APC Prime
CLIENT SERVICES AGREEMENT
APC Prime is a trademark of APC Prime Ltd, (hereinafter the )“Company” or “we” or “us”) and its Affiliate Members (both the Company and its Affiliate Members hereinafter be referred jointly as “the Companies”), is registered in St. Lucia, under registration number 2024-00565.
The Company may provide the investment services specified in this Client Services Agreement (hereafter the "Agreement").
The Client accepts and understands that the Company’s official language is the English language. Any translated version of the Agreement and/or any other agreement or communication may be provided solely for convenience purposes. In the event of a dispute, the English versions shall prevail.
The relationship between the Client and the Company shall be governed by this Agreement. This Agreement may be electronically executed on-line by clicking the designated acceptance button and this Agreement has the same legal effect and confers the same legal rights upon the parties as if it had been signed by hands.
The Client hereby acknowledges and agrees that by completing and submitting the account opening documentation forms of the Company and/or clicking the designated buttons for acceptance, the Client fully agrees to abide and be bound by the terms set out in this Agreement.
Definitions of Terms
Access Codes Means any credentials (i.e. unique username and password) provided by the Company for accessing the Trading Platform(s) or credentials used by the Client to access the Client Portal;
Agreement: Means this document;
Applicable Regulations: Means the rules of any relevant regulatory authority, the rules of any relevant exchange, and all other applicable laws and rules in force from time to time including among others the Securities Regulations, the Anti-Money Laundering and Countering the Financing of Terrorism Acts and the Prevention of Terrorism Acts etc.
Authorized Person: Means an individual duly authorized on behalf of the Client to perform under the Agreement;
Balance: Means the net of all realized profits and losses on executed Transactions and deposits/withdrawals to/from an account;
Base currency: Means the designated currency of the Client’s Account;
CFD: Means a contract for difference;
Charges: Means all charges, fees, mark-up, mark-down or other remuneration payable to the Company under this Agreement in connection with a Transaction;
Client: Means any natural or legal person to whom the Company provides its Services;
Client Account: Means any and all accounts for trading opened by the Client with the Company;
Client’s Bank Account: Means an account held in the name of the Client and/or the name of the Company on behalf of the Client with a bank or other institution or any electronic payment provider or a credit card processor;
Client Portal: The portal on the Company’s Website through which the Client can access the Client Account;
Company’s Website: Means the Company’s website i.e., www.apcprime.com;
Electronic Systems: Means any electronic trading facility offered by the Company (e.g. MetaTrader platforms, web-based platforms, mobile platforms, etc.), including the Client Portal on or through which a Client may send information including prices, orders, bids, offers and executions for the purposes of trading with or through the Company including any hardware, software and/or communications link;
Equity: Means with respect to a Client’s Account the aggregate of (i) the Balance; and (ii) unrealized profit or loss on open positions (after deduction of any Charges and the application of any Spread on closing of a position) – which can be expressed as follows: Balance +/- Open Positions – Spread - Charges;
Event of Default: Shall have the meaning given in paragraph 36 of this Agreement;
Financial Instruments: Means any Contracts for Differences on spot Forex, spot precious metals, futures, shares or any other commodities available for trading, as well as options, futures, swaps, forward rate agreements and any other derivative contracts relating to securities, commodities, currencies, interest rates or yields, or other derivative instruments.
Forex: Means trades on the foreign exchange market;
Free Margin: Means the amount of funds in the Client’s Account in excess of the Margin requirement and available as collateral for trading;
Free Margin = Equity – Margin;
Introducing Broker: Means any legal entity or a natural person obtaining remuneration from the Company for introducing Clients to the Company as per the provisions of the “Introducers Agreement” entered into between the Parties;
Margin: Means the funds determined by the Company in its absolute discretion that a Client is required to deposit with the Company as collateral to secure the Client’s liability for any losses which may be incurred in respect of any Transaction and is required as a condition of entering into and/or maintaining a Transaction with an open position;
Margin Level: Means: (Equity / Margin) * 100; it determines the conditions of the Client’s Account.
