Live Trader Agreement

AN OPTIONS FUNDING LLC DOCUMENT

This Live Trader Agreement (this "Agreement") is entered into and made effective as of _______________ (the "Effective Date"), by and between Options Funding LLC, a Wyoming limited liability company with its principal place of business at 30 N Gould St, Ste R, Sheridan, WY 82801 (the "Company"), and _______________, an individual residing at _______________ (the "Trader"), engaged as an independent contractor. The Company and the Trader are referred to in this Agreement individually as a "Party" and collectively as the "Parties."

The Company operates a proprietary options trading business and a funded-trader evaluation program. Traders in the evaluation and funded stages of that program trade SIMULATED accounts. This Agreement governs only the Live stage, in which the Company, in its sole discretion, admits a trader to trade the Company's own capital in a real brokerage account.

WHEREAS, the Company maintains a Separate Trading Limit proprietary trading account at a registered broker (the "Broker") in the Company's own name, funded exclusively with the Company's own capital;

WHEREAS, the Company wishes to designate the Trader as an Authorized Trader permitted to enter orders in a single sub-account of that brokerage account, subject to capital allocations and risk parameters set by the Company;

WHEREAS, the Trader holds themselves out as possessing the skill, experience, and independent means to trade in a professional manner as an independent business, and not as an employee of the Company;

WHEREAS, the Parties intend that the Trader never acquire any ownership of, beneficial interest in, or withdrawal right over the Company's capital, the Sub-Account, or any asset held in it, and that the Trader's sole entitlement under this Agreement be the profit share described in Section 7;

NOW, THEREFORE, in consideration of the mutual covenants and promises contained in this Agreement, the Company's allocation of its own capital for the Trader to trade, the compensation payable to the Trader, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties, intending to be legally bound, agree as follows.

0. The Live Program Notice and the Decision It Asks For

0.1 The Notice Closes Nothing By Itself. The Company has sent the Trader a Live Program Notice. On the date that Notice is sent, and for as long as it remains open, no account of the Trader's closes. Every evaluation and funded account the Trader holds stays open and tradeable. Billing is unchanged. Nothing is barred. The Notice asks a question and records a deadline. It does not close an account, does not cancel a payout request, does not cancel a subscription, and does not bar the Trader from anything. The Trader has thirty (30) calendar days from the date of the Notice to accept or decline. That deadline is shown to the Trader and is recorded on the Trader's account. What the Notice does act on is payouts. It pauses NEW payout requests, and it HOLDS every payout request the Trader had already submitted. A held request is not cancelled and remains open, so the Trader may not submit a duplicate of it, and while the Notice remains open the Company will neither approve nor pay it. A held request is resolved only by the Trader's answer, under Section 0.2, Section 7.7 and Section 8A. The Company states this to the Trader as: "New payout requests are paused while your Live Program Notice is open. Every payout request you had already submitted is held while your notice is open. It is not cancelled, and it is not paid in the meantime. It is resolved by your answer: accepting cancels it without payment, and declining pays it in cash, up to the cap."

0.2 Signing Is What Causes Everything. Signing this Agreement is the Trader's acceptance of the Live Program Notice, and acceptance is the event that acts. On acceptance, and only on acceptance: every evaluation and funded account the Trader holds is closed; the subscription behind each closed account is cancelled so that no further charge is made for it; every payout request then pending is cancelled without cash payment; the Trader may not open, purchase, or hold a further evaluation or funded account, including under a different email address; and a Live Account is opened for the Trader on the terms set out below. None of that happens before the Trader signs, and none of it happens if the Trader does not sign. A Trader who declines, or who lets the thirty days pass without answering, is dealt with under Section 8A. Declining is not a breach, creates no debt or liability to the Company, and is not treated as misconduct.

0.3 Cancelled Payout Requests. A payout request cancelled under Section 0.2 is not paid. It is not paid in cash, and it is not paid in any other form. No credit, offset, discount, rebate, or benefit of any kind arises from it, and its amount is not applied against the realized profit the Trader must generate under Section 4.4 or against any other figure in this Agreement. The Trader receives nothing for it, and the Trader gives up that money by accepting. The Company records each cancelled request, with its amount and the date it was made, on the Trader's account. Where the Trader declines instead, nothing is cancelled under Section 0.2 and those requests are paid in cash under Section 8A. Where the Notice expires unanswered, they are cancelled on expiry without payment under Section 8A.4.

0.4 Fees. Fees already charged for a closed evaluation or funded account are not refunded. That is so however the account came to be closed, whether on the Trader's acceptance of this Agreement, on a decline, or on expiry of the Notice. This is the position under the Company's Terms of Service and is not altered by this Agreement.

1. Definitions

1.1 "Allocated Capital" means the amount of the Company's capital the Company transfers to, or designates as available in, the Sub-Account from time to time. Allocated Capital remains at all times the property of the Company.

1.2 "Authorized Trader" means an individual whom the Company has designated to the Broker as permitted to enter orders in a Sub-Account of the Company's brokerage account. Designation as an Authorized Trader confers order-entry permission only and confers no ownership, account, or customer relationship of any kind.

1.3 "Broker" means the registered broker at which the Company maintains its proprietary trading account, and any successor or additional broker the Company designates.

