4. THE SUBJECT OF THE TRANSACTION AND THE TERMS OF JOINING THE PARTNERSHIP

4.1 Under the conditions specified in the Public Offer, the General Partner accepts the Investor as a member of the Partnership, and the Investor enters the Partnership as a Financing partner.
4.2 The General Partner summarizes the results of making contributions to the chartered fund, decides on amendments to the Constituent Agreement of the Partnership (related to changes in the composition of participants and an increase in the chartered fund) and re-registers the Constituent Agreement from 1 to 10 of the month following the month during which the Investor made the Acceptance.
At the same time, the re-registration of the Constituent Agreement is carried out on the basis of the data of the accounting department of the Partnership in respect of deposits to the chartered fund received to the settlement account of the Partnership in the previous calendar month.
4.3 The General Partner summarizes the results of making contributions to the chartered fund, decides on amendments to the Constituent Agreement of the Partnership (related to changes in the composition of participants and an increase in the chartered fund) and re-registers the Constituent Agreement from 1 to 10 of the month following the month during which the Investor made the Acceptance.
At the same time, the re-registration of the Constituent Agreement is carried out on the basis of the data of the accounting department of the Partnership in respect of deposits to the chartered fund received to the settlement account of the Partnership in the previous calendar month.
4.4 The date of entry of the Investor into the membership of the Partnership is the date of re-registration of the Constituent Agreement of the Partnership. After the re-registration of the Constituent Agreement, the Investor receives a share in the chartered fund of the Partnership.
4.5 No later than 5 (five) working days from the date of re-registration of the Constituent Agreement of the Partnership, the Investor will be sent a Certificate of Participation confirming the acceptance of the Investor as a member of the Partnership. The Certificate of Participation indicates the amount of the contribution and the share in the chartered fund of the Partnership.
4.6 The amount of the share received by the Investor must correspond in percentage ratio to his contribution to the chartered fund of the Partnership. The amount of the share will be determined after summing up the results of making deposits, making a decision on making changes to the Constituent Agreement of the Partnership and carrying out its re-registration.
4.7 The management and conduction of the affairs of the Partnership is carried out by the General Partner independently. The General Partner has the right, at its discretion, to make changes to the Constituent Agreement of the Partnership at any time. The investor has no right to participate in the management and conduct of the affairs of the Partnership, to act on its behalf otherwise than by proxy.
In accordance with Article 29 of the Law of the Republic of Uzbekistan "On Economic partnerships": The investor does not have the right to challenge the actions of a General Partner in the management and conduct of the affairs of the Partnership.
At the same time, the Investor can apply to the Sharia Council for violations of Sharia rules.
4.8 When managing and conducting the affairs of the Partnership, the General Partner, at his own discretion, independently determines the main directions of the Partnership's activities and the procedure for its implementation. When the Partnership carries out its activities, the General Partner and/or the Partnership has the right to independently determine the prices of goods (works, services) projects (business projects and/or social projects) in which the Partnership participates, as well as the effectiveness and profitability of these projects. At the discretion of the General Partner and/or the Partnership, some projects may be financed at below-market rates and/or free of charge. The investor is aware and agrees that the Partnership's participation in such projects is carried out taking into account the receipt of a reduced profit and/or without making a profit.

5. TERMS OF DISTRIBUTION OF PROFIT AND LOSS OF THE PARTNERSHIP, IRR-RESERVE

5.1 The distribution of the Partnership's profits is within the competence of the General Partner and is carried out by the decision of the General Partner.
5.2 The profit of the Partnership is distributed among its participants in the following order:
The distribution of the profit of the Partnership takes place according to the shares of the Financing partners in the chartered fund of the Partnership (according to the law), minus the share of participation in the profit of the General Partner. The participation of a General Partner is equal to the difference between 100% and the participation of a Financing partner. The share in the profit sharing of the Financing partner depends on the amount and the period that the Financing partner chooses in the IMAN Invest Platform before replenishing his account. The formula for determining the participation of the Limited Partner in the profit:

(((Σ (B) - MinB)/MinB) * Spremium%) + (((T-MinT)/3) * Tpremium%) + MShare, where

Σ (B) – The amount of contributions to the chartered fund, by the Financing partner MinB– The minimum amount of the contribution to the chartered fund, programmed by the platform
T – The last Participation period selected (updated) by the Financing partner
MipT – The minimum period of participation in the chartered fund, set by the system
MShare is the minimum profit share.

