DOCUMENTS REGULATING OUR ACTIVITIES
Client agreement
CLIENT AGREEMENT
This Agreement ("Agreement") is entered into between Sibilit ltd. (Registration number 2023-00135 and registered office at the Sotheby Building, Rodney Bay, Gros-Islet, Saint Lucia P.O. Box 838. LETTER B LTD. 3rd Floor, 120 Baker Street, London, England, W1U 6TU is paying agent of Sibilit Ltd. Place of business activity: 71 Vazha-Pshavela ave, Block 2 Space 5, Tbilisi, Georgia, 0186), (hereinafter referred to as "Company"), and the party (or parties) executing this document (hereinafter called "Client").
1. REGULATORY DOCUMENTS.
The following Regulatory Documents are an integral part of this Agreement:
1. Risk Disclosure;
2. Terms of Use;
3. Anti-Money Laundering Policy;
4. Know Your Client Policy;
5. Personal Data Processing Policy;
6. All other applicable contracts posted on Company's website.
Regulatory documents should be carefully read by Client, as they determine all the conditions under which Client performs trade and non-trade operations. By accepting the terms of this Agreement, Client also agrees to the terms of all the Regulatory Documents listed above. The unconditional acceptance of the present Agreement is the introduction of an advance payment by Client under this Agreement and its receipt by Company.
2. COMPANY SERVICES.
Company agrees to maintain one or more Client accounts opened in Company and provides Client with services for performing transactions provided for by the opportunities of the Personal Account and Regulatory documents on a margin basis with currencies and currency pairs in the international foreign exchange market, as well as other financial instruments and assets offered by Company.
3. STATEMENTS AND CUSTOMER WARRANTIES.
Client declares and guarantees that:
1. Client is in his right mind, is adult and has legal capacity;
2. No one except Client has and will not have interest in respect of Client's account (s);
3. Client hereby guarantees that regardless of any subsequent decision to the contrary, Client is suitable for conducting trading operations on the conditions of margin trading;
4. Client is not an employee of any stock exchange, any corporation in which any stock exchange owns the majority of the capital, any member of any stock exchange and/or a company registered on any stock exchange, or any bank, trust or insurance company that also sells tools offered by Company, and in the event that Client becomes an employee of that, Client will immediately notify Company by email;
5. All information provided in the application for opening an account is true, correct and complete at the time of acceptance of this Agreement, and Client will immediately notify Company of any changes to this information;
6. Client is obliged not to apply profit strategies aimed at exploiting vulnerabilities in the technical support of Company;
7. Client is obliged to have only one personal account;
8. Client understands and agrees that he can open no more than 20 trading accounts. If Client has already opened at least one real trading account, Company has the right to limit the opening of additional accounts at its own discretion.
9. Client guarantees legal origin, legal possession and the right to use the funds transferred by him to Client's accounts.
4. AUTHORIZATION TO TRADE.
Company will conclude transactions with Client with foreign exchange contracts and other trading instruments provided by Company in accordance with the oral, written or electronic instructions of Client.
5. CREDIT.
Client authorizes Company or agents acting on behalf of Company to investigate Client's credit standing and in connection therewith to contact such banks, financial institutions and credit agencies as Company shall deem appropriate to verify information regarding Client. Client further authorizes Company to investigate Client's current and past investment activity, and in connection therewith, to contact such futures commission merchants, exchanges, broker / dealers, banks, compliance data centers, and any other financial and investment institution as Company shall deem appropriate. Client also acknowledges that Company may provide information (e.g. negative account information of unsecured debts) regarding Client's performance under this Agreement to these agencies.
6. DISCLOSURE OF FINANCIAL INFORMATION.
Client represents and warrants that the financial information disclosed to Company in the Application is an accurate representation Client's current financial condition. Client represents and warrants that Client has very carefully considered the portion of Client's Total Assets which Client considers to be Risk Capital. Client recognizes that Risk Capital is the amount of money Client is willing to put at risk. Client agrees to immediately inform Company if Client's financial condition changes in such a way as to reduce Client's Net Worth and/ or Risk Capital.
7. ANTI-MONEY LAUNDERING PROCEDURES.
Client agrees to and acknowledges the following:
DENTITY AND ADDRESS VERIFICATION. To help the government fight the funding of terrorism and money laundering activities, company is required to obtain, verify, and record information that identifies each person who opens an account with Company. When Client opens an account, Company is required to collect information, such as the following, but not limited to:
1. Client's Name and Surname;
2. Date of birth;
3. Permanent address;
4. Identification number. Company may verify Client's identifying information by performing a credit check, or requiring Client to provide a government ID or other identifying documents.
MONITORING. Company may monitor the trading activity in accounts to investigate or identify Money Laundering. All other provisions of Anti-Money Laundering procedures shall be read in Company's KYC Policy and AML Policy. Depending on the method of replenishment and the payment system chosen by Client, Client acknowledges that he may need to provide additional information or go through the additional procedures necessary at the discretion of Company in order to make a proper payment.
8. ACCOUNT MAINTENANCE.
Company may reject Client's application for opening an account or close Client's account for any reason at the discretion of Company without explaining the reasons for this action. Company has the right to require Client to provide Company with additional information or documentation to continue the maintenance of Client's account by Company. Client acknowledges that Company may at any time, in its sole discretion, restrict trading, payments or transfers. Client understands and agrees that Company is not obliged to prove in any way the accuracy of operations and actions performed on Client's trading account, as well as to confirm or give explanations about blocking the trading account, disabling the trading account, revising the trading results or other actions. Company has the right to cancel the execution of the order or order processed due to an obvious dealer error or executed at a non-market quotation. Company, at its discretion, has the right to recognize the operations on the trading server as non-market. Client understands that in the framework of trading operations there is no physical delivery of currency. Gains or losses on trading operations are charged/deducted from the balance of Client's trading account immediately after the position is closed.
9. SECURITY AND CONFIDENTIALITY.
Client agrees and acknowledges that Client is the exclusive owner and solely responsible, jointly and severally if applicable, for the confidentiality and protection of Client's account number(s) and password(s) that allows Client to place on-line orders and access to Company's electronic trading systems. Client further agrees that Client will be fully responsible for all activities including brokerage transactions that arise from the use of Client's account number(s) and password(s). Client agrees to indemnify and hold Company harmless from: if any other person utilizing Client's confidential information provides instructions to Company that may be contrary to Client's instructions. Client will immediately notify Company in writing or by e-mail of any loss, theft or unauthorized use of Client's account number and/ or passwords.
10. NO ADVICE.
Client acknowledges that Company does not and will not give investment, legal or tax advice. Client acknowledges that Company makes no representations concerning the tax implications or treatment of foreign exchange contracts. Client agrees that Client is a self-directed investor and all orders entered are unsolicited and based on Client's own investment decision or the investment decision of Client's duly authorized representative. Client agrees that neither Company nor any of its employees may be Client's duly authorized representative and that Client will neither solicit nor rely upon Company or any of its employees for any such advice. Client understands that Client is solely responsible for all orders entered, including but not limited to trade qualifiers, the number of trades entered, the suitability of any trade(s), investment strategies and risks associated with each trade, and will not hold Company or any of its employees liable for those investment decisions. Client further understands that Company does not and will not review the appropriateness or suitability of any transactions implemented or investment strategies employed in Client's account. Client hereby agrees to hold Company and its officers, directors, employees, agents and affiliates harmless from any liability, financial or otherwise, or expense (including attorneys' fees and disbursements), as incurred, as a result of any losses or damages. Client may suffer with respect to any such decisions, instructions, transactions or strategies employed in Client's account by Client or Client's duly authorized representative, or as a result of any breach by Client of any of the covenants, representations, acknowledgments or warranties herein.