1.4 "Net Trading Profits" means, for a given Payout Cycle, the realized profit in the Sub-Account from closed positions, net of realized losses and of the commissions, exchange fees, regulatory fees, and financing charges incurred on those positions. Unrealized gains on open positions are not Net Trading Profits and do not become so until the position is closed. Market data subscriptions, platform costs, and every other cost of operating the Company's brokerage account are borne by the Company and are not deducted in computing Net Trading Profits.

1.5 "Payout" means a payment by the Company to the Trader of the Trader's share of Net Trading Profits under Section 7.

1.6 "Payout Cycle" means the period between Payouts, as defined in the Program Rules.

1.7 "Program Rules" means the Company's published rules for the Live stage, including profit targets, drawdown limits, daily loss limits, qualifying-day requirements, prohibited instruments, prohibited conduct, and payout eligibility, in each case as in effect from time to time and as published by the Company.

1.8 "Risk Parameters" means the trading limits applicable to the Sub-Account, including maximum drawdown, trailing drawdown floor, daily loss limit, position and order size limits, permitted and prohibited instruments and strategies, expiration and assignment restrictions, and any limits the Company or the Broker configures at the brokerage level.

1.9 "Scaling Tier" means the Trader's current capital allocation level under Section 4.

1.10 "Sub-Account" means the single sub-account, trading partition, or separate trading limit account of the Company's brokerage account to which the Trader is assigned as Authorized Trader.

2. Engagement; Independent Contractor Status

2.1 Engagement. The Company engages the Trader, and the Trader accepts engagement, to trade the Company's capital in the Sub-Account in accordance with this Agreement, the Program Rules, and the Risk Parameters. The engagement begins on the Effective Date and continues until terminated under Section 16.

2.2 No Exclusivity; No Minimum. Neither Party owes the other any exclusivity. The Company is not obligated to allocate any particular amount of capital, to maintain any allocation, or to provide any minimum trading opportunity. The Trader is not obligated to trade any minimum volume or frequency, subject only to the Company's right to terminate under Section 16.

2.3 Independent Contractor. The Trader is an independent contractor. Nothing in this Agreement creates an employment, partnership, joint venture, agency, or fiduciary relationship between the Parties. The Trader is not an employee of the Company for any purpose, including federal, state, local, or foreign tax, wage-and-hour, benefits, workers' compensation, or unemployment insurance purposes. The Trader is not eligible for and waives any claim to employee benefits of any kind. The Trader controls the manner, method, timing, and location of their trading, subject only to the Risk Parameters and the Program Rules, which exist to protect the Company's capital and do not constitute supervision of the Trader as an employee.

2.4 Misclassification Indemnity. If any governmental authority, court, or tribunal determines that the Trader was an employee of the Company at any time during the term, the Trader shall indemnify and hold the Company harmless from any resulting employment taxes, withholding obligations, penalties, interest, and reasonable attorneys' fees, except to the extent the determination arises from the Company's own written misrepresentation of the relationship.

2.5 No Authority to Bind. The Trader has no authority to bind the Company, to incur any obligation on the Company's behalf, to open or close any account, to hold themselves out as an officer, employee, or agent of the Company, or to represent to any third party that they act for the Company other than as an Authorized Trader entering orders in the Sub-Account.

3. Authorized Trader Designation; Ownership of the Sub-Account

3.1 Designation. The Company will designate the Trader to the Broker as an Authorized Trader for the Sub-Account. The Company may revoke that designation at any time, for any reason or no reason, with or without notice.

3.2 COMPANY OWNERSHIP. The Sub-Account, the Allocated Capital, all cash, securities, options, and other assets held in the Sub-Account at any time, and all proceeds of them, are and remain at all times the sole and exclusive property of the Company. The Trader acquires no ownership interest, no beneficial interest, no equitable interest, no security interest, and no lien of any kind in the Sub-Account or in any asset held in it, whether by virtue of trading activity, the generation of profits, the passage of time, or otherwise.

3.3 NO WITHDRAWAL OR TRANSFER RIGHTS. The Trader has no right and no ability to withdraw funds from, deposit funds into, transfer assets into or out of, pledge, encumber, or otherwise direct the disposition of the Sub-Account or any asset in it. The Trader's permissions at the Broker are limited to order entry and, where the Company elects to provide it, read-only visibility into the Sub-Account. The Trader shall not request, and the Broker is not authorized to act upon any request by the Trader for, any transfer, withdrawal, or change of account instruction.

3.4 No Capital Contribution. The Trader has not contributed and shall not contribute any capital to the Sub-Account, to the Company's brokerage account, or to the Company. Any fee the Trader paid at any prior stage of the Company's program was consideration for participation in a simulated evaluation program and was not, and shall not be construed as, a capital contribution, a deposit, an investment, a purchase of any interest, or a payment held for the Trader's benefit.

3.5 Credentials. Any credential the Company or the Broker issues to the Trader is issued for the Trader's sole personal use. The Trader shall not share, transfer, or permit any other person to use it, and shall not permit any other person to enter orders in the Sub-Account. The Trader shall notify the Company immediately of any suspected compromise.

4. Allocated Capital and Scaling Tiers

4.1 Company Discretion. The Company determines the Allocated Capital in the Sub-Account in its sole discretion and may increase, decrease, or withdraw it at any time, with or without notice, including to zero.