For example, if a Financing partner invests 1 million rubles. sum for 12 months (and this is set in the system as the minimum standart conditions of partnership), then in this scenario, the Financing partner receives 90% of the accumulated profit received, and the General partner receives 10%. Additional contributions and terms are rewarded in the form of 2 bonuses:
1) SPremium is an additional percentage in the form of an additional participation in profit at the expense of the investment amount.
For each additional amount of replenishment of the chartered fund (more than the minimum), the Financing partner receives the first additional percentage (Size Premium) of additional profit participation (in %). At the same time, the maximum participation in the profit from the partnership for a Financing partner is 99%, and for a General Partner, the minimum participation in the profit is 1%.
2) Tpremium is an additional percentage of profit participation due to the investment period.
For each additional amount of terms in the partnership (more than the minimum), the Financing partner receives a second additional percentage (Term Premium) of additional profit participation (in %). At the same time, the maximum participation in the profit from the partnership for a Financing partner is 99%, and for a General partner, the minimum participation in the profit is 1%.
In case of early withdrawal of the Financing Partner from the partnership, i.e. before the end of the investment period, which the Financing Partner has chosen on the IMAN Invest platform, the Limited Partnership's profit for the last month of participation in the partnership is determined according to the following formula for participation in the Financing Partnership's profit:
(FactT / T) ^ 2 + MShare2, where
T - Last selected (updated) by the Financing Partner Term of Participation
FactT - Actual Term of the Financing Partnership
MShare2 is the minimum share in the profit in case of early withdrawal of the Financing Partner from the Partnership.
5.3 The profit of the Partnership will be distributed at the discretion of the General Partner.
The profit of the Partnership can be distributed monthly, quarterly, once every six months or once a year.
5.4 The profit of the Partnership intended for distribution among its Financing partners (dividends) will be used to increase the chartered fund of the Partnership.
At the same time, during the second (2) month (February, May, August, November) of each calendar quarter, an Investor participating in the Partnership as a Financing partner has the right to choose the procedure for using (directing) the part of the Partnership's profit due to him:
- direct the profit due to him (or part of it) to increase the chartered fund of the Partnership (as an additional contribution); or
- receive the profit due to him (or part of it) in the form of dividends;
To do this, the Investor must submit a corresponding application to the Partnership in advance (before the distribution of profits).
If the application is not submitted, the profit (dividends) due to the Investor will be used to increase the chartered fund of the Partnership (as an additional contribution of the Investor).
When the profit is directed to increase the chartered fund of the Partnership, the size of the shares of the participants of the Partnership changes.
The profit is received and / or directed to increase the chartered fund of the Partnership after the tax amounts are withheld in accordance with the requirements of the legislation.
5.5 After the re-registration of the Constituent Agreement of the Partnership in connection with the increase in the chartered fund of the Partnership, an updated Certificate of Participation will be sent to the Investor indicating the changed amount of the contribution and the share in the chartered fund of the Partnership.
5.6 The losses of the Partnership are distributed among its participants in proportion to their shares in the chartered fund of the Partnership.
The investor bears the risk of losses only within the limits of the investments made (within the limits of the amounts of the contribution made to the chartered fund of the Partnership, according to paragraphs 3.1.3., 5.4. of the Public Offer).
5.7.1 The IRR reserve is formed in the amount of the projected "Cost at risk" of the Partnership. This reserve is equivalent to the forecast of outstanding debit debt.
Value at risk (VaR) is a cost measure of risk. This is an estimate expressed in monetary units of the amount that will not exceed the losses expected during a given period of time with a given probability.
5.7.2 This reserve is formed by monthly deductions from the net profit of the Partnership (after the distribution of profit to the General Partner, but before the distribution of profit to the Financing partners) until it reaches the established amount in accordance with clause 5.7.1. of this Public Offer.

