjoyment, or arising from course of dealing;

(b) Warranties that Website will be uninterrupted, error-free, secure, or virus-free;

(c) Warranties regarding accuracy, completeness, reliability, timeliness, or availability of Content;

(d) Warranties that defects will be corrected;

(e) Warranties that Website meets User's requirements.

6.2 No Investment Outcome Warranties

THE COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING:

(a) Future performance, profitability, or financial condition;

(b) Securities value or appreciation potential;

(c) Accuracy of financial projections, forecasts, or forward-looking statements;

(d) Investor ability to achieve liquidity through sale, transfer, or listing;

(e) Timing, success, or completion of Conversion or listing;

(f) Payment of dividends or distributions;

(g) Absence of material adverse changes.

6.3 Forward-Looking Statements

CERTAIN CONTENT MAY CONTAIN FORWARD-LOOKING STATEMENTS IDENTIFIABLE BY TERMINOLOGY SUCH AS "MAY", "WILL", "EXPECT", "ANTICIPATE", "PROJECT", "ESTIMATE", "INTEND", "CONTINUE", "BELIEVE".

USER ACKNOWLEDGES:

(a) Forward-looking statements are based on management's current expectations as of statement date;

(b) Actual results may differ materially due to numerous factors including economic conditions, market changes, regulatory environment, competitive dynamics, operational challenges;

(c) Company undertakes no obligation to update forward-looking statements.

6.4 Third-Party Content

Website may contain links to third-party websites or third-party content. Company does not endorse, warrant, or assume responsibility. User's use is at own risk.

6.5 No Professional Advice

Content and Information Materials are for informational purposes only and do not constitute:

(a) Investment, financial advice, or recommendations;

(b) Legal advice or opinions;

(c) Tax advice or planning;

(d) Accounting advice or audit opinions;

(e) Any other professional advice.

Users must consult qualified professional advisors before making investment decisions or taking action based on Website information.

ARTICLE 7. LIMITATION OF LIABILITY

7.1 Exclusion of Consequential Damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, COMPANY PARTIES SHALL NOT BE LIABLE FOR:

(a) Indirect, incidental, special, consequential, exemplary, or punitive damages;

(b) Loss of profits, revenue, business opportunities, or goodwill;

(c) Loss of data or information;

(d) Business interruption;

(e) Costs of substitute goods or services;

ARISING FROM Website access/use, whether based on contract, tort, strict liability, statutory duty, or other legal theory, even if advised of possibility.

ARTICLE 8. PERSONAL DATA PROTECTION

8.1 Collection and Processing

Company collects, processes, stores Personal Data in accordance with Law of the Republic of Armenia "On Protection of Personal Data" Law No. HO-94-N dated 18 May 2015.

Personal Data collected includes:

(a) Identification: full name, passport number, date/place of birth, nationality, photograph;

(b) Contact information: address, email, telephone;

(c) Tax/financial: tax ID, bank account details, source of funds, financial capacity;

(d) Professional: occupation, employer, business activities;

(e) Technical: IP address, browser type, device information, access logs;

(f) Investment-related: objectives, risk tolerance, experience, sophistication;

(g) Beneficial ownership: for legal entities, ultimate beneficial owners, corporate structure, ownership chain.

8.2 Legal Basis and Purposes

Personal Data processed for:

(a) Performance of contractual obligations: process registrations, execute subscription agreements, maintain shareholders' registers, facilitate share issuances;

(b) Compliance with legal obligations:

(i) Satisfy KYC/AML requirements under Law on Combating Money Laundering and Terrorism Financing and Central Bank regulations;

(ii) Comply with tax reporting including automatic exchange of information;

(iii) Maintain corporate registers and provide information to regulatory authorities per JSC Law;

(iv) Satisfy beneficial ownership transparency requirements;

(c) Legitimate interests:

(i) Evaluate investor suitability and conduct due diligence;

(ii) Communicate regarding corporate actions, meetings, dividends;

(iii) Protect Website security and prevent fraud;

(iv) Enforce Terms and protect legal rights;

(d) Consent: where required, obtain explicit consent for specific purposes.

8.3 Data Subject Rights

Data subjects entitled to:

(a) Right of access: confirm processing and access Personal Data with processing information;

(b) Right of rectification: request correction of inaccurate data and completion of incomplete data;

(c) Right of erasure: request deletion where processing no longer necessary, consent withdrawn, or processing unlawful, subject to legal retention requirements;

(d) Right to restriction: request restricted processing in certain circumstances;

(e) Right to object: object to processing based on legitimate interests or direct marketing;

(f) Right to data portability: receive data in structured, machine-readable format and transmit to another controller;

(g) Right not to be subject to automated decision-making: object to decisions based solely on automated processing including profiling;

(h) Right to lodge complaint: lodge complaint with authorized body for personal data protection if processing believed to violate law.