4.2 Scaling Tiers. Traders enter the Live stage with buying power equal to approximately one half of their nominal account size and may be advanced as the Sub-Account's realized profit grows. Except as the Company otherwise specifies in writing, the steps are: 50% of nominal at entry; 75% at realized profit of $2,500 above Allocated Capital; 100% at $5,000; and 125% at $10,000. The Trader's initial Scaling Tier and Allocated Capital are as set out in the allocation summary below, or as separately communicated by the Company in writing.

4.3 Advancement Requires Demonstrated Results, Not Only Profit. A step up additionally requires that the Trader has closed at least thirty (30) trades in the Sub-Account and that their mean per-trade result over those live trades is statistically greater than zero at a one-sided significance level of five percent. Until thirty live trades exist, buying power remains at the entry level regardless of realized profit. The Company may reduce the Trader's Scaling Tier at any time, including where realized profit falls below a step threshold, where statistical significance is no longer met, or in response to elevated risk-taking or a Risk Parameter violation. A reduction is not a termination and does not by itself end this Agreement.

4.4 Drawdown Floor and the Lock. The Trader's drawdown floor trails their peak equity by the drawdown amount applicable to their plan until the floor would rise above Allocated Capital plus one hundred dollars ($100), at which point the floor LOCKS at that level permanently and does not move again. Payouts and withdrawals never move the floor. Once the floor is locked, the trailing drawdown and the daily loss limit cease to apply, and the restrictions in Section 5.3 continue to apply in full.

4.5 Rules Scale With Allocation. Where the Company reduces or increases Allocated Capital, the corresponding Risk Parameters and the basis on which Net Trading Profits are computed scale with the allocation actually in effect. The Trader is not entitled to compensation computed on a nominal account size larger than the Allocated Capital actually in effect.

5. Risk Parameters and Trading Restrictions

5.1 Compliance Required. The Trader shall at all times trade within the Risk Parameters and the Program Rules. The Trader is responsible for knowing the Risk Parameters applicable to the Sub-Account at any given time.

5.2 Modification. The Company may modify the Risk Parameters and the Program Rules at any time in its sole discretion, including intraday where the Company determines that market conditions or the Trader's exposure warrant it. Modifications take effect when communicated through the Company's platform, by email, or by configuration at the Broker. A modification applies prospectively only. It does not apply to a trade already placed, does not retrospectively breach an account that complied with the Risk Parameters in force when the trade was made, and does not reduce compensation the Trader has already become entitled to.

5.3 Prohibited Instruments and Strategies. Without limiting the Risk Parameters, the Trader shall not, unless the Company expressly permits it in writing: (a) sell or write any option that is not fully defined-risk, including any uncovered or naked short option; (b) hold any short option position through expiration where assignment is reasonably foreseeable; (c) carry any position overnight where the Program Rules prohibit it; (d) trade any instrument, symbol, or product outside the permitted list; (e) exceed any position, order size, notional, or concentration limit; or (f) take any position whose maximum loss is not calculable at the time of entry.

5.4 Overnight and Multi-Session Positions. A position may be carried past the close of a trading session only if it is fully defined-risk, and only if the aggregate maximum theoretical loss of every position so carried does not exceed eighty percent (80%) of the Trader's then-remaining drawdown room. Maximum theoretical loss is the largest loss a position can produce, computed at entry: the premium paid on a long option, the net debit on a debit spread, and the spread width multiplied by the contract multiplier and quantity less the credit received on a credit spread. This limit is assessed at a checkpoint before the close, on the aggregate of all open positions rather than position by position. If the limit is exceeded and the Trader does not reduce, the Company may reduce the positions on the Trader's behalf under Section 6.

5.5 Brokerage-Level Controls. The Company may configure pre-trade controls at the Broker that reject orders violating the Risk Parameters. Those controls are a backstop, not a permission set. An order that the Broker's controls do not reject is not thereby authorized, and the Trader remains responsible for compliance with this Agreement and the Program Rules.

5.6 No Reliance on Enforcement. The Company's failure to detect, reject, or immediately respond to a violation is not a waiver, does not authorize the violation, and does not create any expectation that similar conduct will be permitted in the future.

6. Company Risk Controls; Flatten and Kill Authority

6.1 Company Authority. The Company may, at any time and without prior notice to the Trader: (a) close, liquidate, hedge, or otherwise reduce any or all positions in the Sub-Account; (b) suspend or revoke the Trader's order-entry permission; (c) reduce or withdraw Allocated Capital; (d) restrict the instruments, strategies, or sizes available to the Trader; or (e) terminate this Agreement under Section 16.

6.2 Grounds. The Company may exercise the authority in Section 6.1 for any reason, including a Risk Parameter violation, a drawdown or daily loss limit breach, elevated firm-wide exposure, adverse market conditions, a broker or exchange requirement, a suspected compliance issue, or the Company's own capital or risk management needs, whether or not the Trader has done anything wrong.

6.3 Execution Risk. The Trader acknowledges that positions closed under this Section may be closed at prices materially worse than prevailing marks, particularly in illiquid instruments, near the close, at or near expiration, or during volatile conditions. The Company is not liable to the Trader for the price at which any such position is closed, and the resulting realized loss is applied to the Sub-Account in the ordinary course.

6.4 Broker Action. The Broker may independently liquidate positions under its own margin and risk policies. The Company does not control and is not responsible for the Broker's actions, and the Trader has no claim against the Company arising from them.