11. TRADING RECOMMENDATIONS.
Client acknowledges that:
Any market recommendations and information communicated to Client by Company or by any person within Company, does not constitute an offer to sell or the solicitation of an offer to buy any foreign exchange contract. Such recommendation and information, although based upon information obtained from sources believed by Company to be reliable, may be based solely on a broker's opinion and that such information may be incomplete and may be unverified. Company makes no representations, warranties or guarantees as to, and shall not be responsible for, the accuracy or completeness of any such information or trading recommendation furnished to Client.
12. MARGINS AND DEPOSIT REQUIREMENTS.
Client is obliged to provide and maintain margins in such amounts and forms that Company may require at its discretion. Company has the right to change the margin requirements at any time without prior notice to Client. Company reserves the right to limit the number and/or total number of open positions of Client. Company reserves the right to close any position of Client at any time when it considers it necessary. Company shall not be liable for any loss or damage caused, directly or indirectly, by any events, actions or omissions, including, without limitation, losses or damages arising directly or indirectly due to any delays or inaccuracies in the transmission of orders and/or information and also as a result of a breakdown or failure of any means of transmission or communication. The execution of the received request for withdrawal of funds from the Customer's brokerage account is carried out by Company exclusively within the free margin of all Customer's trading accounts at the time of the execution of the request. Client understands and agrees that if there are open positions and/or pending orders on the accounts opened with Company, Client has no right to withdraw funds from the account. If the amount withdrawn by Client (including commission fees and other expenses for making a payment as provided for by the rules and the Customer Agreement) exceeds the amount of the free margin, Company has the right to reject this request. In the event that the amount of funds in Client's account becomes negative, Company has the right to redeem the minus result on this account without acceptance by transferring funds from any other account in Client's Personal Account or from any other Personal Account, if Company believes that there is a relationship Personal account with Client.
If the Client requests a withdrawal without there being any trading activity on the account, the Company has the right to charge a commission of 13% of the deposit amount from the Client's account for the deposit and withdrawal of funds.
Trading activity is considered to be the existence of at least 10 trading operations with a duration of 3 minutes or longer each.
13. ROLLOVERS.
Company may, in its sole discretion and without notice to Client, offset Client's open positions, rollover Client's open positions into the next settlement time period, or make or receive delivery on behalf of Client upon any terms and by any methods deemed reasonable by Company, in its sole discretion. Terms and/ or methods for delivering, offsetting, or rolling over Client's open positions may differ on a Client-by-Client basis, at Company's sole discretion. The Company has the right to terminate maintaining of the Client's trading account and withdraw the commission for inactivity of 30 (thirty) USD, if it is more than 60 (sixty) days have elapsed since the last operation on the trading account. Such trading Account shall be deemed as 'Inactive Account' and placed to archive. Inactive Account can be re-activated on Client's request.
14. CANCELLATION AND MODIFICATION REQUESTS.
Client acknowledges that it may not be possible to cancel or modify an order. Client understands and agrees that, if an order cannot be cancelled or modified, Client is bound by any execution of the original order. Company is not liable to Client if Company is unable to cancel or modify an order. Client further acknowledges that attempts to modify or cancel and replace an order can result in an over-execution of the order, or the execution of duplicate orders, that Company's systems do not prevent over-execution on duplicate orders from occurring, and that Client shall be responsible for all such executions. Client agrees not to assume that any order has been executed or cancelled until Client has received confirmation from Company with regard to order execution. Client is responsible for knowing the status of Client's pending orders before entering additional orders. Client agrees to contact Company in the event Client is unclear on the status of an order. Client agrees to regularly review Client's online Account Statement to confirm the status of Client's orders. All relevant information on transactions, receipts and withdrawals is displayed only in MetaTrader 4. Taking that technical features of the said platform do not allow displaying some information in Client's personal account. The Company does not guarantee obtaining prices strictly according to the specified trading schedule, the beginning of the trading session for a particular instrument may be with a delay. The Client acknowledges that in any case, no claims are accepted about the inability to operate a position as a result of the delay caused and assumes responsibility for all risks associated with it.
15. LIQUIDATION OF ACCOUNTS.
In the event of:
(a) Death or judicial declaration of incompetence of Client;
(b) Filing of a petition in bankruptcy, or a petition for the appointment of a receiver, or the institution of any insolvency or similar proceeding by or against Client;
(c) Insufficient margin, or Company's determination that any collateral deposited to protect one or more accounts of Client is inadequate, regardless of current market quotations, to secure the account;
(d) Client's failure to provide Company any information requested pursuant to this Agreement;
(e) Any other circumstances or developments that Company deems appropriate for its protection, and in Company's sole discretion, it may take one or more, or any portion of, the following actions:
1. Sell any or purchase any or all currency contracts, securities or other property held or carried for Client;
2. Cancel any or all outstanding orders or contracts, or any other commitments made with Client. Any of the above actions may be taken without demand for margin or additional margin, without prior notice of sale or purchase or other notice to Client, Client's personal representatives, heirs, executors, administrators, trustees, legatees or assigns and regardless of whether the ownership interest shall be solely Client's or held jointly with others.
16. OFFSET INSTRUCTIONS.
Offset instructions on currency positions open prior to settlement arriving at settlement date must be given to Company at least 1 (one) business day prior to the settlement or vaIue day. Alternatively, sufficient funds to take delivery or the necessary delivery documents must be in the possession of Company within the same period described above. If neither instructions, funds nor documents are received, Company may without notice, either offset Client's position or roll Client's positions into the next settlement time period or make or receive delivery on behalf of Client upon such terms and by such methods deemed reasonable by Company in its sole discretion.
17. CHARGES.
Client shall pay such charges (including, without limitation, markups and markdowns, statement charges, idle account charges, order cancellation charges, account transfer charges, introducing broker and money manager fees, or other charges) arising out of Company providing services hereunder. Company may change its charges without notice. All such charges shall be paid by Client as they are incurred, or as Company in its sole and absolute discretion may determine, and Client hereby authorizes Company to withdraw the amount of any such charges from Client's account(s).
18. DEPOSITS AND WITHDRAWALS.
Company does not receive or distribute the funds of Client in cash currency or its equivalent. All transactions between Client and Company should be carried out by wire transfer, by check or in any other way in which Company can confirm the identity of both the sending and receiving parties, and in a manner that Company considers appropriate in its sole discretion. Company withdraws funds from the Customer's accounts only to personalized payment details belonging exclusively to the Customer. Personalized payment details must be confirmed by Company on the basis of copies of documents provided by Client. In the event that Client has not provided sufficient evidence that the payment details belong to him, Company has the right not to fulfill the withdrawal request until the payment details have been reliably confirmed. Withdrawal of funds is possible only for the same payment details, through the same payment system and in the same currency as the introduction of most of the deposit. Requests for withdrawal of funds are carried out in the deadlines set by Company in turn. The term for processing a request may be extended depending on the amount of withdrawal and the method of write-off. In order to prevent money laundering, fraud and other unauthorized actions, Company may limit the withdrawal of funds by Client. Client's brokerage account can be replenished by any method available at the time of making a deposit to Client's account. Client can make a transfer only on its own behalf. Transfers from third parties are not accepted. Company reserves the right to deny crediting funds received to the brokerage account if the transfer is received on behalf of a third party. In this case, Company returns the money to the sender. All costs associated with the return of funds are paid by Client. Client is responsible for the accuracy of the details provided in the application for withdrawal of funds.