Power of Attorney: Means the power to authorize a third party to act on behalf of the Client in all the business relationships with the Company;
Reference Asset: Means property of any description (including a currency or currency pair) or an index or other factor designated in a CFD Transaction to which reference is made to fluctuations in the value or price for the purpose of determining profits or losses under the CFD Transaction;
Regulated Market: Means the multilateral system managed or operated by a market operator and which brings together or facilitates the bringing together of multiple third-party buying and/or selling interests in financial instruments - in the system and in accordance with its non- discretionary rules - in a way that results in a contract, in respect of the financial instruments admitted to trading under its rules and/or systems, and which i s authorized by a competent authority as such and functions regularly;
Services: Means the services provided to a Client as described in this Agreement;
Swap rate: Means a charge by the Company for the interest cost and associated costs incurred in relation to the overnight rollover of an open position;
Spread: Means the difference between the lower bid price and higher offer price of a quoted two-way price for a Financial Instrument
The Company: Means APC Prime Ltd, and its Affiliate Members (both the Company and its Affiliate Members hereinafter be referred jointly as “the Companies”. the company is registered in St. Lucia, under registration number NO. 2024-00565., the company`s website is: www.apcprime.com
and its official email is: [email protected];
Trading Platform: Means the trading platform set up by the Company on which the Client trades Financial Instruments;
Transaction: Means any type of transaction performed by the Company in the Client’s account including but not limited to purchase and sale transactions involving Financial Instruments, deposits and withdrawals.
Scope and Application
This Agreement (and any amendments to this Agreement) supersedes any previous agreement between the Company and the Client on the same subject matter and takes effect between the Company and the Client.
This Agreement sets out the basis on which the Company agrees to provide its Services subject to Applicable Regulations
This Agreement is provided to assist the Client in making an informed decision about the Company, its services, and the risks of the Financial Instruments.
This Agreement should be read in its entirety in deciding whether:
to buy, sell or to continue to hold any Financial Instrument; and/or
to be provided with the Services.
Provision of Services
The Company shall carry on business as dealing in securities, whether acting as principal or agent, by performing the below:
Makes or offers to make an agreement with another legal person to enter into or offer to enter into an agreement, for or with a view to acquiring, disposing of, subscribing for or underwriting securities or in any way that effects or causes to affect a securities transaction.
Without limiting the generality of the above point, causes any sale or disposition of or other dealing or any solicitation in respect of securities for valuable consideration, whether the terms of payment be on margin, instalment or otherwise or any attempt to do any of the foregoing.
Participates as a securities dealer in any transaction in a security occurring upon a securities exchange.
Receives as a securities dealer an order to buy or sell a security which is executed.
Manages a portfolio of securities for another Company on terms under which the first mentioned Company may hold property of the other.
The services of paragraph 3.1 shall involve transactions in Financial Instruments not admitted to trading in Regulated Markets and are Over the Counter ("OTC") traded instruments such as CFDs or any other financial instruments or commodities. By accepting this Agreement, the Client acknowledges, and agrees he has given express prior consent to the execution of orders by the Company outside a Regulated Market.
The Client acknowledges that the services of paragraph 3.1 do not constitute the provision of investment advice.
Account opening Process
Before opening a new account, the Company provides to the Client via the Website or through email or in person with the required information regarding the Company as well as the applicable terms and conditions. After logging on the website of the Company, the Client will complete and/or receive the application package which consists of the following:
account application form,
relevant information/documents of the client,
Pro-forma agreement (Client Services Agreement).
The Company is obligated by the Applicable Regulations to perform KYC and Due diligence procedures in order to verify the identity of each person who registers online via the Company’s Website. For this purpose, the Company will collect information about the Client such as name, surname, address, telephone number, email, nationality, date of birth and other details.
When the Company receives the Client’s completed online application form, it may use the information to conduct any further enquiries about the Client as the Company determines under the circumstances and its internal policies and procedures. The Company also carries out additional checks or periodic reviews. The Client will need to co-operate with the Company and supply the information requested promptly. The Company relies on the information that it is provided by the Client in the online application form or otherwise as being correct and not misleading at all times, unless you notify us otherwise in writing. In particular, the Client must notify the Company as soon as possible in writing if any of the details provided to us in his application form or if his circumstances have subsequently changed.