8.4 Data Retention

Personal Data retained for minimum period to fulfill purposes and satisfy legal obligations:

(a) Shareholder data: retained during share ownership plus ten (10) years following termination per corporate records retention requirements;

(b) KYC/AML data: retained at least five (5) years following business relationship termination per anti-money laundering legislation;

(c) Tax records: retained per applicable tax legislation;

(d) Technical data/access logs: shorter periods as determined for security and administration.

Following retention periods, Personal Data shall be securely deleted or anonymized.

8.5 Data Security

Company implements appropriate technical and organizational measures including:

(a) Encryption of Personal Data in transit and at rest;

(b) Access controls and authentication restricting access to authorized personnel only;

(c) Regular security assessments and vulnerability testing;

(d) Employee data protection training;

(e) Incident response procedures to detect, report, and respond to breaches;

(f) Contractual obligations on third-party processors.

8.6 Cross-Border Transfers

Personal Data may be transferred to/accessed from jurisdictions outside Armenia, including Georgia (Company's subsidiary, International Wealth Market LLC) or service provider jurisdictions.

Cross-border transfers conducted per Armenian data protection law with appropriate safeguards:

(a) Adequacy decisions by competent authorities;

(b) Standard contractual clauses approved by authorities;

(c) Binding corporate rules for intra-group transfers;

(d) Explicit consent where required;

(e) Legal requirements per international agreements.

ARTICLE 9. INDEMNIFICATION

9.1 User's Indemnification Obligations

User agrees to indemnify, defend, and hold harmless Company Parties from all claims, demands, actions, suits, proceedings, losses, damages, liabilities, settlements, costs, expenses (including attorneys' fees) arising from:

(a) User's Website/Content access or use violating Terms;

(b) User's breach of any representation, warranty, covenant, or obligation;

(c) User's violation of applicable law, regulation, or third-party right;

(d) User's unauthorized use, reproduction, distribution, or disclosure of Content/Information Materials;

(e) User's provision of false, inaccurate, misleading, or incomplete information;

(f) User's prohibited conduct per Article 4.3 including:

(i) Dissemination of false/misleading information regarding Company or Securities;

(ii) Conduct constituting advertising or public solicitation violating Armenian securities law;

(iii) Provision of unauthorized investment advice/recommendations;

(g) Third-party claims from User's breach of confidentiality or unauthorized disclosure;

(h) Regulatory enforcement actions, investigations, or penalties from User's conduct;

(i) Any other User act or omission regarding Website or Company relationship.

9.2 Defense of Claims

(a) Company shall provide User with prompt written notice of claims (failure to provide prompt notice shall not relieve User except to extent materially prejudiced);

(b) User shall have right to assume control of defense and settlement provided:

(i) Engages counsel reasonably acceptable to Company;

(ii) Does not settle/compromise imposing obligation or liability on Company or admitting Company wrongdoing without prior written consent;

(c) Company reserves right to participate in defense at own expense with own counsel.

ARTICLE 10. TERMINATION AND SUSPENSION

10.1 Termination by User

User may cease using Website by closing browser and refraining from further access. Termination does not relieve User of accrued obligations including confidentiality and indemnification, which survive termination.

10.2 Termination or Suspension by Company

Company reserves right, in sole discretion without prior notice, to:

(a) Terminate or suspend any User's access for any reason including:

(i) Breach of Terms;

(ii) Provision of false/misleading information;

(iii) Failure to satisfy eligibility criteria or KYC/AML verification;

(iv) Prohibited conduct engagement;

(v) Law/regulation violations;

(vi) Suspected fraudulent activity, money laundering, or criminal conduct;

(vii) Determination continued access not in Company's best interests;

(b) Modify, suspend, or discontinue Website operation, temporarily or permanently, including for maintenance, upgrades, or regulatory response;

(c) Remove or restrict Content access without liability.

10.3 Effect of Termination

Upon termination or suspension:

(a) All rights and licenses granted under Terms immediately terminate;

(b) User shall immediately cease Website/Content use and destroy or return all Information Materials copies;

(c) Provisions surviving by nature shall continue: confidentiality (Article 4.2), intellectual property (Article 5), disclaimers (Article 6), limitations of liability (Article 7), indemnification (Article 9), governing law and dispute resolution (Article 12).