19. SUSPICIOUS NON-TRADING OPERATIONS.
Company may declare a non-trading operation suspicious in cases including, but not limited to:
1. Abusing fund transferring without operations on trade accounts (less than 3 lots per every withdrawn 100 USD or equivalent);
2. Revelation of the unusual nature of operations that do not have obvious economic substance or obvious legal purpose;
3. Revelation of circumstances providing grounds to believe that the operations are being performed for the purpose of money laundering or financing terrorism;
4. Failure of Client to provide proof of identity or other documents for verification , as well as the submission of inaccurate information by the Client;
5. Inability to contact the Client using their registered email address and telephone number;
6. Submission of counterfeit or invalid documents.
Company reserves the right to investigate the nature of any suspicious non-trading operations, whereupon such operations will be suspended until the reasons for their occurrence are ascertained and the investigation is complete. During the course of an investigation Company shall have the right to block Client's accounts, request that Client provide proof of their identity, proof-of-payment documents, and other documents confirming the lawful possession and legitimate origin of the funds transferred to the Client's Account.
1. REGULATORY DOCUMENTS.
The following Regulatory Documents are an integral part of this Agreement:
1. Risk Disclosure;
2. Terms of Use;
3. Anti-Money Laundering Policy;
4. Know Your Client Policy;
5. Personal Data Processing Policy;
6. All other applicable contracts posted on Company's website.
Regulatory documents should be carefully read by Client, as they determine all the conditions under which Client performs trade and non-trade operations. By accepting the terms of this Agreement, Client also agrees to the terms of all the Regulatory Documents listed above. The unconditional acceptance of the present Agreement is the introduction of an advance payment by Client under this Agreement and its receipt by Company.
2. COMPANY SERVICES.
Company agrees to maintain one or more Client accounts opened in Company and provides Client with services for performing transactions provided for by the opportunities of the Personal Account and Regulatory documents on a margin basis with currencies and currency pairs in the international foreign exchange market, as well as other financial instruments and assets offered by Company.
3. STATEMENTS AND CUSTOMER WARRANTIES.
Client declares and guarantees that:
1. Client is in his right mind, is adult and has legal capacity;
2. No one except Client has and will not have interest in respect of Client's account (s);
3. Client hereby guarantees that regardless of any subsequent decision to the contrary, Client is suitable for conducting trading operations on the conditions of margin trading;
4. Client is not an employee of any stock exchange, any corporation in which any stock exchange owns the majority of the capital, any member of any stock exchange and/or a company registered on any stock exchange, or any bank, trust or insurance company that also sells tools offered by Company, and in the event that Client becomes an employee of that, Client will immediately notify Company by email;
5. All information provided in the application for opening an account is true, correct and complete at the time of acceptance of this Agreement, and Client will immediately notify Company of any changes to this information;
6. Client is obliged not to apply profit strategies aimed at exploiting vulnerabilities in the technical support of Company;
7. Client is obliged to have only one personal account;
8. Client understands and agrees that he can open no more than 20 trading accounts. If Client has already opened at least one real trading account, Company has the right to limit the opening of additional accounts at its own discretion.
9. Client guarantees legal origin, legal possession and the right to use the funds transferred by him to Client's accounts.
4. AUTHORIZATION TO TRADE.
Company will conclude transactions with Client with foreign exchange contracts and other trading instruments provided by Company in accordance with the oral, written or electronic instructions of Client.
5. CREDIT.
Client authorizes Company or agents acting on behalf of Company to investigate Client's credit standing and in connection therewith to contact such banks, financial institutions and credit agencies as Company shall deem appropriate to verify information regarding Client. Client further authorizes Company to investigate Client's current and past investment activity, and in connection therewith, to contact such futures commission merchants, exchanges, broker / dealers, banks, compliance data centers, and any other financial and investment institution as Company shall deem appropriate. Client also acknowledges that Company may provide information (e.g. negative account information of unsecured debts) regarding Client's performance under this Agreement to these agencies.
6. DISCLOSURE OF FINANCIAL INFORMATION.
Client represents and warrants that the financial information disclosed to Company in the Application is an accurate representation Client's current financial condition. Client represents and warrants that Client has very carefully considered the portion of Client's Total Assets which Client considers to be Risk Capital. Client recognizes that Risk Capital is the amount of money Client is willing to put at risk. Client agrees to immediately inform Company if Client's financial condition changes in such a way as to reduce Client's Net Worth and/ or Risk Capital.
7. ANTI-MONEY LAUNDERING PROCEDURES.
Client agrees to and acknowledges the following:
DENTITY AND ADDRESS VERIFICATION. To help the government fight the funding of terrorism and money laundering activities, company is required to obtain, verify, and record information that identifies each person who opens an account with Company. When Client opens an account, Company is required to collect information, such as the following, but not limited to:
1. Client's Name and Surname;
2. Date of birth;
3. Permanent address;
4. Identification number. Company may verify Client's identifying information by performing a credit check, or requiring Client to provide a government ID or other identifying documents.
MONITORING. Company may monitor the trading activity in accounts to investigate or identify Money Laundering. All other provisions of Anti-Money Laundering procedures shall be read in Company's KYC Policy and AML Policy. Depending on the method of replenishment and the payment system chosen by Client, Client acknowledges that he may need to provide additional information or go through the additional procedures necessary at the discretion of Company in order to make a proper payment.
8. ACCOUNT MAINTENANCE.
Company may reject Client's application for opening an account or close Client's account for any reason at the discretion of Company without explaining the reasons for this action. Company has the right to require Client to provide Company with additional information or documentation to continue the maintenance of Client's account by Company. Client acknowledges that Company may at any time, in its sole discretion, restrict trading, payments or transfers. Client understands and agrees that Company is not obliged to prove in any way the accuracy of operations and actions performed on Client's trading account, as well as to confirm or give explanations about blocking the trading account, disabling the trading account, revising the trading results or other actions. Company has the right to cancel the execution of the order or order processed due to an obvious dealer error or executed at a non-market quotation. Company, at its discretion, has the right to recognize the operations on the trading server as non-market. Client understands that in the framework of trading operations there is no physical delivery of currency. Gains or losses on trading operations are charged/deducted from the balance of Client's trading account immediately after the position is closed.
9. SECURITY AND CONFIDENTIALITY.
Client agrees and acknowledges that Client is the exclusive owner and solely responsible, jointly and severally if applicable, for the confidentiality and protection of Client's account number(s) and password(s) that allows Client to place on-line orders and access to Company's electronic trading systems. Client further agrees that Client will be fully responsible for all activities including brokerage transactions that arise from the use of Client's account number(s) and password(s). Client agrees to indemnify and hold Company harmless from: if any other person utilizing Client's confidential information provides instructions to Company that may be contrary to Client's instructions. Client will immediately notify Company in writing or by e-mail of any loss, theft or unauthorized use of Client's account number and/ or passwords.
10. NO ADVICE.
Client acknowledges that Company does not and will not give investment, legal or tax advice. Client acknowledges that Company makes no representations concerning the tax implications or treatment of foreign exchange contracts. Client agrees that Client is a self-directed investor and all orders entered are unsolicited and based on Client's own investment decision or the investment decision of Client's duly authorized representative. Client agrees that neither Company nor any of its employees may be Client's duly authorized representative and that Client will neither solicit nor rely upon Company or any of its employees for any such advice. Client understands that Client is solely responsible for all orders entered, including but not limited to trade qualifiers, the number of trades entered, the suitability of any trade(s), investment strategies and risks associated with each trade, and will not hold Company or any of its employees liable for those investment decisions. Client further understands that Company does not and will not review the appropriateness or suitability of any transactions implemented or investment strategies employed in Client's account. Client hereby agrees to hold Company and its officers, directors, employees, agents and affiliates harmless from any liability, financial or otherwise, or expense (including attorneys' fees and disbursements), as incurred, as a result of any losses or damages. Client may suffer with respect to any such decisions, instructions, transactions or strategies employed in Client's account by Client or Client's duly authorized representative, or as a result of any breach by Client of any of the covenants, representations, acknowledgments or warranties herein.