The Company will assess the information received by the Client during the Account Opening Procedure in order to determine whether the Client is eligible or not in investing and/or operating a trading account with the Company.
Acknowledgement of Risks
Contracts for difference, options, futures, swaps, forward rate agreements and many other derivatives (including most put options) are leveraged products and involve a high level of risk. It is possible for the Client to lose all his capital invested. Therefore, these products may not be appropriate or suitable for everyone, and the Client should ensure that he understands the risks involved.
The Client will not be required to cover losses exceeding his invested capital as the Company applies a negative balance protection policy (subject to the provisions on Negative Balance Protection Abuse in paragraph 31). If the Client considers that he is not properly able to understand the investment risks involved, he should seek independent advice.
The Client unreservedly acknowledges and accepts that, regardless of any information, which may be offered by the Company, the value of any investment in Financial Instruments may increase or decrease and there is a substantial risk that the investment may become of no value. In the case of Financial Instruments which are contracts for differences or other contractually based derivatives the entire amount of margin deposit may be lost.
The Client acknowledges that the Company has not solicited, or in any other way recommended his/her participation in trading with the Company pursuant to any particular trading system, and that the Client has made inquiries and conducted sufficient research to make an informed investment decision.
The Client unreservedly acknowledges and accepts that he runs a great risk of incurring losses and damages as a result of purchasing and/or selling any Financial Instrument and the Client accepts and declares that he is willing to undertake this risk.
The Client acknowledges and accepts that the Company does not and shall not provide any investment advice. Where applicable, any general views expressed to the Client by the Company (whether orally or in writing) on eٍconomic climate, markets, investment strategies or investments, trading suggestions, research or other such information are not to be viewed as investment advice or recommendations by the Company and shall not give rise to any advisory relationship. Each decision by the Client to enter into a Contract for Difference or any other trading product offered by the Company is an independent decision by the Client. The Company is not acting as an advisor to or serving as a fiduciary of the Client and the Company specifically disclaims any such duties.
The Client acknowledges and accepts that the Company may, from time to time and at its discretion, provide the Client (or in newsletters which it may post on its Website, or provide to subscribers via its Website or otherwise) with information, news, market commentary or other information but not as part of its Services to the Client. Where it does so:
the Company will not be responsible for such information;
the Company gives no representation, warranty or guarantee as to the accuracy, correctness or completeness of such information or as to the tax or legal consequences of any related Transaction;
this information is provided solely to enable the Client to make his own investment decisions and does not amount to investment advice or unsolicited financial promotions to the Client;
if the information contains a restriction on the person or category of persons for whom that document is intended or to whom it is distributed, the Client agrees that he will not pass it on to any such person or category of persons;
the Client accepts that prior to dispatch, the Company may have acted upon it itself to make use of the information on which it is based. The Company does not make representations as to the time of receipt by the Client and cannot guarantee that he will receive such information at the same time as other Clients. It is understood that market commentary, news, or other information provided or made available by the Company are subject to change and may be withdrawn at any time without notice.
The Client acknowledges and accepts that the Company will not be under any duty to provide the Client with any legal, tax or other advice relating to any Transaction. The Client may wish to seek independent advice before entering into a Transaction/if he is in any doubt as to whether he may incur any tax liabilities. The Client is hereby warned that tax laws are subject to change from time to time.
The Client confirms that the funds deposited to the account held with the Company are derived from legitimate sources. The Client further acknowledges and confirms that he/she has the financial resources and relevant knowledge to make an informed decision regarding the funding and trading of the account, and that the Client is trading on his/her own behalf and on his/her own accord.
When the Client makes a decision to trade in any Financial Instrument, the Client should consider the risks inherent in such Financial Instrument and in any strategies related thereto. The Client’s risk assessment should include a consideration of various risks such as credit risk, market risk, liquidity risk, interest rate risk, foreign exchange risk, business, operational and insolvency risk and the risks of “over-the-counter” (as opposed to on-exchange) trading.
The preceding paragraphs does not constitute investment advice based on the Client’s personal circumstances, nor is it a recommendation to use any of the services or invest in any Financial Instrument. Where the Client is unclear as to the meaning of any of the above disclosures or warnings, the Client is strongly recommended to seek independent legal or financial advice.