6. TERMS OF WITHDRAWAL FROM THE PARTNERSHIP

6.1 The Investor has the right to withdraw from the Partnership at any time by notifying the Partnership in writing. Refusal to participate in the Partnership must be declared at least 3 (three) months before the actual withdrawal from the Partnership.
6.2 Investor retiring from the Partnership, shall be paid the value of the property of the Partnership corresponding to its share in the chartered fund of the Partnership according to the book value of the net assets at the date of the last reporting period, determined in accordance with the formula specified in clause in accordance with clause 6.3 and 6.4.:
6.3 The value of assets is equal to the Initial Contribution to the chartered fund (X) + (profit partnership (Y) * the Value of the investor's share (%) * Participation (%)) - reserves (Z)
Assets - liabilities = Capital (C) + profit (P) + reserves (R) (i.e. Net assets)
ie =
a) Capital = Nominal value of the contribution to the chartered fund
b) Net Profit = Income from operating activities - Cost of sales + Other income from operating activities-Expenses of the period + Income from financing activities - Expenses from financing activities – tax expenses.
c) Reserves = other reserves before the payment of profit to the investor
6.4 The value due to the Investor is determined by the balance sheet drawn up at the time of its disposal. The value due to the Investor must be paid no later than 30 (thirty) banking days from the date of the Investor's actual withdrawal from the Partnership. The date of the actual withdrawal of the Investor from the Partnership is the date of re-registration of the Constituent Agreement of the Partnership.
The share price is paid after the tax amounts are withheld in accordance with the requirements of the legislation.

7. RIGHTS AND OBLIGATIONS OF THE PARTIES UNDER THE TRANSACTION

7.1 The Investor has the right to:
• enter into a Partnership on the terms specified in the Public Offer;
• withdraw from the Partnership on the terms specified in the Constituent Agreement;
• receive a part of the Partnership's profit in accordance with the procedure provided for in the Constituent Agreement;
• receive information about the activities of the Partnership and get acquainted with its accounting books and other documentation in accordance with the procedure established by law and the Constituent Agreement of the Partnership
• after making a full contribution and re-registration, get a certificate of participation;
7.2 The Investor has the right to:
• before making an Acceptance, read the terms of this Public Offer and the Constituent Agreement of the Partnership;
• ensure full compliance with the terms of the Public Offer;
• not to disclose confidential information about the activities of the Partnership;
• notify the General Partner of his intention to withdraw from the Partnership within the terms specified in the Constituent Agreement;
7.3 A General Partner has the right to:
• independently conduct and manage the affairs of the Partnership in the manner provided for in the Constituent Agreement;
• independently distribute the profit of the Partnership in the manner provided for in the Constituent Agreement;
• make changes to the terms of the Constituent Agreement and the Public Offer at its discretion.
7.4 The General Partner is obliged to:
• ensure full compliance with the terms of the Transaction;
• accept the Investor as a member of the Partnership on the terms specified in the Public Offer;
• make a decision on summing up the results of making contributions, changing the composition of participants and increasing the chartered fund of the Partnership and ensure the re-registration of the Constituent Agreement of the Partnership;
• except in cases when it is necessary to fulfill the terms of the Transaction or in accordance with the requirements of the legislation, do not disclose confidential information about the Investor;
• efficiently and conscientiously manage the affairs of the Partnership;
• develop and support the IMAN Invest online platform;
• provide access to the IMAN Invest online platform for automated investment portfolio management, profit distribution and accounting systems.
• develop and support the IMAN POS online platform;
• provide access to the IMAN POS online platform with automated scoring servic

8. CONFIDENTIALITY AND PERSONAL DATA

8.1 The provision of personal data and other information necessary for the conclusion of a Transaction by a person is voluntary.
8.2 The provision of information means the person's unconditional consent to this Public Offer and the information processing conditions specified in it. In case of disagreement with these conditions, the person must refrain from providing information and concluding a Transaction.
8.3 The Parties confirm that any information obtained as a result of the conclusion of the execution of the Transaction is confidential and undertake to ensure that it is used only for the purposes of the Transaction.
8.4 Except for the cases established by law, the Parties undertake not to disclose confidential information to third parties without obtaining the written consent of the other Party.
8.5 The received information is used by the General Partner and/or the Partnership for the purpose of concluding or executing a Transaction.
A General Partner and/or a Partnership has the right to transfer the information received during the registration and re-registration of the Constituent Agreement of the Partnership, as well as in the cases provided for by law.
8.6 The General Partner and/or the Partnership does not control and is not responsible for third-party websites to which a person can click on links available on the IMAN Invest Platform, including in the texts of information. On such sites, personal data and other information may be collected or requested from a person.
8.7 The General Partner and/or the Partnership is not obliged to verify the accuracy of the information provided by the person and to control the legal capacity of the person intending to conclude the Transaction. However, the General Partner and/or the Partnership proceed from the fact that the person provides reliable, up-to-date and sufficient information.