11. TRADING RECOMMENDATIONS.
Client acknowledges that:
Any market recommendations and information communicated to Client by Company or by any person within Company, does not constitute an offer to sell or the solicitation of an offer to buy any foreign exchange contract. Such recommendation and information, although based upon information obtained from sources believed by Company to be reliable, may be based solely on a broker's opinion and that such information may be incomplete and may be unverified. Company makes no representations, warranties or guarantees as to, and shall not be responsible for, the accuracy or completeness of any such information or trading recommendation furnished to Client.
12. MARGINS AND DEPOSIT REQUIREMENTS.
Client is obliged to provide and maintain margins in such amounts and forms that Company may require at its discretion. Company has the right to change the margin requirements at any time without prior notice to Client. Company reserves the right to limit the number and/or total number of open positions of Client. Company reserves the right to close any position of Client at any time when it considers it necessary. Company shall not be liable for any loss or damage caused, directly or indirectly, by any events, actions or omissions, including, without limitation, losses or damages arising directly or indirectly due to any delays or inaccuracies in the transmission of orders and/or information and also as a result of a breakdown or failure of any means of transmission or communication. The execution of the received request for withdrawal of funds from the Customer's brokerage account is carried out by Company exclusively within the free margin of all Customer's trading accounts at the time of the execution of the request. Client understands and agrees that if there are open positions and/or pending orders on the accounts opened with Company, Client has no right to withdraw funds from the account. If the amount withdrawn by Client (including commission fees and other expenses for making a payment as provided for by the rules and the Customer Agreement) exceeds the amount of the free margin, Company has the right to reject this request. In the event that the amount of funds in Client's account becomes negative, Company has the right to redeem the minus result on this account without acceptance by transferring funds from any other account in Client's Personal Account or from any other Personal Account, if Company believes that there is a relationship Personal account with Client.
If the Client requests a withdrawal without there being any trading activity on the account, the Company has the right to charge a commission of 13% of the deposit amount from the Client's account for the deposit and withdrawal of funds.
Trading activity is considered to be the existence of at least 10 trading operations with a duration of 3 minutes or longer each.
13. ROLLOVERS.
Company may, in its sole discretion and without notice to Client, offset Client's open positions, rollover Client's open positions into the next settlement time period, or make or receive delivery on behalf of Client upon any terms and by any methods deemed reasonable by Company, in its sole discretion. Terms and/ or methods for delivering, offsetting, or rolling over Client's open positions may differ on a Client-by-Client basis, at Company's sole discretion. The Company has the right to terminate maintaining of the Client's trading account and withdraw the commission for inactivity of 30 (thirty) USD, if it is more than 60 (sixty) days have elapsed since the last operation on the trading account. Such trading Account shall be deemed as 'Inactive Account' and placed to archive. Inactive Account can be re-activated on Client's request.
14. CANCELLATION AND MODIFICATION REQUESTS.
Client acknowledges that it may not be possible to cancel or modify an order. Client understands and agrees that, if an order cannot be cancelled or modified, Client is bound by any execution of the original order. Company is not liable to Client if Company is unable to cancel or modify an order. Client further acknowledges that attempts to modify or cancel and replace an order can result in an over-execution of the order, or the execution of duplicate orders, that Company's systems do not prevent over-execution on duplicate orders from occurring, and that Client shall be responsible for all such executions. Client agrees not to assume that any order has been executed or cancelled until Client has received confirmation from Company with regard to order execution. Client is responsible for knowing the status of Client's pending orders before entering additional orders. Client agrees to contact Company in the event Client is unclear on the status of an order. Client agrees to regularly review Client's online Account Statement to confirm the status of Client's orders. All relevant information on transactions, receipts and withdrawals is displayed only in MetaTrader 4. Taking that technical features of the said platform do not allow displaying some information in Client's personal account. The Company does not guarantee obtaining prices strictly according to the specified trading schedule, the beginning of the trading session for a particular instrument may be with a delay. The Client acknowledges that in any case, no claims are accepted about the inability to operate a position as a result of the delay caused and assumes responsibility for all risks associated with it.
15. LIQUIDATION OF ACCOUNTS.
In the event of:
(a) Death or judicial declaration of incompetence of Client;
(b) Filing of a petition in bankruptcy, or a petition for the appointment of a receiver, or the institution of any insolvency or similar proceeding by or against Client;
(c) Insufficient margin, or Company's determination that any collateral deposited to protect one or more accounts of Client is inadequate, regardless of current market quotations, to secure the account;
(d) Client's failure to provide Company any information requested pursuant to this Agreement;
(e) Any other circumstances or developments that Company deems appropriate for its protection, and in Company's sole discretion, it may take one or more, or any portion of, the following actions:
1. Sell any or purchase any or all currency contracts, securities or other property held or carried for Client;
2. Cancel any or all outstanding orders or contracts, or any other commitments made with Client. Any of the above actions may be taken without demand for margin or additional margin, without prior notice of sale or purchase or other notice to Client, Client's personal representatives, heirs, executors, administrators, trustees, legatees or assigns and regardless of whether the ownership interest shall be solely Client's or held jointly with others.
16. OFFSET INSTRUCTIONS.
Offset instructions on currency positions open prior to settlement arriving at settlement date must be given to Company at least 1 (one) business day prior to the settlement or vaIue day. Alternatively, sufficient funds to take delivery or the necessary delivery documents must be in the possession of Company within the same period described above. If neither instructions, funds nor documents are received, Company may without notice, either offset Client's position or roll Client's positions into the next settlement time period or make or receive delivery on behalf of Client upon such terms and by such methods deemed reasonable by Company in its sole discretion.
17. CHARGES.
Client shall pay such charges (including, without limitation, markups and markdowns, statement charges, idle account charges, order cancellation charges, account transfer charges, introducing broker and money manager fees, or other charges) arising out of Company providing services hereunder. Company may change its charges without notice. All such charges shall be paid by Client as they are incurred, or as Company in its sole and absolute discretion may determine, and Client hereby authorizes Company to withdraw the amount of any such charges from Client's account(s).
18. DEPOSITS AND WITHDRAWALS.
Company does not receive or distribute the funds of Client in cash currency or its equivalent. All transactions between Client and Company should be carried out by wire transfer, by check or in any other way in which Company can confirm the identity of both the sending and receiving parties, and in a manner that Company considers appropriate in its sole discretion. Company withdraws funds from the Customer's accounts only to personalized payment details belonging exclusively to the Customer. Personalized payment details must be confirmed by Company on the basis of copies of documents provided by Client. In the event that Client has not provided sufficient evidence that the payment details belong to him, Company has the right not to fulfill the withdrawal request until the payment details have been reliably confirmed. Withdrawal of funds is possible only for the same payment details, through the same payment system and in the same currency as the introduction of most of the deposit. Requests for withdrawal of funds are carried out in the deadlines set by Company in turn. The term for processing a request may be extended depending on the amount of withdrawal and the method of write-off. In order to prevent money laundering, fraud and other unauthorized actions, Company may limit the withdrawal of funds by Client. Client's brokerage account can be replenished by any method available at the time of making a deposit to Client's account. Client can make a transfer only on its own behalf. Transfers from third parties are not accepted. Company reserves the right to deny crediting funds received to the brokerage account if the transfer is received on behalf of a third party. In this case, Company returns the money to the sender. All costs associated with the return of funds are paid by Client. Client is responsible for the accuracy of the details provided in the application for withdrawal of funds.