The Client acknowledges and accepts that there may be risks other than those mentioned in this section The Client also acknowledges and accepts that he has read and accepted the “Risk Disclosure” document, which is available on the Company’s website.
Electronic Systems and Trading
The Company shall provide the Client with Access Codes for entering into Transactions or dealings with or through the Company. Such Access Codes can be used to access the Electronic Systems. Any such dealings shall be carried out on the basis set out in this paragraph and on the basis of any additional agreement which the Company may enter into with the Client to regulate such activity.
The Client acknowledges and accepts that the Company has the right to restrict any access to its Electronic Systems where it deems appropriate, for the smooth operation of its Electronic Systems as well as to protect other client’s interest and its own. The Client will only be entitled to access the Electronic Systems and enter into dealings for its own use on a non-exclusive, nontransferable basis.
If the Company believes that there is likely to be a breach of security, it reserves the right to edit, amend or issue the Client with new Access Codes or require a change of the Client’s Access Codes at any time by giving notice to the Client.
All rights and interests and all intellectual property rights (including, without limitation, all trademarks and trade names in or relating to the Company) are owned by the Company or the Company’s suppliers or licensors and will remain the Company’s property or that of the Company’s suppliers or licensors at all times. The Client will have no right or interest in those intellectual property rights other than the right to access the Electronic Systems. The Client shall not copy, license, sell, transfer, make available the Electronic Systems or information on the Electronic Systems to any other person. The Client shall not remove or alter any copyright notice, or other proprietary or restrictive notice contained in the Electronic Systems.
The Client shall take all necessary precautions to ensure the confidentiality of all information, including, but not limited to, the Access Codes to the Electronic Systems, Transaction activities, account balances, as well as all other information and all orders. The Client shall be solely responsible for all orders and the accuracy of all information sent via the internet using its Access Codes. The Client acknowledges that the Company bears no responsibility in the case that the Access Codes are used in an unauthorized manner by any third party, except where unauthorized use is the result of the Company' default. The Client is strongly advised not to use any public computer to login with his Access Codes. The Client should always logout from the Electronic Systems. The Client shall ensure that no computer viruses, worms or similar items are introduced through the Electronic Systems to the Company’s computer systems and networks. The Client will be responsible for the installation and proper use of any virus detection software which the Company may require.
The Client undertakes to notify the Company immediately if it comes to his attention that the Client’s Electronic System Access Codes are being used unauthorized.
To the extent permitted by Applicable Regulations, the Company shall not be liable for:
any loss, expense, cost or liability (including consequential loss) suffered or incurred by the Client as a result of instructions being given, or any other communication being made via the internet or other electronic media; the Client shall be solely responsible for all orders, and for the accuracy of all information, sent via such electronic media; and
any loss or damage that may be caused to any equipment or software due to any viruses, defects or malfunctions in connection with the access to, or use of, the Electronic Systems.
The Client shall indemnify, defend, and hold the Company harmless from any claim, proceeding, loss or damages based upon any use, misuse, or unauthorized use of the Client Electronic System and Trading Platform(s) through the Access Codes.
If the Client wants to use a third party software application to provide trading signals or advice or other trading assistance (an “Expert Advisor”) or uses MetaTrader Hosting, a hosting environment allowing for real-time access to the Client’s Company Account, the Company and its third party suppliers or licensors make no warranties or representations of any kind, whether expressed or implied for the service it is providing. The Company and its third party suppliers or licensors also disclaim any warranty of merchantability or fitness for any particular purpose and will not be responsible for any damages that may be suffered by the Client, including loss of funds, data, non-deliveries or service interruptions by any cause or errors or omissions by the Client. The Client’s use of any information obtained by way of an Expert Advisor used in conjunction with MetaTrader Hosting or otherwise is at the Client’s own risk, and the Company and its third party suppliers specifically disclaim any responsibility for the accuracy or quality of information obtained through its services. Connection speed represents the speed of an end-to-end connection. The Company and its third party suppliers or licensors do not represent or guarantee the speed or availability of end-to-end connections. The Company and its third party suppliers or licensors shall not be subject to any damages or liability for any errors, omissions or delays therein including unavailability. The licensed products and all components thereof are provided on an “as is” basis and are separate and distinct from the services provided under this Agreement. Where the Company believes that a Client is using additional functionalities /plug-ins where it affects the reliability and/or smooth and/or orderly operation of the Electronic Systems the Company has the right to suspend or terminate the Client’s Account.