7. Compensation

7.1 Profit Share Only. As the Trader's sole and complete compensation under this Agreement, the Trader is entitled to eighty percent (80%) of Net Trading Profits generated in the Sub-Account, and the Company retains twenty percent (20%).

7.2 No Other Compensation. The Trader is not entitled to any salary, wage, hourly pay, draw, advance, retainer, guaranteed minimum, signing payment, bonus, expense reimbursement, commission, override, compensation based on assets under management, or compensation based on trading volume, order flow, or the number of trades placed. The Trader receives nothing if the Sub-Account generates no Net Trading Profits.

7.3 Realized Profits Only. Compensation accrues only on realized, closed-trade profits. Unrealized gains on open positions create no entitlement, and an open position showing a gain that is later closed at a loss produces no compensation.

7.4 Losses Reduce the Basis. A realized loss in the Sub-Account reduces the balance from which subsequent Net Trading Profits are measured, on the basis and over the period the Program Rules specify, including any drawdown floor and any reset of that floor on a Payout. For the avoidance of doubt and consistent with Section 9, no such reduction is ever a debt of the Trader and no amount is ever collectible from the Trader.

7.5 No Vested Right Until Paid. The Trader's share of Net Trading Profits becomes a payable obligation of the Company only when the Company approves a Payout under Section 8. Until approval, the Trader has an unvested contingent expectancy, not a debt, a property interest, or a claim against any specific asset.

7.6 Published Refund Preserved. Nothing in this Agreement, and in particular nothing in Section 20.1, extinguishes or reduces the refund the Company has published as due to the Trader on the Trader's first Payout, namely the refund of the account activation fee. That refund remains payable on the terms the Company published when the Trader earned it.

7.7 A Pending Payout Request Is Held, Then Resolved by the Answer. A payout request from a prior stage that is pending when the Company sends the Trader a Live Program Notice is NOT cancelled by the Notice. It is HELD. It remains open, so the Trader may not submit a duplicate of it, and for as long as the Notice is open the Company will neither approve nor pay it. It is resolved only by the Trader's answer. Where the Trader accepts this Agreement and a Live Account is opened, each such request is cancelled at the moment of acceptance without cash payment. The Trader receives NOTHING for a request cancelled in this way: no cash, then or later, no credit, no offset against the realized profit required to lock the drawdown floor under Section 4.4, and no benefit of any other kind. The realized profit required by Section 4.4 is the figure the Company publishes for the Trader's plan size and is not reduced by a cancelled request, by the number of requests cancelled, or by anything else. Where the Trader declines, or lets the Notice expire unanswered, no request is cancelled on acceptance and Section 8A governs instead.

8. Payouts

8.1 Request and Approval. The Trader requests a Payout through the Company's platform. The Company reviews each request against the Program Rules, the Risk Parameters, and the Sub-Account's realized results, and approves or declines it. The Company may decline or hold a request that does not satisfy the Program Rules, that is associated with conduct under review, or that the Company reasonably believes to be the product of prohibited conduct.

8.2 Payment by the Company. Approved Payouts are paid by the Company from the Company's own funds, by ACH, wire, or another method the Company offers. Payouts are never paid to the Trader by the Broker and never paid out of the Sub-Account directly. The Trader has no claim against the Broker for any Payout.

8.3 Identity and Compliance Conditions. The Company may condition any Payout on the Trader's completion of identity verification, tax documentation, and any screening the Company reasonably requires, and may withhold a Payout while any of those is outstanding.

8.4 Setoff. The Company may set off against any Payout any amount the Trader owes the Company under this Agreement, and may recover any Payout obtained through prohibited conduct or a material misstatement.

8.5 Mandatory De-Risking Withdrawal. Where the Trader's undrawn realized profit in the Sub-Account reaches two (2) times the Initial Drawdown for their tier, the Company will initiate a Payout of that profit without a request from the Trader. The Trader receives their share under Section 7 and the Company retains its share. The withdrawal is limited to the profit that triggered it, is never taken below the Floor plus the operating buffer, and does not move the Floor. Profit already withdrawn does not count toward a further trigger. For the avoidance of doubt, this Section pays the Trader sooner than they would otherwise be paid; it does not reduce, forfeit, or defer any amount owed to them.

8A. Settlement on Decline

8A.1 What This Section Is For. This Section states what the Trader gets if the Trader DECLINES the Live Program Notice and does not sign this Agreement, and what the Trader gets if the Trader never answers it at all. It is set out in this Agreement because it is the alternative the Trader is being asked to weigh before signing, and because the Company publishes this Agreement as its statement of what advancement involves. Nothing in this Section requires the Trader to sign anything.

8A.2 A Decline Is Paid in Cash. Every payout request that is pending at the moment the Trader declines is PAID IN CASH, including every request held under Section 0.1, which the decline releases for payment under this Section. The amount is summed across every account the Trader holds and is then capped at three thousand dollars ($3,000) IN TOTAL FOR THE TRADER. The cap is per person, not per account. Five accounts with $2,000 pending each pays $3,000, not $10,000. The cap is stated as a total for the Trader because the requests it caps are held from the date of the Notice until the decline, and so are still there to be settled.

8A.3 Nothing Pending Means Nothing Paid. A Trader who declines with no payout request pending is paid nothing. There is no minimum settlement, no goodwill amount, and no payment for declining as such. The settlement is only the pending requests, capped as set out in Section 8A.2.