19. SUSPICIOUS NON-TRADING OPERATIONS.
Company may declare a non-trading operation suspicious in cases including, but not limited to:
1. Abusing fund transferring without operations on trade accounts (less than 3 lots per every withdrawn 100 USD or equivalent);
2. Revelation of the unusual nature of operations that do not have obvious economic substance or obvious legal purpose;
3. Revelation of circumstances providing grounds to believe that the operations are being performed for the purpose of money laundering or financing terrorism;
4. Failure of Client to provide proof of identity or other documents for verification , as well as the submission of inaccurate information by the Client;
5. Inability to contact the Client using their registered email address and telephone number;
6. Submission of counterfeit or invalid documents.
Company reserves the right to investigate the nature of any suspicious non-trading operations, whereupon such operations will be suspended until the reasons for their occurrence are ascertained and the investigation is complete. During the course of an investigation Company shall have the right to block Client's accounts, request that Client provide proof of their identity, proof-of-payment documents, and other documents confirming the lawful possession and legitimate origin of the funds transferred to the Client's Account.
20. STATEMENTS AND CONFIRMATION.
Reports of the confirmation of orders and statements of accounts for Client shall be deemed correct and shall be conclusive and binding upon Client if not objected to immediately upon receipt and confirmed in writing within 1 (one) business day after the execution of Client's order. Company will provide Client with access to view Client's account at any time with an online login via the Internet. Failure to object shall be deemed ratification of all actions taken by Company or Company's agents prior to Client's receipt of said reports. Client's failure to receive a trade confirmation shall not relieve Client of the obligation to object as set out herein.
21. COMMUNICATIONS.
Reports, statements, notices and any other communications shall be transmitted to Client electronically by posting to Client's online account or via e-mail to the mail address on Client's application. Company is not responsible if the correspondence sent by email is not received by Client or if the e-mail is delayed, if delay or failure to receive the correspondence was caused by a third party. All communications sent by e-mail shall be deemed transmitted by Company when posted or sent and deemed delivered to Client personally, whether actually received by Client or not.
22. E-MAIL AND ELECTRONIC COMMUNICATIONS.
All e-mails sent to or from Company are monitored, checked and stored in Company's corporate e-mail system. Client acknowledges that there may be delays in receiving the email by the intended recipient of Client. Client agrees not to use email to transmit purchase or sale orders. Client agrees that Company is not responsible for any actions taken or any omissions in actions resulting from the use of e-mail by Client. Client understands and agrees that, in case of incorrect behavior of Client in communicating with an employee of Company, Company reserves the right to unilaterally terminate the contractual relationship with Client.
23. FORCE MAJEURE.
Company is not responsible for delays in placing orders due to a breakdown or failure of transmission or communication facilities, power outages or for any other reason beyond Company's control. Company is not liable for losses incurred as a result of the default and any other events that limit Company's access to money transferred by Client through any agent, bank, payment system or any other party used by Company in accordance with this Agreement. If Company cannot fulfill any of its obligations due to events beyond its control, such non-performance is not a violation of this Agreement, and the time provided for the fulfillment of such obligations must be extended for a time period equal to the duration of such an event. Events beyond the control of Company include among other things: wars, civil unrest, technical failures caused by third parties, including hardware and software failures, strikes, fires, floods, earthquakes, bankruptcies of banks or payment systems, government regulation or limitation, weather conditions that could not have been foreseen and which could not be prevented within a reasonable time, as well as other malfunctions and malfunctions caused by vandalism, theft, telephone interruptions, interruptions in the work of the Internet, viruses, as well as failures in equipment, power supply or communication. If such circumstances of force majeure are valid for more than 7 (seven) calendar days, Company will inform Client about such an event that impedes the provision of the service, including by publishing on Company's website, and Company will be exempt from any claims and commitments during and after such force majeure circumstances.
24. CURRENCY FLUCTUATION RISK.
If Client directs Company to enter into any foreign exchange transaction:
1. Any profit or loss arising as a result of a fluctuation in the exchange rate affecting such currency will be entirely for Client's account and risk;
2. All initial and subsequent deposits for margin purposes shall be made in USD, or another currency which Company may choose to accept, in such amounts as Company may in its sole discretion require, with subsequent deposits being in the same currency as the initial deposit;
3. Company is authorized to convert funds in Client's account for margin into and from such foreign currency at a rate of exchange determined by Company in its sole discretion on the basis of then prevailing money market rates.
25. RISK ACKNOWLEDGMENT.
Client acknowledges that investments in leveraged foreign transactions and other trading instruments are speculative, involve a high degree of risk, and are appropriate only for persons who can assume risk of loss of their margin deposit. Client understands that because of the low margin normally required in trading foreign exchange contracts, price changes in foreign exchange contracts trading may result in the loss of Client's margin deposit. Client warrants that Client is willing and able, financially and otherwise, to assume the risk of foreign exchange contracts trading, and in consideration of Company carrying his / her account(s), Client agrees not to hold Company responsible for losses incurred through following its trading recommendations or suggestions or those of its employees, agents or representatives. Client recognizes that guarantees of profit or freedom from loss are impossible in foreign exchange trading. Client acknowledges that Client has received no such guarantees from Company or from any of its representatives or any introducing agent or other entity with whom Client is conducting his/ her Company account and has not entered into this Agreement in consideration of or in reliance upon any such guarantees or similar representations.
26. NO SEPARATE AGREEMENTS.
Client acknowledges that Client has no separate agreement with Client's broker or any Company employee or agent regarding trading in Client's Company account, including any agreement to guarantee profits or limit losses in Client's account. Client understands that Client is under an obligation to notify Company's Representative immediately in writing as to any agreement of this type. Further, Client understands that any representations made by anyone concerning Client's account that differs from any statements Client receives from Company must be brought to the attention of Company's Representative immediately in writing. Client understands that Client must authorize every transaction prior to its execution unless Client has delegated discretion to another party by signing Company's limited power of attorney. Any disputed transactions must be brought to the attention of Company's AML Compliance Officer pursuant to the notice requirements of this Agreement. Client agrees to indemnify and hold Company harmless from all damages or liability resulting from Client's failure to notify Company's Representative within 1 (one) business day of any of the occurrences referred to herein. All notices required under this section shall be sent to Company at its e-mail address.
27. JOINT ACCOUNTS.
If this account is held by more than one person, all of the joint account holders are jointly and severally liable to Company for any and all obligations arising out of transactions in the account and agree to be bound by all terms and conditions of this Agreement and other written agreements relating to the account. In addition, each person named on the account has authority:
1. To trade for the account;
2. To receive all correspondence and documents in respect to the account;
3. To receive, deposit or withdraw money from the account;
4. To execute agreements relating to the account;
5. To deal with Company fully in all matters.
Company has the authority to require joint action by the parties of the account in matters of the account. Company has possession over the security of the account individually or jointly. In the event that Company receives notice of a dispute between or conflicting instructions from joint account holders, Company may, but is not required to, place restrictions on the account, including restrictions on withdrawals or transfers from an account, until Company receives satisfactory documentation that the dispute has been resolved or all joint account holders give Company joint instructions. In the event of the death of any of the account holders, the survivor(s) shall immediately give Company written notice thereof, and Company, before or after receiving such notice, may take such action, institute such proceedings, require such papers, retain such portion of the account, and restrict transactions in the account as Company may deem advisable to protect Company against any tax, liability, penalty, or loss under any present or future laws or otherwise. The estate(s) of any of the account holders who shall have died shall be liable, and the survivor(s) shall continue to be liable, to Company for all obligations in the account in any way resulting from the completion of transactions initiated prior to the receipt of Company of the written notice of the death of the decedent, or incurred in the liquidation of the account, or the adjustment of the interests of the respective parties. Each account holder is presumed to have equal share.
28. MANAGED ACCOUNTS.
Money Manager is a person or entity authorized to make decisions with respect to an account on behalf of the account's beneficial owners, including a trustee, custodian, conservator, guardian, executor, administrator, attorney-in-fact, or investment advisor or other person to whom Client has granted trading authority over an account. Client understands and agrees that Company may, but is not required to, review any action or inaction by a Money Manager with respect to an account and is not responsible for determining whether a Money Manager's action or inaction satisfies the standard of care applicable to such Money Manager's handling of the account. Client further understands and agrees that Company is not responsible for determining the validity of a person's or entity's status or capacity to serve as a Money Manager. Client agrees to hold Company and its officers, directors, employees, agents and affiliates harmless from any liability, claim, or expense, including attorneys' fees and disbursements, as incurred, for the actions or non-actions of Client's Money Manager.
