Risk Disclosure Statement

1. Purpose and No Advice

This Risk Disclosure Statement (the “Statement”) is issued by Glacierpay Inc. (“Glacierpay”, “we”, “us”, “our”), a corporation incorporated under the laws of the Province of Ontario, Canada. It describes the principal risks of the over-the-counter (“OTC”) virtual currency trading and related payment and settlement services that Glacierpay provides (the “Services”). It should be read together with the Terms and Conditions (available at /legal/terms-and-conditions), which govern the Services.

This Statement is provided for information only. It does not, and cannot, describe every risk of dealing in digital assets. It is not investment advice, legal advice, tax advice, accounting advice or a recommendation to buy, sell or hold any digital asset.

Glacierpay deals with each client as principal, on its own account and at arm's length. Glacierpay does not act as your broker, agent, adviser or fiduciary, owes you no fiduciary duty, and does not assess whether any transaction is suitable or appropriate for you.

The Services are available to corporate, institutional and professional business clients only (“Clients”). Glacierpay does not serve consumers or retail customers. Each Client is responsible for assessing for itself, with its own professional advisers where appropriate, whether trading in digital assets is consistent with its financial position, objectives, expertise and risk tolerance. If you do not fully understand the risks described in this Statement, do not use the Services.

2. Market Risk

The prices of digital assets are extremely volatile. Movements of tens of percent within a single day are not unusual, and the value of a digital asset can fall to zero. You may lose the entire value of any transaction.

Digital asset markets operate 24 hours a day, 7 days a week, without market-wide circuit breakers or trading halts. Prices can move sharply at any time, including outside business hours, and can “gap” — jumping from one level to another without trading at intermediate prices — so that losses cannot be limited to any intended level.

Digital asset prices are driven by factors that are difficult to predict, including market sentiment, speculative activity, technological developments, security incidents, regulatory announcements and the actions of large holders. Some underlying markets are fragmented, lightly regulated and susceptible to manipulation. Past price performance is no indication of future performance.

3. Liquidity Risk

Liquidity in digital asset markets varies widely by asset, venue and time, and can deteriorate rapidly and without warning, particularly in stressed market conditions. Markets in some assets are thin at all times.

Large orders — including orders of the size typically executed on an OTC desk — can themselves move the market price. The price at which a large transaction is executed may therefore differ materially from the prevailing displayed price at the time the order was placed.

Quotes provided by Glacierpay are indicative until accepted, may be withdrawn or refreshed at any time before acceptance, and are valid for 30 seconds only. If a quote lapses or is withdrawn, there is no assurance that a subsequent quote will be available at the same or a similar price, or at all. Glacierpay may decline to quote on any asset, in any size, at any time.

4. Pricing and Quotation Risk

Prices quoted by Glacierpay are proprietary quotes determined by Glacierpay as principal. Each quote includes a spread and reflects, among other things, the asset, the transaction size, market conditions, hedging and liquidity costs and Glacierpay's own risk position. Glacierpay may earn a profit on the difference between the price at which it deals with you and the price at which it deals in the market.

OTC quotes may differ — at times materially — from prices displayed on exchanges, indices or other public sources. No exchange price, index or benchmark forms part of any quote unless expressly agreed in writing.

Because Glacierpay deals as principal and at arm's length, it does not owe you any duty of best execution or any obligation to obtain, match or beat the most favourable price available in the market. A quote you accept is binding at the quoted price regardless of subsequent market movements, as set out in the Terms and Conditions and the Refund & Cancellation Policy.

5. Irreversibility and Operational Risk of Blockchain Transactions

Blockchain transactions are final. Once a digital asset transfer has been broadcast to the applicable blockchain network, it cannot be reversed, recalled, cancelled or charged back by Glacierpay or by anyone else.

You are solely responsible for the accuracy of the wallet addresses, network selections and other transaction details you provide. Digital assets sent to an incorrect address, or sent over an unsupported or incorrect network, are in most cases permanently and irrecoverably lost. Glacierpay has no ability, and no obligation, to recover such assets.

Control of digital assets depends on control of the associated private keys. If the private keys to a wallet you control are lost, stolen or compromised, the assets in that wallet may be permanently lost or misappropriated, and no party — including Glacierpay — can restore them.

6. Custody and Counterparty Risk

In delivering the Services, Glacierpay uses third parties, including our banking partners and licensed electronic money institutions for fiat payment and settlement, and our liquidity and execution partners for digital asset execution and settlement. Funds or digital assets that are in transit through, or held with, such third parties are exposed to the operational failure, insolvency, negligence, fraud or regulatory suspension of those third parties. In an insolvency, you may rank as an unsecured creditor and may recover only part, or none, of the relevant funds or assets.

Fiat funds and digital assets held or transmitted in connection with the Services are not deposits. They are not covered by the Canada Deposit Insurance Corporation (CDIC), the UK Financial Services Compensation Scheme (FSCS), or any other deposit-insurance or investor-compensation scheme in any jurisdiction. If Glacierpay or any third party holding funds or assets fails, no statutory compensation scheme will reimburse you.

You also bear counterparty risk on Glacierpay itself: your claims in respect of pending trades and settlements are contractual claims against Glacierpay.