The Company makes every effort to deliver high-quality products. However, we do not guarantee that our products are free from defects. Our software is provided “as is” and the Client uses the web platform at his own risk. The Company makes no warranties as to performance, fitness for a particular purpose, or any other warranties whether expressed or implied. No oral or written communication from or information provided by the Company shall create a warranty. Under no circumstances shall the Company be liable for direct, indirect, special, incidental, or consequential damages resulting from the use, misuse, or inability to use this software, even if the Company has been advised of the possibility of such damages.
The Trading Platform(s) is not intended for distribution to, or use by, any person:
who is under the age of 18 years old and/or not of legal competence or of sound mind;
who resides in any country where such distribution or use would be contrary to local law or regulation. The Trading Platform(s) and any other service provided by the Company is not available to persons residing in any country where FX and CFD trading activity or such services would be contrary to local law or regulation. It is the Client’s responsibility to ascertain the terms of and comply with any local law or regulation to which the Client is subject;
who is a citizen or resident of certain jurisdictions the Company does not accept Clients from; or
who is an employee, director, associate, agent, affiliate, relative, or otherwise connected to the Company or any affiliate thereto.
Without derogating from the above, the Company reserves the right, acting reasonably, to suspend and/or refuse access to and use of the Trading Platform(s) and/or close the Trading Account and terminate the Client Agreement to anyone in its sole and absolute discretion.
The Client acknowledges that the Company may provide the Trading Platform(s) to other parties, and agree that nothing herein will be deemed or construed to prevent us from providing such services.
Subject to the terms and conditions of this Agreement, the Company hereby grants the Client, a personal limited, non-exclusive, revocable, non-transferable and nonsub-licensable license to install and/or use the Trading Platform(s) in object code only, solely for your personal use and benefit in accordance with the terms of this Agreement.
If any third-party software is included within or embedded in the Trading Platform(s), then such embedded third-party software shall be provided subject to the terms of this Agreement which apply to the Trading Platform(s). The Client shall fully comply with the terms of any Third Party Licenses that the Company provides to him from time to time. The Company provides no express or implied warranty, indemnity or support for the Third-Party Licenses and will have no liability.
The Company reserves any and all rights to the Trading Platform(s) not expressly granted to the Client by this Agreement. The Trading Platform(s) is granted to the Client solely for facilitating trading with the Company and under no circumstances is sold to him. The Trading Platform(s), all copies and any derivative works thereof (by whoever created), the associated goodwill, copyrights, trademarks, logos, know how, patents and any intellectual property rights, are and shall remain owned solely by the Company or our licensors. Other than provided above in this paragraph, no other license, right, or interest in any goodwill, trademark, copyright, logo, know how, patent, service mark or other Intellectual Property Right in the Trading Platform(s) or any part or derivative work thereof is granted or conveyed to the Client.
The Client shall take all reasonable steps to:
procure and maintain in proper working order, throughout the term of this Agreement and at your own expense, the hardware, operating environment (including operating system software), backup means and infrastructure necessary for the installation, operation and maintenance of the Trading Platform(s) (including without limitation uninterruptible power systems and electrical back-up devices);
prevent any virus infections, security breaches, and other disabling events from damaging the Trading Platform(s) due to your actions or omissions;
implement and plan to operate and maintain appropriate protection in relation to the security and control of access to your computer, computer viruses or other similar harmful or inappropriate materials, devices, information or data.
The Client shall inform the Company in writing if he encounters any problems with the Trading Platform(s), or has any suggestions for modifications, design changes and improvements. The Company shall have the right, but not the obligation, to make modifications to the Trading Platform(s) based upon the Client’s suggestions. Any modifications, design changes and improvements made to the Trading Platform(s) based on your feedback shall be the undisputed sole property of the Company.