29. AMENDMENT.
Client hereby agrees that Company reserves the right to unilaterally make changes and additions to the Agreement, regulatory documents, as well as to the information posted on Company's Web site whenever necessary. New versions of the Agreement will be posted on Company's Web site, and Company is not obliged to send an individual notification of such changes to each client. Client undertakes to visit Company's Web site on a regular basis in order to familiarize himself with such possible changes made by Company in legal documentation and other information. Client shall be deemed to be bound by the terms of such amendment under this Agreement.
30. SEVERABILITY.
This Agreement, any attachments hereto, and the terms and conditions contained in statements and confirmations, contain the entire agreement between the undersigned parties with respect to the subject matter hereof. If any provision or condition of this Agreement shall be held to be invalid or unenforceable by any court, or regulatory or self regulating agency or body, such provision shall be deemed modified, or, if necessary, rescinded in order to comply with the relevant court, or regulatory or self-regulatory agency or body. The validity of the remaining provisions and conditions shall not be affected thereby, and this Agreement shall be carried out as if such invalid or unenforceable provision or condition was not contained herein.
31. BINDING EFFECT.
This Agreement shall be continuous and shall cover, individually and collectively, all accounts of Client at any time opened or reopened with Company irrespective of any change or changes at any time in the personnel of Company or its successors, assigns, or affiliates. Client hereby ratifies all transactions with Company effected prior to the date of this Agreement, and agrees that the rights and obligations of Client in respect thereto shall be governed by the terms of this Agreement. Company has the right to transfer its rights and obligations under this Agreement or regulatory documents in whole or in part to a third party, provided that this third party agrees to the provisions of the Agreement and the relevant regulatory document(s), respectively. Such transfer of rights and obligations takes effect on 10 (tenth) business day from the day when it is considered that Client has received such notice in accordance with this Agreement or the terms of the relevant regulatory document.
32. TERMINATION.
This Agreement shall continue in effect until termination, and may be terminated by Client at any time when Client has no open position(s) and no liabilities held by or owed to Company upon the actual receipt by Company of written notice of termination via e-mail, provided that such termination shall not relieve either party of any obligations set out in this Agreement nor shall it relieve Client of any obligations arising out of prior transactions entered into in connection with this Agreement. In case of suspicion of non-compliance by Client with the rules of this Agreement and regulatory documents and / or suspicions of Client's manipulations aimed at exploiting Company's technical vulnerabilities, Company has the right to discretion without prior notification of Client and explanation of the reasons to block Client's account and take measures to write off Client's existing debt to Company and forward the balance of the trading account to Client, and terminate the Agreement with Client.
33. INDEMNIFICATION.
Client agrees to indemnify and hold Company, its affiliates, employees, agents, successors and assigns harmless from and against any and all liabilities, losses, damages, costs and expenses, including attorney's fees, incurred by Company arising out of Client's failure to fully and timely perform Client's responsibilities herein or should any of the representations and warranties fail to be true and correct. Client also agrees to pay promptly to Company all damages, costs and expenses, including attorney's fees, incurred by Company in the enforcement of any of the provisions of this Agreement and any other agreements between Company and Client.
34. TRANSFER OF FUNDS TO THE THIRD PARTY.
Company may transfer the funds received from Client to a third party (for example, a bank, a market, an intermediary broker, an over-the-counter counterparty or a clearing house) in order to store or control them to carry out financial transactions with or through a third party for Client's obligation to secure a pledge (for example, initial margin requirements) for a financial transaction. Company is not responsible for any actions or omissions of any third party, to which it has transferred the money to Client. The third party, to which Company transfers the money, may keep it in the joint account, therefore it is not always possible to separate this money from the money of other Clients or the money of the third party itself. In the event of insolvency or other similar situation involving a third party, Company can only submit an unsecured claim on behalf of Client, and Client is at risk due to the fact that the money received by Company from a third party will not be enough to satisfy Client's claim in respect of corresponding account. Company does not assume any responsibility or liability for any possible losses. Company may deposit Client's money in a third party depository that can receive collateral for them, have the right of retention or the right of this money compensation. The bank or broker with which Company conducts business may have interests that are contrary to the interests of Client.
35. CROSS TRADE CONSENT.
The undersigned hereby acknowledges and agrees that Company may act as the counter-party to Client for any trade entered for the undersigned's account. The undersigned hereby consents to any such transaction, subject to the limitations and conditions, if any, contained in the rules or regulations of any bank, institution, exchange or board of trade upon which such buy or sell orders are executed, and subject to the limitations and conditions.
36. TERMS AND HEADINGS.
The term "Company" shall be deemed to include Company, its affiliates, divisions, successors and assigns; the term "Client" shall mean the party (or parties) executing the Agreement; and the term "Agreement" shall include all other agreements and authorizations executed by Client in connection with the maintenance of Client's account with Company regardless of when executed. The paragraph headings in this Agreement are inserted for convenience of reference only and are not deemed to limit the applicability or affect the meaning of any of its provisions.
37. ACCEPTANCE.
This Agreement shall not be deemed to be accepted by Company nor become a binding contract between Client and Company until Client's information is verified and approved by Company.
38. JURISDICTION, VENUE, WAIVER OF JURY TRIAL AND SHORTENING OF LIMITATIONS PERIOD.
Client agrees that any civil action or other legal proceeding between Company or its employees or agents, on one hand, and Client on the other hand, arising out of or relating to this Agreement or Client's account shall be brought, heard and resolved only by a legal entity located in Saint Lucia and Client hereby waives trial by jury in any such action or proceeding and waives the right to have such proceeding transferred to any other location. No action, regardless of form, arising out of or relating to this agreement or transactions hereunder may be brought by Client more than one year after the cause of action arose.
39. GOVERNING LAW AND JURISDICTION.
This Agreement, as well as the rights and obligations of the parties under this Agreement, are governed by, interpreted and applied in all respects the laws of Saint Lucia without regard to the principles of the right to choose. Client agrees to never complain that such a place of court proceedings is inconvenient or that it has no legal force in relation to Client.
40. RECORDINGS.
Client agrees and acknowledges that all conversations regarding Client's account(s) between Client and Company personnel may be electronically recorded with or without the use of an automatic tone-warning device. Client further agrees to the use of such recordings and transcripts thereof as evidence by either party in connection with any dispute or proceeding that may arise involving Client or Company. Client understands that Company destroys such recordings at regular intervals in accordance with Company's established business procedures and Client hereby consents to such destruction.
41. USE OF COMPANY'S WEBSITE.
The website means Company website www.ecn.broker and any additional websites that Company may register. The website provides Client with content and information. Content on the website is provided for convenience, but it may be inaccurate or outdated. Client agrees to always rely on the confirmation of transactions and statements of Client as official records of Client's account. Financial or investment information provided by third parties - Company, which Company further provides to Client, and which includes market data, news, research, financial analysis, comments or tools, may not be directly related to Client's account. Information on the website is provided from sources that Company considers to be reliable, but does not guarantee their reliability. The information provided on Company's website is not personalized for Client, and Client agrees that the information provided to Client does not constitute a recommendation to Client regarding the advisability of buying and/or selling any currency or asset. Company has the right to change, revise, modify, add, update, delete or discontinue any part of Company's website without notice to Client. The website may contain hyperlinks to third-party websites. Company is not responsible for the information or content provided by such third-party websites. Client agrees that the market data, news and other information available to Client through Company's website and in Client's Personal Account is intended for Client's personal use, and that Client will not retransmit or publish this information in any form without the written consent Companies.