10.4 No Liability for Termination

Company not liable to User or third party for consequences of termination/suspension including access loss, inability to participate in rounds, or lost opportunities.

ARTICLE 11. MODIFICATION OF TERMS

11.1 Right to Amend

Company reserves right to modify, amend, supplement, or replace Terms at any time in sole discretion. Modifications may reflect:

(a) Changes in applicable law or regulatory requirements;

(b) Changes in Company's organizational structure including Conversion completion;

(c) Introduction of new Website features, functionalities, or services;

(d) Changes in policies, procedures, or business practices;

(e) Identification of ambiguities, errors, or omissions;

(f) Enhancements to user protections or data security.

11.2 Notice of Modifications

(a) Material modifications communicated by:

(i) Posting notice on Website homepage;

(ii) Updating "Effective Date";

(iii) Where Company has User's email, sending email notification to registered address;

(b) Company shall make reasonable efforts to provide advance notice of material modifications where practicable;

(c) Users responsible for regularly reviewing Terms to remain informed.

11.3 Acceptance of Modified Terms

(a) Continued Website access/use following modification notice constitutes User's acceptance;

(b) If User disagrees with modifications, sole remedy is cease all Website use;

(c) Modifications effective as of date specified in notice or posting date if unspecified.

11.4 Material Modifications Requiring Consent

For modifications materially expanding User's obligations/liabilities, materially diminishing User's rights, or materially altering fundamental nature of Website or Company-User relationship, Company may require Users to affirmatively accept modified Terms by clicking "I Accept" or similar mechanism before continuing Website access.

ARTICLE 12. GOVERNING LAW AND DISPUTE RESOLUTION

12.1 Governing Law

These Terms, and any non-contractual obligations arising out of or in connection with these Terms, shall be governed by and construed in accordance with substantive laws of the Republic of Armenia, without regard to conflict of laws principles.

Applicable legislation includes:

(a) The Civil Code of the Republic of Armenia;

(b) The Law of the Republic of Armenia "On Joint Stock Companies" No. ZR-232 dated 25 September 2001;

(c) The Law of the Republic of Armenia "On the Securities Market";

(d) The Law of the Republic of Armenia "On Protection of Personal Data" Law No. HO-94-N dated 18 May 2015;

(e) The Law of the Republic of Armenia "On Electronic Communications and Information";

(f) Other laws and regulations applicable to corporate governance, securities offerings, and electronic commerce in Armenia.

12.2 Jurisdiction and Venue

(a) Subject to Article 12.3, parties submit to exclusive jurisdiction of courts of Republic of Armenia, seated in Yerevan, for dispute resolution arising from or relating to Terms or User's Website access/use;

(b) Parties irrevocably waive any objection to venue in Armenian courts and any claim that such courts constitute inconvenient forum.

12.3 Arbitration

(a) At Company's election, any dispute, controversy, or claim arising from, relating to, or in connection with Terms, or breach, termination, or invalidity thereof, may be resolved by binding arbitration in accordance with Rules of Arbitration of the Court of Arbitration at the Chamber of Commerce and Industry of the Republic of Armenia;

(b) Arbitration seat shall be Yerevan, Republic of Armenia;

(c) Arbitration language shall be English or Armenian, as determined by Company at arbitration initiation;

(d) Arbitral tribunal shall consist of three (3) arbitrators, unless parties agree to sole arbitrator;

(e) Award rendered by tribunal shall be final and binding upon parties and may be enforced in any competent jurisdiction court;

(f) User waives right to bring claims on class, collective, or representative basis and agrees disputes shall be resolved solely on individual basis;

(g) Notwithstanding foregoing, Company reserves right to seek injunctive or equitable relief in any competent jurisdiction court for:

(i) Breach of confidentiality;

(ii) Intellectual property infringement;

(iii) Securities laws violations or unauthorized public offering conduct;

(iv) Any other matter for which arbitration is inadequate remedy.

12.4 Pre-Arbitration Dispute Resolution

Prior to commencing arbitration or litigation, parties agree to attempt dispute resolution through good faith negotiations. Party asserting dispute shall deliver written notice to other party describing dispute nature. Parties shall then confer in good faith for not less than thirty (30) calendar days attempting amicable resolution. Only if negotiations fail may either party commence arbitration or litigation.

12.5 Costs and Fees

(a) Each party shall bear own costs and expenses including attorneys' fees, except:

(b) Prevailing party in arbitration or litigation may be awarded reasonable costs and attorneys' fees as determined by tribunal or court;

(c) If Company prevails on claim that User breached confidentiality or engaged in prohibited conduct under Article 4.3, User shall reimburse Company for all costs and expenses including legal fees, investigation costs, and regulatory compliance costs.