From time to time and at the Company’ sole discretion, the Company shall have the right to add to, modify, or remove any part of the Trading Platform(s) without liability under this Agreement and if it does so the Company shall use reasonable endeavors to replace any part of the Trading Platform(s) with an equivalent where practicable
The Company has the right to shut down the Trading Platform(s) at any time for maintenance purposes without prior notice to the Client. In these cases, the Trading Platform(s) will be inaccessible.
The Company make no express or implied representation or warranty:
that the Trading Platform(s) will be available for access all the time, or at any time on a continuous uninterrupted basis (access to the Trading Platform(s) may be affected, for example, by routine maintenance, repairs, reconfigurations or upgrades);
as to the operation, quality or functionality of the Trading Platform(s);
that the Trading Platform(s) will be free of errors or defects; and
that the Trading Platform(s) is free from viruses or anything else that has contaminating or destructive properties including where such results in loss of or corruption to the Client data or other property. The Company will not be liable for any data lost or any equipment or software replaced by the Client as a result of use of the Trading Platform(s).
The Client acknowledges and agrees that:
may only use the Trading Platform(s) for so long as he is authorized to do so;
may not use the Trading Platform(s) for any purpose other than for the purpose for which it has been provided under this Agreement; and
is responsible for the use of the Trading Platform(s) (including the Access Codes).
The Client acknowledges and agrees not to:
use the Trading Platform(s) for illegal or inappropriate purposes;
(nor attempt to) interfere with or disrupt the proper operation of our software, hardware, systems or networks, including (but not limited to) not knowingly or negligently transmitting files that may interrupt, damage, destroy or limit the functionality of any computer software, hardware, systems or networks, including corrupted files or files that contain viruses, Trojan horses, worms, spyware or other malicious content;
attempt to gain unauthorized access to the Company’s computer system or the computer system(s) of any other user, or to parts of the Trading Platform(s) to which the Client does not have access rights or attempt to reverse engineer or otherwise circumvent any security measures that the Company has applied to the Trading Platform(s);
take any action which does or may cause the provision of the Trading Platform(s) to other users to be interrupted or degraded;
convey any false, unlawful, harassing, defamatory, abusive, hateful, racial, threatening, harmful, vulgar, obscene, seditious or otherwise objectionable or offensive material of any kind or nature;
carry out any commercial business on the Trading Platform(s);
knowingly or negligently upload or download files that contain software or other material protected by copyright, trademarks, patents or other intellectual property rights (or by rights of confidentiality or privacy of publicity, where applicable) unless the Client owns or controls the rights thereto or have received all necessary consents;
falsify the origin or source of any content or other material;
use any software, which applies artificial intelligence analysis to the Company’s systems and/or Trading Platform(s);
intercept, monitor, damage or modify any communication which is not intended for him;
use any type of spider, virus, worm, Trojan-horse, time bomb or any other codes or instructions that are designed to distort, delete, damage or disassemble the Trading Platform(s) or the communication system or any system of the Company;
send any unsolicited commercial communication not permitted under applicable law or Applicable Regulations;
do anything that will or may violate the integrity of the Company computer system or Trading Platform(s) or cause such system(s) to malfunction or stop their operation;
do any action that could potentially allow the irregular or unauthorized access or use of the Platform(s); or
unlawfully log into the Trading Platform(s) and execute an order to buy or sell a Financial Instrument from a location or IP address originating from a region or jurisdiction where it is not allowed for regulatory reasons.
Should we reasonably suspect that you have violated the terms of paragraphs 6.22 - 6.23, we are entitled to take one or more of the counter measures Events of Default of paragraph 36 hereunder.
Client Instructions and Orders
The Client understands and confirms that all orders received by the Company from the Client are orders for execution outside a Regulated Market.
The Client understands and acknowledges that the Company will enter into transactions with the Client either as principal (counterparty) or an agent. The Company will be the contractual counterparty to the Client.
The Client can open and close a position via the Electronic Systems or by placing orders with the Company’s Dealing Desk and can add or modify orders by placing "buy limit", "buy stop", "sell limit", "sell stop", "stop loss" and/or "take profit" orders on any Financial Instrument.
The Company shall record telephone conversations, without any prior warning (unless required to give prior warning by Applicable Regulations), to ensure that the material terms of a transaction and/or order placed by the Client and/or any other material information relating to a Transaction are properly recorded. Such records shall be the property of the Company and shall be accepted by the Client as evidence of his orders or instructions. The Company may use recordings and/or transcripts thereof for any purpose which it deems desirable.