7. Stablecoin Risk

Stablecoins are digital assets designed to maintain a stable value against a reference asset, typically a fiat currency. That design can, and does, fail. A stablecoin may trade below — or lose entirely — its intended peg (“depeg”), suddenly and without warning, including in response to market stress, loss of confidence or redemption pressure.

The value of a stablecoin depends on its issuer: on the existence, quality, liquidity and verifiability of the reserves said to back it; on the issuer's solvency and operational integrity; and on the legal enforceability of any redemption right. Reserves may be less than claimed, may be held in risky or illiquid instruments, or may be unavailable when needed. An issuer may suspend, restrict or condition redemptions, or may become subject to regulatory or enforcement action.

Glacierpay does not issue any stablecoin, does not guarantee the peg, reserves or redeemability of any stablecoin, and accepts no responsibility for losses arising from a depeg or issuer failure.

8. Technology and Cyber Risk

The Services depend on complex technology operated by Glacierpay, its service providers and public blockchain networks. That technology can fail. You may be unable to obtain quotes, execute trades or settle transactions during outages, maintenance windows, connectivity failures or periods of blockchain network congestion, and prices may move against you while access is unavailable.

Blockchain networks, protocols and smart contracts may contain defects or vulnerabilities that can be exploited, and digital asset infrastructure is a persistent target of cyberattack, including hacking, phishing, malware and denial-of-service attacks. A successful attack on a network, a service provider or a Client's own systems can result in delay, loss or theft of funds or digital assets.

Blockchain networks may undergo forks (changes to the protocol that can create competing versions of a network or new assets) and airdrops (unsolicited distributions of new assets). Glacierpay has no obligation to support, recognise, credit or make available any forked or airdropped asset. Whether and how Glacierpay supports any fork or airdrop is determined by Glacierpay in its sole discretion, and Clients have no claim to any forked or airdropped asset unless Glacierpay has expressly credited it to them.

9. Legal and Regulatory Risk

The legal and regulatory treatment of digital assets is unsettled and is changing rapidly in Canada and worldwide. New legislation, regulation, guidance, taxation or enforcement action may adversely affect the value of digital assets, restrict or prohibit particular assets, activities or counterparties, or require Glacierpay to modify, suspend or terminate some or all of the Services, in any case at short notice and without compensation.

Glacierpay is registered as a Money Services Business with the Financial Transactions and Reports Analysis Centre of Canada (FINTRAC), Registration No. C10001598. FINTRAC registration is an anti-money-laundering and anti-terrorist-financing registration only. It is not a licence to deal in securities, it does not involve prudential supervision, and it does not mean that FINTRAC or any other authority has endorsed Glacierpay or its Services. Glacierpay is not registered as a securities dealer or adviser with any securities regulatory authority, and it does not offer securities or derivatives or provide investment advice.

Glacierpay is not authorised, licensed or registered in the European Economic Area (“EEA”) or the United Kingdom, is not authorised under Regulation (EU) 2023/1114 on markets in crypto-assets (“MiCA”), and has no EU passporting rights. Glacierpay does not direct marketing, advertising or solicitation at persons in the EEA or the UK. The Services are made available to EEA and UK business clients exclusively at the client's own initiative (reverse solicitation), as set out in the reverse-solicitation provisions of the Terms and Conditions. Clients dealing with Glacierpay from the EEA or the UK do not benefit from the protections that would apply if they dealt with a firm authorised in their home jurisdiction, including access to local complaint and compensation schemes.

10. Settlement Risk

Transactions are normally settled on a T+0 to T+1 basis, as set out in the Terms and Conditions. Settlement timing nevertheless depends on factors outside Glacierpay's control, including blockchain confirmation times, network congestion, the operating hours and cut-off times of fiat payment rails, and the performance of banking, electronic money institution and liquidity partners. Settlement may accordingly be delayed.

Where a market disruption event occurs — including exchange or network outages, suspension of trading, extreme volatility or the failure of a settlement venue or partner — Glacierpay may apply the market-disruption fallback provisions of the Terms and Conditions, which may include delaying settlement, substituting settlement rails or adjusting or unwinding affected transactions in accordance with those provisions.

Between execution and final settlement you bear the risk that the counterparty legs of the transaction do not complete as expected, and market movements during any settlement delay do not give rise to any right of cancellation or compensation.

11. Tax

The tax treatment of digital asset transactions is complex, varies by jurisdiction and is subject to change, including with retrospective effect. You are solely responsible for determining, reporting and paying all taxes that apply to your transactions with Glacierpay, and for any associated record-keeping and filing obligations. Glacierpay does not provide tax advice and does not withhold or account for taxes on your behalf unless required by law. Obtain your own professional tax advice before using the Services.

12. Acknowledgement

This Statement is accepted at account registration together with the Terms and Conditions and the Privacy Policy. Glacierpay records that acceptance, together with the document versions, timestamp, IP address and browser user-agent, as evidence.

13. Contact Information

For enquiries regarding this Risk Disclosure Statement, please contact:

Registered office: 320 Matheson Blvd West, Suite 211, Mississauga, Ontario, L5R 0H2, Canada.