9. RESPONSIBILITY OF THE PARTIES AND THE PROCEDURE FOR RESOLVING DISPUTES UNDER THE TRANSACTION

9.1 For non-fulfillment or improper fulfillment of the terms of the Public Offer and/or the Transaction, the Parties are responsible in accordance with the terms of the Public Offer and the current legislation of the Republic of Uzbekistan.
9.2 A party that has not fulfilled or improperly fulfilled its obligations under the Transaction is obliged to compensate the other party for the losses caused by such non-fulfillment in accordance with the terms of the Public Offer and the current legislation of the Republic of Uzbekistan.
9.3 The General Partner and/or the Partnership are not liable for any indirect/indirect losses or lost profits of the Investor or another person, unless there is negligence on the part of the General Partner.
9.4 The General Partner and/or the Partnership is not responsible for the losses of the Investor or another person resulting from:
• incorrect filling in by the Investor of the details used in carrying out the actions necessary for Acceptance, as well as violations of the established procedure for making payments;
• violations of the terms of the Public Offer;
• illegal actions of third parties, including those related to the use of Investor identification data;
9.5 In case of disputes and disagreements, the Parties will make every effort to resolve them through negotiations.
The claim procedure for the consideration of disputes is mandatory. Claims are sent in writing with the attachment of documents confirming the validity of the claim. The claim review period is 15 (fifteen) calendar days. The General Partner reserves the right to file a claim in court without applying the procedure of pre-trial settlement and settlement of disputes through negotiations.
All disputes are subject to consideration in accordance with the legislation of the Republic of Uzbekistan, in the interdistrict economic court of Tashkent at the location of the General partner.

10. FORCE MAJEURE

10.1 The Parties are released from liability for partial or complete non-performance or improper performance of obligations under this agreement, if proper performance was impossible due to force majeure that occurred after the conclusion of this agreement, which the Party could not have foreseen or prevented by reasonable measures.
10.2 The Party for which it is impossible to fulfill its obligations under this agreement is obliged to inform the other Party about the occurrence and termination of the above circumstances immediately, no later than 10 (ten) working days. In this case, the Parties should consult with each other as soon as possible and agree on the measures to be taken by the Parties. Confirmation of the presence of force majeure are certificates issued by the competent state authorities, which should be directed to the other Party within 30 (thirty) days upon occurrence of the circumstances.
10.3 Not notice or untimely notice of the occurrence of a force majeure event deprive the Party of its right to invoke any of these circumstances as grounds for exemption from liability for failure to fulfill obligations.
10.4 The General Partner reserves the right to default on the obligations under the Transaction in the event of force majeure circumstances.

11. OTHER CONDITIONS

11.1 Amendments, additions, letters, notifications and documents related to this Public Offer and/or Investors' participation in the Partnership are sent by the Parties via the IMAN Invest Platform (www.imaninvest.com) in accordance with the procedure provided for in the Constituent Agreement.
11.2 The Parties have agreed that the exchange of letters, telegrams, telephone messages, teletypograms, faxes, scanned copies or other documents, including those signed electronically, defining the subjects and the content of their will, is equivalent to the transaction in writing, unless otherwise established by law or by agreement of the Parties.
11.3 In everything else that is not provided for by this Public Offer, the Parties are guided by the Constituent Agreement of the Partnership and the current legislation of the Republic of Uzbekistan.
11.4 If any provision or provisions of this Public Offer are declared invalid, the remaining provisions of this Public Offer remain in force, and the Public Offer itself remains in force.
11.5 Neither Party has the right to assign its rights and obligations under the Transaction without the written consent of the other Party.