The Company reserves the right at its own discretion, without the Client’s consent, due to risk management policies to transfer the Client’s execution to agency model accounts when the Client’s trading strategy, exposes the Company to greater risk than the Company can tolerate.
The Company may in its sole discretion reject any order from the Client but will notify the Client of any such rejection, without giving any reasons, promptly following receipt of the Client’s instructions. The Company may cancel any instructions previously given by the Client provided that the Company has not acted on the Client’s instructions. Without prejudice to the generality of the foregoing the Client acknowledges that the Company may reject orders and/or instructions by the Client when they are not clear when the Client seeks to open a position, close a position or modify or withdraw an order.
If any Financial Instrument Reference Asset which is a security becomes subject to possible adjustments as a result of any of the events set out in paragraph 7.8 (referred to as "Corporate Event"), the Company will determine the appropriate adjustment, if any, to be made to the opening/closing price, size, value and/or quantity of the corresponding transaction (and also the level or size of the corresponding orders). This action is made in order to:
account for the diluting or concentrating effect necessary to preserve the economic equivalent of the rights and obligations of the parties under that transaction immediately prior to that Corporate Event, and/or
replicate the effect of the Corporate Event upon someone with an interest in the relevant underlying Reference Asset security, to be effective from the date determined by the Company.
The events to which paragraph 7.7 refers to are any of the following, by the declaration of the issuer of a security:
a subdivision, consolidation or reclassification of shares, a share buy-back or cancellation, or a free distribution of bonus shares to existing shareholders, capitalization or share split or reverse share split or similar event;
a distribution to existing holders of the shares or additional shares, other share capital or securities, granting the right to payment of dividends and/or proceeds from the liquidation of the issuer equally proportionate to such payments to holders of the underlying shares, securities, or warrants granting the right to receive or purchase shares for less than the current market price per share;
any other event regarding shares analogous to any of the above events or otherwise having a diluting or concentrating effect on the market value of shares;
any event analogous to any of the above events or otherwise having a diluting or concentrating effect on the market value of any security not based on shares;
any event that is caused by a merger offer made regarding the Company of the underlying asset;
earnings announcements.
If any Financial Instrument Reference Asset which is a security becomes subject to a specific risk resulting in a predicted fall in value, the Company reserves the right to restrict short selling or even withdraw the specific Financial Instrument from the Trading Platform.
Determination of any adjustment or amendment to the opening/closing price, size, value and/or quantity of the Transaction (and/or the level or size of any order) shall be at the Company’s sole discretion and shall be conclusive and binding upon the Client. The Company shall inform the Client of any adjustment or amendment via its internal mail or email as soon as is reasonably practicable.
In the case where the Client has any open positions on the ex-dividend day for any of the Financial Instrument Reference Assets, the Company has the right to close such positions at the last price of the previous trading day and open the equivalent volume of the underlying Financial Instrument at the first available price on the ex-dividend day. In this case, the Company will inform the Client via its internal mail or email of the said adjustment and no Client consent will be required. In the case where the Company's Risk Management believes the Client is deliberately attempting to take advantage of the fact that shares in a particular Spot Index going ex-dividend, the Company reserves the right to apply a dividend adjustment. In the case of short positions, the dividend adjustment will be debited from the clients’ account where dividend adjustment will be equal to Index Dividend declared x position size in Lots.
Considering the levels of volatility affecting both price and volume, the Company is constantly seeking to provide client orders with the best execution reasonably possible under the prevailing market conditions. Client’s orders (Buy/Sell, Buy Limit, Buy Stop, Sell Limit, Sell Stop, Stop Loss and/or Take Profit) are executed at the requested/declared price. However, during periods of volatile market conditions, during news announcements, on opening gaps (trading session starts), or on possible gaps where the underlying instrument has been suspended or restricted on a particular market, Buy/Sell Stop and Stop Loss orders may not be filled at requested/declared price but instead at the next best available price. In such case, Take Profit orders below/above Buy Stop/Sell Stop orders or Stop Loss orders above/below Buy Stop/Sell Stop orders during activation will be removed. The same execution policy applies when a trading strategy is deemed as abusive, because it is aiming towards potential riskless profit or another strategy deemed by the Company to be abusive. Accordingly, placing a Stop Loss order will not necessarily limit the Client’s losses at the intended amount.