8A.4 An Unanswered Notice. An unanswered notice expires after 30 days and is treated as a decline. No settlement is payable on an expired notice, and every payout request held under Section 0.1 is cancelled on expiry without payment. A Trader who wants the cash in Section 8A.2 must decline within the thirty days; letting the deadline pass gives up that money and gives up nothing else, because the accounts close, billing stops, and re-entry is barred on the same terms either way.

8A.5 What Else Follows a Decline. On a decline, and on an expiry treated as a decline, every evaluation and funded account the Trader holds is closed, the subscription behind each closed account is cancelled so that no further charge is made for it, and the Trader may not open, purchase, or hold a further evaluation or funded account, including under a different email address. No Live Account is opened, and fees already charged are not refunded under Section 0.4. Declining is not a breach, creates no debt or liability to the Company, and is not treated as misconduct.

8A.6 How a Settlement Is Paid. A settlement under this Section is paid through the ordinary payout rail, in the same queue and by the same method as any other payout, and it is subject to the same conditions. The Trader must supply the same tax and banking details that any payout requires, being a properly completed Form W-9 or the applicable Form W-8BEN through the Company's payments provider together with valid bank details, and the Company may withhold the settlement while any of those is outstanding. Sections 8.3 and 8.4 apply to a settlement as they apply to a Payout.

8A.7 Settlement Already Owed. Once the Trader has declined, the settlement in Section 8A.2 is owed as computed at the moment of the decline. It is not reduced or extinguished by a later amendment to the Terms, the Program Rules, or any published rule set, as Section 21.2 provides.

9. No Capital Contribution; No Loss Liability

9.1 The Company Bears All Losses. All trading losses in the Sub-Account are borne entirely by the Company. The Trader is not liable to the Company for, and shall not be required to pay, reimburse, restore, or guarantee, any trading loss, drawdown, deficit, negative balance, margin call, or liquidation shortfall arising from trading in the Sub-Account.

9.2 Trader Has No Capital at Risk. The Trader has no capital at risk in the Sub-Account. The Trader's sole exposure under this Agreement is the loss of compensation that would have accrued had the Sub-Account been profitable, together with the Company's rights to reduce the Scaling Tier or terminate under Sections 4 and 16.

9.3 Carve-Out. Sections 9.1 and 9.2 do not limit the Trader's liability for losses arising from the Trader's fraud, willful misconduct, intentional violation of Section 10, unauthorized sharing of credentials in violation of Section 3.5, or breach of Section 13, in each case to the extent permitted by applicable law.

10. Trading Conduct and Compliance

10.1 Lawful Trading. The Trader shall trade in compliance with all applicable laws, rules, and regulations, and with the rules of every exchange, market, and clearing organization on which the Trader transacts.

10.2 Prohibited Conduct. The Trader shall not engage in, attempt, or assist any: market manipulation; spoofing, layering, or entry of orders without bona fide intent to execute; wash trading or matched orders; front-running; trading on material non-public information; coordinated or collusive trading with any other trader, whether or not that trader is engaged by the Company; abuse of a platform error, latency, pricing defect, or data defect; or any strategy whose profitability depends on a defect in the Company's or the Broker's systems rather than on market movement.

10.3 No Third-Party Trading. The Trader shall not trade the Sub-Account for the benefit of, at the direction of, or pursuant to a profit-sharing or fee arrangement with any third party, and shall not accept compensation from any person other than the Company in connection with trading in the Sub-Account.

10.4 Cooperation. The Trader shall cooperate promptly and fully with any inquiry by the Company, the Broker, an exchange, or a regulator concerning activity in the Sub-Account, and shall preserve records relevant to any such inquiry.

10.5 Consequences. A violation of this Section is a material breach, permits immediate termination under Section 16.3, permits the Company to void and recover any associated compensation, and is carved out of the loss protections in Section 9.

11. Brokerage Relationship Acknowledgments

11.1 The Account Is the Company's. The brokerage account and the Sub-Account are opened and maintained in the name of the Company. The Trader is not the account holder, not a joint holder, and not a beneficiary.

11.2 The Trader Is Not a Customer of the Broker. The Trader is not a customer or client of the Broker by virtue of this Agreement, has no account relationship with the Broker, and is not entitled to any customer protection, insurance, or account-holder right arising from the Broker's relationship with the Company.

11.3 No Brokerage or Advisory Services by the Company. The Company is not a broker-dealer, investment adviser, futures commission merchant, or commodity trading advisor. The Company does not hold customer funds, does not execute trades on behalf of any customer, does not provide investment advice, and does not offer any security or investment to the Trader. This Agreement is an engagement to trade the Company's own capital and is not an investment, a security, or a participation in a pooled vehicle.

11.4 No Guarantee. The Company makes no representation or guarantee as to the availability of the Broker, the platform, market data, or connectivity, or as to the Trader's ability to enter, modify, or exit any position at any time or at any price.

12. Trader Information; Broker Onboarding Consent

12.1 Required Information. Designation as an Authorized Trader requires the Broker to collect and screen identifying information about the Trader. The Trader shall provide, and shall keep current, accurate legal name, date of birth, country of birth, citizenship, residential address, telephone number, email address, government identification, and tax identification information, together with any additional information the Company or the Broker reasonably requires.

