Investment Agreement

Introduction: This Investment Agreement (“Agreement”) details the terms and conditions under which Sisyphus Assets (“Sisyphus”, “we'“, “us”, “our”) will provide investment management services (“Services”) to the assets placed under our management (“Assets”) by a person or entity (“you”).

Appointment: You hereby appoint us as your investment adviser and grants us limited power-of-attorney with complete discretionary trading authority to manage, trade, act for and on behalf of your Assets in any and all capacities as we deem fit at any time without notice, consultation, or approval. We accept your appointment under the terms and conditions detailed in this Agreement.

Affiliates: You authorize us to deliver a copy of this Agreement to our affiliates as evidence of our authority to manage, trade, act for and on behalf of your Assets in any and all capacities as we deem fit at any time without notice, consultation, or approval.

Acknowledgements: We do not provide investment, tax, accounting, or legal advice, and we do not provide custody of your Assets. We do not provide information relating to our discretionary trading authority to manage, trade, act for, and on behalf of your Assets, except certain statistics and account information available in your Account (“Account”). We reserve the right to modify or discontinue the provision of these statistics and account information at any time for any reason without notice, consultation, or approval.

Eligibility: You have the full legal power, authority, and capacity to enter into this Agreement. You have evaluated our Services and voluntarily determined that our Services are appropriate for you, taking into account all relevant factors. You are aware of and willing to assume the risks involved with investing with us. You understand that we do not guarantee the future performance or any specific level of performance of your Assets.

Regionality: To be eligible for equities investing, you must not be a U.S. citizen, permanent resident, or tax resident. To be eligible for crypto investing, you must not be a U.S. citizen, permanent resident, or tax resident and you must not be a citizen, permanent resident, or tax resident of a country in which Coinbase does not operate.

Account: We will provide you with a link to your Account and a password to access it. It is your responsibility to keep your Account secure and to regularly monitor your Account.

Minimums: Our minimum investment for individual investors is $5,000. Investment amounts above $5,000 must be in increments of $1,000. Our minimum investment for institutional investors is $100,000. Investment amounts above $100,000 must be in increments of $100,000.

Commitment Period: Each commitment period lasts three months, beginning on the first day of the first month and ending on the final day of the third month. During a commitment period, you may not withdraw Assets from your Account, except under certain circumstances explicitly stated in this Agreement.

Bank Transfers: We are not responsible for costs associated with transfers. Any charges incurred on our bank account by transfers will be deducted from your Assets. We do not guarantee and are not responsible for transfer waiting times.

Deposits: To make deposits into your Account, you must make transfers, either ACH or wire, from a bank account of your choice into a bank account designated by us. Deposits will not be active or reflected on your Account until the first day of the following month after our receipt of your transfer.

Withdrawals: To make withdrawals from your Account, you must provide us with a notice at least a full month before the final day of your final commitment period. Once your notice is received and approved, we will make transfers, either ACH or wire, from a bank account of our choice to a bank account designated by you after the final day of your final commitment period. If you do not provide us with a notice at least a full month before the final day of your final commitment period, you will not be allowed to withdraw from your Account after the final day of your final commitment period and an additional commitment period will be added to your Account.

Early Withdrawal: To make withdrawals from your Account during a commitment period, you may do so under the condition that you agree to be charged an early withdrawal fee equal to 0.2% of your Assets for each day left in your commitment period. Management fees and performance fees will be calculated and charged on the day we receive your notice to withdraw.

Fees: Our management fee is 1% of your Assets, calculated and charged on the final day of each month. Our performance fee is 20% of your monthly gains for equities investing and 40% for crypto investing, calculated and charged on the final day of each month. We do not utilize high-water marks and hurdles.

Indemnity: You agree to indemnify and hold us harmless against any and all claims, damages, obligations, losses, liabilities, costs, penalties, fees, and expenses arising from your access to and use of our Services, even if we have been advised of such possibilities. Your sole remedy if you are dissatisfied with our Services is to discontinue using them.

Termination: We may terminate your Account at any time for any reason upon notice to you. Termination will not affect the validity of any action previously taken under this Agreement or liabilities, obligations, and fees previously incurred under this Agreement.

Modifications: We may modify this Agreement at any time for any reason without notice, consultation, or approval.

Severability: If any provision of this Agreement is deemed unlawful, void, or unenforceable, then that provision will be deemed severable from this Agreement and will not affect the remaining provisions.

Updated February 1st, 2019