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Regulated Payments Infrastructure

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Layer2 Financial Holdings Inc. ("Layer2"), a Canada Corporation is a technology company. Layer2 Financial Inc., a Delaware Corporation ("Layer2 US") is a subsidiary of Layer2. Layer2 US is a FINCEN registered money service business (NMLS ID: 2438695) with money transmitter licenses in a number of states. Layer2 Financial Inc., a Canada Corporation ("Layer2 CA") is a subsidiary of Layer2 and is a FINTRAC registered money service business (#M21596262). Layer2 Financial UAB, a Lithuania Private Limited Liability Company ("Layer2 EU") is a subsidiary of Layer2 and is a licensed virtual currency exchange operator in Lithuania (#306454094). Collectively, all of the foregoing are referred to below as “The Layer2 Group”. Services provided by any member of The Layer2 Group are provided by the particular subsidiary (i.e. Layer2 US, Layer2 CA, or Layer2 EU, as the case may be) and not by Layer2 itself. In order to facilitate the services, the particular subsidiary of Layer2 enters into contractual arrangements with partner banks, custodians and exchanges. Except where required by law, Customer assets held by, or transmitted through, partner banks, custodians and exchanges are not the responsibility of The Layer2 Group and The Layer2 Group makes no assurances or representations with respect to any such partner bank, custodian or exchange. No member of The Layer2 Group will be liable for any direct or indirect losses or damages realised by customers for any reason where such loss or damage is caused, directly or indirectly, by a partner bank, custodian or exchange. Holdings of digital assets are speculative and involve a substantial degree of risk, including the risk of complete loss. Digital assets held in custody are not guaranteed by Layer2 Financial and are not FDIC or CDIC insured.

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