42. LANGUAGE PRIORITY.
n case of disagreement, the English version of this Agreement and the relevant Regulatory Documents takes precedence over the versions of this Agreement and the relevant Regulatory documents in other languages.
Reports of the confirmation of orders and statements of accounts for Client shall be deemed correct and shall be conclusive and binding upon Client if not objected to immediately upon receipt and confirmed in writing within 1 (one) business day after the execution of Client's order. Company will provide Client with access to view Client's account at any time with an online login via the Internet. Failure to object shall be deemed ratification of all actions taken by Company or Company's agents prior to Client's receipt of said reports. Client's failure to receive a trade confirmation shall not relieve Client of the obligation to object as set out herein.
21. COMMUNICATIONS.
Reports, statements, notices and any other communications shall be transmitted to Client electronically by posting to Client's online account or via e-mail to the mail address on Client's application. Company is not responsible if the correspondence sent by email is not received by Client or if the e-mail is delayed, if delay or failure to receive the correspondence was caused by a third party. All communications sent by e-mail shall be deemed transmitted by Company when posted or sent and deemed delivered to Client personally, whether actually received by Client or not.
22. E-MAIL AND ELECTRONIC COMMUNICATIONS.
All e-mails sent to or from Company are monitored, checked and stored in Company's corporate e-mail system. Client acknowledges that there may be delays in receiving the email by the intended recipient of Client. Client agrees not to use email to transmit purchase or sale orders. Client agrees that Company is not responsible for any actions taken or any omissions in actions resulting from the use of e-mail by Client. Client understands and agrees that, in case of incorrect behavior of Client in communicating with an employee of Company, Company reserves the right to unilaterally terminate the contractual relationship with Client.
23. FORCE MAJEURE.
Company is not responsible for delays in placing orders due to a breakdown or failure of transmission or communication facilities, power outages or for any other reason beyond Company's control. Company is not liable for losses incurred as a result of the default and any other events that limit Company's access to money transferred by Client through any agent, bank, payment system or any other party used by Company in accordance with this Agreement. If Company cannot fulfill any of its obligations due to events beyond its control, such non-performance is not a violation of this Agreement, and the time provided for the fulfillment of such obligations must be extended for a time period equal to the duration of such an event. Events beyond the control of Company include among other things: wars, civil unrest, technical failures caused by third parties, including hardware and software failures, strikes, fires, floods, earthquakes, bankruptcies of banks or payment systems, government regulation or limitation, weather conditions that could not have been foreseen and which could not be prevented within a reasonable time, as well as other malfunctions and malfunctions caused by vandalism, theft, telephone interruptions, interruptions in the work of the Internet, viruses, as well as failures in equipment, power supply or communication. If such circumstances of force majeure are valid for more than 7 (seven) calendar days, Company will inform Client about such an event that impedes the provision of the service, including by publishing on Company's website, and Company will be exempt from any claims and commitments during and after such force majeure circumstances.
24. CURRENCY FLUCTUATION RISK.
If Client directs Company to enter into any foreign exchange transaction:
1. Any profit or loss arising as a result of a fluctuation in the exchange rate affecting such currency will be entirely for Client's account and risk;
2. All initial and subsequent deposits for margin purposes shall be made in USD, or another currency which Company may choose to accept, in such amounts as Company may in its sole discretion require, with subsequent deposits being in the same currency as the initial deposit;
3. Company is authorized to convert funds in Client's account for margin into and from such foreign currency at a rate of exchange determined by Company in its sole discretion on the basis of then prevailing money market rates.
25. RISK ACKNOWLEDGMENT.
Client acknowledges that investments in leveraged foreign transactions and other trading instruments are speculative, involve a high degree of risk, and are appropriate only for persons who can assume risk of loss of their margin deposit. Client understands that because of the low margin normally required in trading foreign exchange contracts, price changes in foreign exchange contracts trading may result in the loss of Client's margin deposit. Client warrants that Client is willing and able, financially and otherwise, to assume the risk of foreign exchange contracts trading, and in consideration of Company carrying his / her account(s), Client agrees not to hold Company responsible for losses incurred through following its trading recommendations or suggestions or those of its employees, agents or representatives. Client recognizes that guarantees of profit or freedom from loss are impossible in foreign exchange trading. Client acknowledges that Client has received no such guarantees from Company or from any of its representatives or any introducing agent or other entity with whom Client is conducting his/ her Company account and has not entered into this Agreement in consideration of or in reliance upon any such guarantees or similar representations.
26. NO SEPARATE AGREEMENTS.
Client acknowledges that Client has no separate agreement with Client's broker or any Company employee or agent regarding trading in Client's Company account, including any agreement to guarantee profits or limit losses in Client's account. Client understands that Client is under an obligation to notify Company's Representative immediately in writing as to any agreement of this type. Further, Client understands that any representations made by anyone concerning Client's account that differs from any statements Client receives from Company must be brought to the attention of Company's Representative immediately in writing. Client understands that Client must authorize every transaction prior to its execution unless Client has delegated discretion to another party by signing Company's limited power of attorney. Any disputed transactions must be brought to the attention of Company's AML Compliance Officer pursuant to the notice requirements of this Agreement. Client agrees to indemnify and hold Company harmless from all damages or liability resulting from Client's failure to notify Company's Representative within 1 (one) business day of any of the occurrences referred to herein. All notices required under this section shall be sent to Company at its e-mail address.
27. JOINT ACCOUNTS.
If this account is held by more than one person, all of the joint account holders are jointly and severally liable to Company for any and all obligations arising out of transactions in the account and agree to be bound by all terms and conditions of this Agreement and other written agreements relating to the account. In addition, each person named on the account has authority:
1. To trade for the account;
2. To receive all correspondence and documents in respect to the account;
3. To receive, deposit or withdraw money from the account;
4. To execute agreements relating to the account;
5. To deal with Company fully in all matters.
Company has the authority to require joint action by the parties of the account in matters of the account. Company has possession over the security of the account individually or jointly. In the event that Company receives notice of a dispute between or conflicting instructions from joint account holders, Company may, but is not required to, place restrictions on the account, including restrictions on withdrawals or transfers from an account, until Company receives satisfactory documentation that the dispute has been resolved or all joint account holders give Company joint instructions. In the event of the death of any of the account holders, the survivor(s) shall immediately give Company written notice thereof, and Company, before or after receiving such notice, may take such action, institute such proceedings, require such papers, retain such portion of the account, and restrict transactions in the account as Company may deem advisable to protect Company against any tax, liability, penalty, or loss under any present or future laws or otherwise. The estate(s) of any of the account holders who shall have died shall be liable, and the survivor(s) shall continue to be liable, to Company for all obligations in the account in any way resulting from the completion of transactions initiated prior to the receipt of Company of the written notice of the death of the decedent, or incurred in the liquidation of the account, or the adjustment of the interests of the respective parties. Each account holder is presumed to have equal share.
28. MANAGED ACCOUNTS.
Money Manager is a person or entity authorized to make decisions with respect to an account on behalf of the account's beneficial owners, including a trustee, custodian, conservator, guardian, executor, administrator, attorney-in-fact, or investment advisor or other person to whom Client has granted trading authority over an account. Client understands and agrees that Company may, but is not required to, review any action or inaction by a Money Manager with respect to an account and is not responsible for determining whether a Money Manager's action or inaction satisfies the standard of care applicable to such Money Manager's handling of the account. Client further understands and agrees that Company is not responsible for determining the validity of a person's or entity's status or capacity to serve as a Money Manager. Client agrees to hold Company and its officers, directors, employees, agents and affiliates harmless from any liability, claim, or expense, including attorneys' fees and disbursements, as incurred, for the actions or non-actions of Client's Money Manager.