ARTICLE 13. GENERAL PROVISIONS

13.1 Entire Agreement

These Terms, together with any other agreements or policies expressly incorporated by reference including privacy policies, investor registration agreements, subscription agreements, and confidentiality agreements, constitute entire agreement between User and Company regarding subject matter and supersede all prior or contemporaneous oral or written communications:

(a) Terms are personal to User and may not be assigned, transferred, or delegated by User without prior written Company consent;

(b) Any purported assignment violating this Article shall be null and void;

(c) Company may assign Terms, in whole or part, to any affiliate, subsidiary, successor entity, or third party in connection with merger, reorganization, asset sale, or other corporate transaction, without User's consent;

(d) Terms shall be binding upon and inure to benefit of parties and their respective successors and permitted assigns.

13.5 No Third-Party Beneficiaries

Terms are for sole benefit of parties and shall not be construed to create any rights or benefits in favor of any third party, except that Company Parties (as defined in Article 7.1) are intended third-party beneficiaries of disclaimers, limitations of liability, and indemnification provisions.

13.6 Force Majeure

Company not liable for any failure or delay in performance to extent caused by circumstances beyond Company's reasonable control including acts of God, natural disasters, epidemics, pandemics, war, armed conflict, terrorism, civil unrest, government actions, legislative or regulatory changes, telecommunications/ISP/hosting failures, cyberattacks, hacking, denial-of-service attacks, power failures, hardware/software failures beyond Company's control, labor disputes, strikes, or lockouts.

13.7 Relationship of Parties

Nothing in Terms shall be construed to create partnership, joint venture, agency, franchise, employment, or fiduciary relationship between User and Company. Neither party has authority to bind other party or incur obligation on behalf of other party.

13.8 Language

Terms are executed in English language. Any translation provided is for convenience only. In event of discrepancy or inconsistency between English version and any translation, English version shall prevail and govern in all respects.

13.9 Headings

Headings and sub-headings are for convenience and reference purposes only and shall not affect interpretation or construction of Terms.

13.10 Notices

(a) Notices to Company under Terms shall be delivered to:

IWM Holding CJSC

Attention: Legal Department

Yerevan, Republic of Armenia

Email:

(b) Notices to Users shall be delivered to email address provided by User during registration or to such other address as User may designate in writing;

(c) Notices shall be deemed effectively delivered:

(i) If delivered personally, upon receipt;

(ii) If sent by email, upon transmission

(iii) If sent by registered mail, five (5) business days after mailing;

(iv) If posted on Website, immediately upon posting.

13.11 Counterparts and Electronic Acceptance

User's acceptance of Terms may be evidenced by electronic means including clicking "I Accept" or similar button, registering for Website account, or continuing Website access/use following modification notice. Electronic acceptance shall have same legal effect as written signature.

ARTICLE 14. CONTACT INFORMATION

For questions, comments, or concerns regarding Terms, Website, or Company's practices, please contact:

IWM Holding CJSC

General Inquiries:

Email:

Telephone:

ACKNOWLEDGMENT AND ACCEPTANCE

BY ACCESSING, BROWSING, OR USING THIS WEBSITE, YOU ACKNOWLEDGE THAT:

1. YOU HAVE READ THESE TERMS OF USE IN THEIR ENTIRETY;

2. YOU UNDERSTAND ALL PROVISIONS CONTAINED HEREIN;

3. YOU AGREE TO BE BOUND BY THESE TERMS IN THEIR ENTIRETY;

4. YOU SATISFY THE ELIGIBILITY CRITERIA FOR ACCESS TO THE WEBSITE;

5. YOU ACKNOWLEDGE THAT THE WEBSITE DOES NOT CONSTITUTE A PUBLIC OFFERING OR SOLICITATION OF INVESTMENTS FROM THE GENERAL PUBLIC;

6. YOU ACKNOWLEDGE THE RISKS ASSOCIATED WITH INVESTMENT IN THE COMPANY'S SECURITIES AND THE ABSENCE OF ANY GUARANTEES;

7. YOU ACKNOWLEDGE YOUR OBLIGATIONS REGARDING CONFIDENTIALITY AND PROHIBITED CONDUCT;

8. YOU CONSENT TO THE COLLECTION AND PROCESSING OF YOUR PERSONAL DATA AS DESCRIBED IN ARTICLE 8.

IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST IMMEDIATELY CEASE ALL USE OF THIS WEBSITE.

© “IWM Holding” CJSC, 2026. All rights reserved.

This document is the intellectual property of the Company.