12.2 Consent to Transmit. The Trader expressly consents to the Company transmitting the information in Section 12.1, and any supporting documentation, to the Broker and to any successor or additional broker, and to the Broker's processing, screening, and retention of it in accordance with the Broker's own policies and applicable law.

12.3 Eligibility Is Not Guaranteed. Admission to the Live stage is conditioned on the Broker accepting the Trader as an Authorized Trader. The Broker may decline for any reason, including jurisdiction, sanctions screening, or its own risk policies. If the Broker declines, this Agreement terminates automatically under Section 16.2 with no liability of any kind on the part of the Company, and the closures, cancellations, and restrictions that the Trader's acceptance produced under Section 0.2 are reversed under Section 16.7.

12.4 Accuracy. Any material misstatement or omission in information supplied under this Section is a material breach permitting immediate termination under Section 16.3.

13. Confidentiality

13.1 Confidential Information. "Confidential Information" means non-public information of the Company disclosed to or observed by the Trader in connection with this Agreement, including the Risk Parameters and their thresholds, the Company's risk models and monitoring methods, capital allocation methodology, platform architecture, brokerage arrangements and account structure, trader roster, unpublished Program Rules, and the terms of this Agreement other than those the Company itself publishes.

13.2 Obligations. The Trader shall keep Confidential Information confidential, use it solely to perform under this Agreement, and not disclose it to any third party. The obligation survives termination for three (3) years, and indefinitely as to anything that qualifies as a trade secret.

13.3 Exclusions. Confidential Information does not include information that is or becomes public through no act of the Trader, that the Trader lawfully possessed without obligation before disclosure, or that the Trader independently develops without reference to the Company's information. The Trader may disclose Confidential Information to the extent legally compelled, provided the Trader gives the Company prompt notice where lawful.

13.4 Advisors. Nothing in this Section restricts the Trader from disclosing this Agreement or any Confidential Information to the Trader's own attorney, accountant, tax preparer, or financial advisor, provided that person is bound by a professional or contractual duty of confidence. The Trader is not required to notify the Company before doing so. The Trader is encouraged to have this Agreement reviewed by their own counsel before signing it.

13.5 The Trader's Own Experience. Nothing in this Section restricts the Trader from truthfully describing their own experience with the Company, their own trading results, or the published terms of the Program, including to regulators, to prospective counterparties, or publicly. This Agreement does not contain and shall not be construed as a non-disparagement obligation.

13.6 Marks and Endorsement. The Trader shall not use the Company's name or marks in a manner that implies the Company's sponsorship or endorsement of the Trader, or the Company's verification of any performance claim, without the Company's prior written consent. The Trader may accurately state that they trade as an independent contractor for the Company.

14. Company Property; Trading Data

14.1 Trading Records. All order, execution, position, and account records generated in the Sub-Account, and all analytics, statistics, and derived data the Company produces from them, are the Company's property. The Company may use, retain, analyze, and disclose them for risk management, compliance, dispute resolution, model development, and any other lawful business purpose, and may publish them in anonymized or aggregated form.

14.2 Trader's Own Methods. Nothing in this Agreement assigns to the Company any trading strategy, method, or know-how the Trader independently developed and does not disclose to the Company as Confidential Information. The Trader retains the right to trade their own methods elsewhere, for their own account or for others, subject to Sections 10.3 and 13.

14.3 Platform. The Company's platform, software, content, and marks are the Company's property. The Trader receives a limited, revocable, non-exclusive, non-transferable right to use them solely to perform under this Agreement.

15. Representations and Warranties

15.1 Mutual. Each Party represents that it has full power and authority to enter into this Agreement and that this Agreement is a valid and binding obligation of it.

15.2 Trader Representations. The Trader represents and warrants that: (a) the Trader is at least eighteen (18) years old and has legal capacity to contract; (b) all information the Trader provides under Section 12 is true, accurate, and complete; (c) the Trader is not subject to any statutory disqualification, regulatory bar, suspension, or order that would prohibit the Trader from trading securities or options, and is not the subject of any pending proceeding that could result in one; (d) the Trader is not a person or entity with whom transactions are prohibited under applicable sanctions laws, and does not reside in a jurisdiction subject to comprehensive sanctions; (e) the Trader's entry into and performance of this Agreement does not breach any agreement with, or duty owed to, any employer or other person, including any non-compete, non-solicit, or duty concerning confidential information; and (f) the Trader is not acting for or at the direction of any undisclosed third party.

15.3 Continuing Nature. The representations in Section 15.2 are made on the Effective Date and are deemed repeated each day the Trader enters an order in the Sub-Account. The Trader shall notify the Company immediately if any of them ceases to be true.

15.4 Disclaimer. Except as expressly stated in this Agreement, the Company makes no representation or warranty of any kind, express or implied, and specifically disclaims any implied warranty of merchantability, fitness for a particular purpose, or non-infringement in respect of the platform, the Sub-Account, market data, or connectivity.