29. AMENDMENT.
Client hereby agrees that Company reserves the right to unilaterally make changes and additions to the Agreement, regulatory documents, as well as to the information posted on Company's Web site whenever necessary. New versions of the Agreement will be posted on Company's Web site, and Company is not obliged to send an individual notification of such changes to each client. Client undertakes to visit Company's Web site on a regular basis in order to familiarize himself with such possible changes made by Company in legal documentation and other information. Client shall be deemed to be bound by the terms of such amendment under this Agreement.
30. SEVERABILITY.
This Agreement, any attachments hereto, and the terms and conditions contained in statements and confirmations, contain the entire agreement between the undersigned parties with respect to the subject matter hereof. If any provision or condition of this Agreement shall be held to be invalid or unenforceable by any court, or regulatory or self regulating agency or body, such provision shall be deemed modified, or, if necessary, rescinded in order to comply with the relevant court, or regulatory or self-regulatory agency or body. The validity of the remaining provisions and conditions shall not be affected thereby, and this Agreement shall be carried out as if such invalid or unenforceable provision or condition was not contained herein.
31. BINDING EFFECT.
This Agreement shall be continuous and shall cover, individually and collectively, all accounts of Client at any time opened or reopened with Company irrespective of any change or changes at any time in the personnel of Company or its successors, assigns, or affiliates. Client hereby ratifies all transactions with Company effected prior to the date of this Agreement, and agrees that the rights and obligations of Client in respect thereto shall be governed by the terms of this Agreement. Company has the right to transfer its rights and obligations under this Agreement or regulatory documents in whole or in part to a third party, provided that this third party agrees to the provisions of the Agreement and the relevant regulatory document(s), respectively. Such transfer of rights and obligations takes effect on 10 (tenth) business day from the day when it is considered that Client has received such notice in accordance with this Agreement or the terms of the relevant regulatory document.
32. TERMINATION.
This Agreement shall continue in effect until termination, and may be terminated by Client at any time when Client has no open position(s) and no liabilities held by or owed to Company upon the actual receipt by Company of written notice of termination via e-mail, provided that such termination shall not relieve either party of any obligations set out in this Agreement nor shall it relieve Client of any obligations arising out of prior transactions entered into in connection with this Agreement. In case of suspicion of non-compliance by Client with the rules of this Agreement and regulatory documents and / or suspicions of Client's manipulations aimed at exploiting Company's technical vulnerabilities, Company has the right to discretion without prior notification of Client and explanation of the reasons to block Client's account and take measures to write off Client's existing debt to Company and forward the balance of the trading account to Client, and terminate the Agreement with Client.
33. INDEMNIFICATION.
Client agrees to indemnify and hold Company, its affiliates, employees, agents, successors and assigns harmless from and against any and all liabilities, losses, damages, costs and expenses, including attorney's fees, incurred by Company arising out of Client's failure to fully and timely perform Client's responsibilities herein or should any of the representations and warranties fail to be true and correct. Client also agrees to pay promptly to Company all damages, costs and expenses, including attorney's fees, incurred by Company in the enforcement of any of the provisions of this Agreement and any other agreements between Company and Client.
34. TRANSFER OF FUNDS TO THE THIRD PARTY.
Company may transfer the funds received from Client to a third party (for example, a bank, a market, an intermediary broker, an over-the-counter counterparty or a clearing house) in order to store or control them to carry out financial transactions with or through a third party for Client's obligation to secure a pledge (for example, initial margin requirements) for a financial transaction. Company is not responsible for any actions or omissions of any third party, to which it has transferred the money to Client. The third party, to which Company transfers the money, may keep it in the joint account, therefore it is not always possible to separate this money from the money of other Clients or the money of the third party itself. In the event of insolvency or other similar situation involving a third party, Company can only submit an unsecured claim on behalf of Client, and Client is at risk due to the fact that the money received by Company from a third party will not be enough to satisfy Client's claim in respect of corresponding account. Company does not assume any responsibility or liability for any possible losses. Company may deposit Client's money in a third party depository that can receive collateral for them, have the right of retention or the right of this money compensation. The bank or broker with which Company conducts business may have interests that are contrary to the interests of Client.
35. CROSS TRADE CONSENT.
The undersigned hereby acknowledges and agrees that Company may act as the counter-party to Client for any trade entered for the undersigned's account. The undersigned hereby consents to any such transaction, subject to the limitations and conditions, if any, contained in the rules or regulations of any bank, institution, exchange or board of trade upon which such buy or sell orders are executed, and subject to the limitations and conditions.
36. TERMS AND HEADINGS.
The term "Company" shall be deemed to include Company, its affiliates, divisions, successors and assigns; the term "Client" shall mean the party (or parties) executing the Agreement; and the term "Agreement" shall include all other agreements and authorizations executed by Client in connection with the maintenance of Client's account with Company regardless of when executed. The paragraph headings in this Agreement are inserted for convenience of reference only and are not deemed to limit the applicability or affect the meaning of any of its provisions.
37. ACCEPTANCE.
This Agreement shall not be deemed to be accepted by Company nor become a binding contract between Client and Company until Client's information is verified and approved by Company.
38. JURISDICTION, VENUE, WAIVER OF JURY TRIAL AND SHORTENING OF LIMITATIONS PERIOD.
Client agrees that any civil action or other legal proceeding between Company or its employees or agents, on one hand, and Client on the other hand, arising out of or relating to this Agreement or Client's account shall be brought, heard and resolved only by a legal entity located in Saint Lucia and Client hereby waives trial by jury in any such action or proceeding and waives the right to have such proceeding transferred to any other location. No action, regardless of form, arising out of or relating to this agreement or transactions hereunder may be brought by Client more than one year after the cause of action arose.
39. GOVERNING LAW AND JURISDICTION.
This Agreement, as well as the rights and obligations of the parties under this Agreement, are governed by, interpreted and applied in all respects the laws of Saint Lucia without regard to the principles of the right to choose. Client agrees to never complain that such a place of court proceedings is inconvenient or that it has no legal force in relation to Client.
40. RECORDINGS.
Client agrees and acknowledges that all conversations regarding Client's account(s) between Client and Company personnel may be electronically recorded with or without the use of an automatic tone-warning device. Client further agrees to the use of such recordings and transcripts thereof as evidence by either party in connection with any dispute or proceeding that may arise involving Client or Company. Client understands that Company destroys such recordings at regular intervals in accordance with Company's established business procedures and Client hereby consents to such destruction.
41. USE OF COMPANY'S WEBSITE.
The website means Company website www.ecn.broker and any additional websites that Company may register. The website provides Client with content and information. Content on the website is provided for convenience, but it may be inaccurate or outdated. Client agrees to always rely on the confirmation of transactions and statements of Client as official records of Client's account. Financial or investment information provided by third parties - Company, which Company further provides to Client, and which includes market data, news, research, financial analysis, comments or tools, may not be directly related to Client's account. Information on the website is provided from sources that Company considers to be reliable, but does not guarantee their reliability. The information provided on Company's website is not personalized for Client, and Client agrees that the information provided to Client does not constitute a recommendation to Client regarding the advisability of buying and/or selling any currency or asset. Company has the right to change, revise, modify, add, update, delete or discontinue any part of Company's website without notice to Client. The website may contain hyperlinks to third-party websites. Company is not responsible for the information or content provided by such third-party websites. Client agrees that the market data, news and other information available to Client through Company's website and in Client's Personal Account is intended for Client's personal use, and that Client will not retransmit or publish this information in any form without the written consent Companies.
42. LANGUAGE PRIORITY.
n case of disagreement, the English version of this Agreement and the relevant Regulatory Documents takes precedence over the versions of this Agreement and the relevant Regulatory documents in other languages.