16. Term and Termination

16.1 Term. This Agreement begins on the Effective Date and continues until terminated in accordance with this Section.

16.2 Termination for Convenience or Automatically. The Company may terminate this Agreement at any time, for any reason or no reason, on written notice, effective immediately unless the notice states otherwise. The Trader may terminate this Agreement at any time, for any reason or no reason, by written notice to the Company at the address in Section 20.7 or by email to the address the Company publishes for legal notices. There is no self-service control for this in the Company's platform, and a request made through any other channel is not notice under this Section. A Trader's notice takes effect when the Company revokes the Trader's order-entry permission and closes the Sub-Account, and in any event no later than five (5) business days after the Company receives it. Until it takes effect the Trader remains bound by this Agreement and may continue to trade within the Risk Parameters. Termination by the Trader is not a breach, is not a termination for cause under Section 16.3, and Section 16.4 applies to it in the ordinary way. This Agreement also terminates automatically if the Broker declines or revokes the Trader's designation as an Authorized Trader, or if the Company ceases to maintain a brokerage account permitting authorized traders.

16.3 Termination for Cause. The Company may terminate immediately, without notice, on any material breach by the Trader, including any violation of Sections 3.5, 5, 10, 12, or 13, or any breach of a representation in Section 15.2.

16.4 Effect of Termination. On termination: (a) the Trader's order-entry permission and any credential are revoked; (b) the Company may close all open positions in the Sub-Account at the then-prevailing market, and Section 6.3 applies to those closings; (c) the Company performs a final accounting of Net Trading Profits through the closing of all positions; (d) the Company pays any Payout that was approved and unpaid as of termination, and, unless termination was for cause under Section 16.3, any share of Net Trading Profits shown by the final accounting, subject to Sections 8.3 and 8.4; and (e) on a termination for cause under Section 16.3, the Company may withhold any unapproved amount to the extent it relates to the conduct giving rise to the termination.

16.5 No Severance. Termination gives rise to no severance, notice pay, damages, or compensation of any kind beyond Section 16.4.

16.6 One Live Account; Consolidation on Acceptance. A Trader holds exactly ONE Live Account regardless of how many evaluation or funded accounts they held before. EVERY other account the Trader holds is closed on acceptance of this Agreement, and not when the Company sends the Live Program Notice, including every evaluation account, every funded account, any evaluation that has passed but not been activated, and any account within a redemption or reset window. Allocated Capital is determined by reference to the single LARGEST eligible funded account the Trader held on the date of the Notice, and is never the sum of their accounts: plans are never added together. A trader who held five funded accounts receives the same Live account as a trader who held one of the same size.

16.6.1 Eligible Plan Sizes. Only a $50,000 or a $100,000 funded account is eligible for advancement. A $25,000 funded account is NOT eligible for advancement: a Trader whose largest funded account is $25,000 is not sized on it, and a Trader who holds a $25,000 account alongside an eligible one is sized on the eligible one alone. A $100,000 funded plan gives $50,000 of Allocated Capital, $50,000 of entry buying power, a $5,000 maximum drawdown, and a drawdown floor that locks once realized profit reaches $5,100. A $50,000 funded plan gives $25,000 of Allocated Capital, $25,000 of entry buying power, a $2,500 maximum drawdown, and a drawdown floor that locks once realized profit reaches $2,600. Stated plainly: the Live Account is smaller in real dollars than the combined simulated nominal of the accounts it replaces, and it is real capital rather than simulated.

16.7 Advancement Is Permanent; No Return to the Evaluation Program. The transition to the Live stage is one-way. From the date of the Trader's decision on the Live Program Notice, meaning the date the Trader accepts, the date the Trader declines, or the date the Notice expires unanswered, the Trader may not purchase, hold, or trade an evaluation account, whether directly or through any Related Account as that term is defined in the Company's Terms of Service, and may not do so under a different email address. Nothing is barred before that date, and the Notice by itself bars nothing. This restriction survives termination of this Agreement for any reason, including a terminal breach at the Live stage. It is lifted, and the closed accounts are restored, only where the Broker declines to accept the Trader as an Authorized Trader under Section 12.3.

16.8 Survival. Sections 0, 1, 3.2, 3.3, 3.4, 7.5, 7.7, 8A, 9, 10.4, 10.5, 11, 13, 14, 15, 16.4, 16.5, 16.6, 16.7, 17, 18, 19, 20, and 21 survive termination.

17. Taxes

17.1 Trader Responsibility. The Trader is solely responsible for all taxes on amounts paid under this Agreement. The Company will not withhold income tax, social security, Medicare, unemployment, or any similar amount, except where required by law.

17.2 Documentation. The Trader shall deliver a properly completed Form W-9 or the applicable Form W-8 before the first Payout, and shall promptly deliver an updated form on any change. The Company may withhold any Payout until it holds valid documentation, and may apply backup or treaty withholding where required.

17.3 Reporting. The Company will report amounts paid as required by law, including on Form 1099-NEC where applicable.

18. Limitation of Liability

18.1 Exclusion of Certain Damages. Neither Party is liable to the other for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, lost opportunity, or trading losses that would have been avoided, arising out of or relating to this Agreement, even if advised of the possibility.

18.2 Cap. The Company's aggregate liability arising out of or relating to this Agreement shall not exceed the total Payouts actually paid to the Trader in the twelve (12) months preceding the event giving rise to the claim.

18.3 Carve-Outs. Sections 18.1 and 18.2 do not limit the Trader's obligations under Sections 2.4, 9.3, 10, or 13, or either Party's liability for fraud, willful misconduct, or any liability that cannot be limited under applicable law.

18.4 Allocation of Risk. The Parties acknowledge that the limitations in this Section reflect an agreed allocation of risk, that they are a material inducement to the Company's willingness to allocate its own capital, and that the compensation structure in Section 7 was set in reliance on them.

19. Dispute Resolution

19.1 Governing Law. This Agreement is governed by the laws of the State of Wyoming, without regard to its conflict-of-laws principles.

19.2 Informal Resolution. Before commencing any proceeding, the complaining Party shall give the other Party written notice describing the dispute and shall negotiate in good faith for thirty (30) days.

19.3 Arbitration. Any dispute not resolved under Section 19.2 shall be finally resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, before a single arbitrator, seated in Sheridan County, Wyoming, or conducted remotely by agreement. Judgment on the award may be entered in any court of competent jurisdiction.

19.4 No Class Proceedings. Each Party may bring claims only in its individual capacity and not as a plaintiff or class member in any purported class, collective, consolidated, or representative proceeding. The arbitrator may not consolidate claims or preside over any form of representative proceeding.

19.5 Jury Waiver. To the extent any dispute proceeds in court, EACH PARTY KNOWINGLY AND VOLUNTARILY WAIVES ANY RIGHT TO TRIAL BY JURY.

19.6 Equitable Relief. Notwithstanding Section 19.3, either Party may seek temporary or preliminary injunctive relief in a court of competent jurisdiction to protect Confidential Information or intellectual property pending arbitration.

19.7 Limitations Period. Any claim arising out of or relating to this Agreement must be brought within one (1) year after it accrues, to the extent permitted by applicable law.

20. General

20.1 Entire Agreement. This Agreement, together with the Program Rules and the documents it incorporates, is the entire agreement between the Parties concerning the Live stage and supersedes all prior discussions and understandings concerning it.

20.2 Order of Precedence. This Agreement governs the Live stage. The Company's published Terms of Service govern the Evaluation and Funded (simulated) stages and continue to apply to the Trader's participation in those stages. If a conflict arises between this Agreement and the Terms of Service as applied to Live-stage activity, this Agreement controls. If a conflict arises between this Agreement and the Program Rules, this Agreement controls except as to the specific rule values the Program Rules set.

20.3 Amendment. The Company may amend the Program Rules and the Risk Parameters as provided in Section 5.2, and may amend the Terms, the Program Rules, and any published rule set as provided in Section 21. Any amendment to this Agreement itself must be in writing and signed by both Parties, except that the Company may amend it on thirty (30) days' written notice, in which case the Trader's sole remedy if the Trader objects is to terminate under Section 16.2 before the amendment takes effect.

20.4 Assignment. The Trader may not assign or delegate this Agreement, in whole or in part, by operation of law or otherwise. This Agreement is personal to the Trader. The Company may assign it to an affiliate or in connection with a merger, reorganization, or sale of substantially all of its assets.

20.5 No Waiver. No failure or delay in exercising any right operates as a waiver of it, and no single or partial exercise precludes any further exercise.

20.6 Severability. If any provision is held unenforceable, it shall be modified to the minimum extent necessary to make it enforceable, or severed if modification is not possible, and the remainder of this Agreement remains in full force.

20.7 Notices. Notices to the Company shall be sent to Options Funding LLC, 30 N Gould St, Ste R, Sheridan, WY 82801, and by email to the address the Company publishes for legal notices. Notices to the Trader may be sent to the address or email address on file, and email notice is effective on transmission absent bounce.

20.8 Counterparts and Electronic Signature. This Agreement may be executed in counterparts and delivered electronically. The Parties consent to the use of electronic records and electronic signatures, which have the same legal effect as handwritten signatures under the federal ESIGN Act and applicable state law.

20.9 Acknowledgment. THE TRADER ACKNOWLEDGES HAVING READ THIS AGREEMENT IN FULL, HAVING HAD THE OPPORTUNITY TO CONSULT INDEPENDENT COUNSEL, AND UNDERSTANDING IN PARTICULAR THAT THE TRADER OWNS NO PART OF THE SUB-ACCOUNT OR THE CAPITAL IN IT, HAS NO WITHDRAWAL RIGHT, AND IS COMPENSATED SOLELY BY A SHARE OF REALIZED NET TRADING PROFITS.

21. Amendment of the Published Rules; Suspension for Cause

21.1 Prospective Amendment. The Company may amend the Terms, the Program Rules, and any published rule set at any time and in its sole discretion, including for risk, compliance, legal, brokerage, or business reasons. An amendment takes effect when posted with a stated effective date, or on the date stated in a notice. Continued use of the Services or of any account after the effective date constitutes acceptance.

21.2 Vested Rights Carve-Out. An amendment does not apply to a payout request properly submitted and pending before the effective date, to a decline settlement already owed under Section 8A, or to a Live Trader Agreement already executed. Each is governed by the rules in effect when it arose.

21.3 Suspension and Termination for Cause. Separately and at any time, the Company may suspend or close any account, halt trading, or withhold a payout pending investigation where it reasonably believes there has been a rule violation, manipulation of the simulated environment, prohibited trading, fraud, chargeback activity, identity misuse, or where a legal, brokerage, or regulatory requirement applies. No notice period.

SIGNATURES

OPTIONS FUNDING LLC

By: _______________

Printed Name: _______________

Title: _______________

Date: _______________

TRADER

By: _______________

Printed Name: _______________

Date: _______________