The Client acknowledges that orders shall be executed at the bid and ask prices that are offered by the Company, which are an aggregation of prices from third party liquidity and/or price feed providers. Due to the high volatility of the market as well as the internet connectivity between the Client terminal and the Company' server, the prices requested by the Client and the current market price may change in the period between the Client placing his order with the Company the time the order is executed. The Client acknowledges that in the case of any communication or technical failure which results in the quotation of off- market prices on the quotes feed (i.e. price errors or anomalies, abnormal spreads, prices that freeze/stop updating or price spikes), the Company reserves the right not to execute an order or, in cases in which the order was executed, to change the opening and/or closing price of a particular order or to cancel the said executed order, and the Company will not be held liable for any losses incurred by the Client.
The Company shall not be liable for any delays, inaccuracies or other errors in the transmission of any order, instruction or information from the Client to the Company due to any cause beyond the reasonable control of the Company. Delays can be caused by various reasons depending on the current market conditions (e.g. high market volatility) as well as a slow/weak internet connection (e.g. between the Client’s terminal and the Company’ server).
The client acknowledges that in the case of any delay and/or disruption or outage in relation to the Electronic Systems or any electronic communication (including the internet, the Trading Platform or electricity), if the Client wishes to place an order he must send an email to the Company at [email protected] . Any email communication must come from the Client’s registered email address with the Company, and instructions sent by the Client via email will only be considered received and will only then constitute a valid instruction and/or binding Contract between the Company and the Client once such instruction has been recorded as executed and confirmed by the Company. The Client’s mere communication of an instruction does not constitute a binding Contract between the Company and the Client. The Company will only execute the order within the Company's trading hours as listed in the terminal of the Trading Platform and may change from time to time.
The Client acknowledges and accepts that the Company reserves the right to refuse any email instruction if the Company's personnel is not satisfied of the Client's identity, or if the Client fails to provide clear instructions. The Client acknowledges that any instructions shall be treated on a first come, first served basis and the Company bears no responsibility for possible delays in placing the instruction with the Dealing Desk.
If the Client has a reason to believe that a report/trade confirmation is wrong or if the Client does not receive a report/trade confirmation when he should, the Client shall contact the Company within ten (10) Business Days from the date report/trade confirmation of the Order was sent or ought to have been sent. If the Client expresses no objections during this period, the content is considered as approved by him and shall be deemed conclusive.
“Manifest Error” means a manifest or obvious misquote by the Company, or any market, liquidity provider or official price source on which the Company has relied in connection with any Transaction, having regard to the current market conditions at the time an order is placed as the Company may reasonably determine. When determining whether a situation amounts to a Manifest Error, the Company may take into account any information in its possession, including information concerning all relevant market conditions and any error in, or lack of clarity of, any information source or announcement. The Company will, when making a determination as to whether a situation amounts to a Manifest Error, act fairly towards the Client but the fact that the Client may have entered into, or refrained from entering into, a corresponding financial commitment, contract or Transaction in reliance on an order placed with the Company (or that the Client has suffered or may suffer any loss) will not be taken into account by the Company in determining whether there has been a Manifest Error.
In respect of any Manifest Error, the Company may (but will not be obliged to):
amend the details of each affected Transaction to reflect what the Company may reasonably determine to be the correct or fair terms of such Transaction absent such Manifest Error; or
declare any or all affected Transactions void, in which case all such Transactions will be deemed not to have been entered into.
The Company will not be liable to the Client for any loss (including any loss of profits, income or opportunity) the Client or any other person may suffer or incur as a result of or in connection with any Manifest Error (including any Manifest Error by the Company) or the Company’s decision to maintain, amend or declare void any affected Transaction, except to the extent that such Manifest Error resulted from the Company’s own willful default or fraud, as determined by a competent court in a final, non-appealable judgment.
Considering the volume of the Client’s order and the current market conditions, the Company shall have the right to execute part of an order only.
The Company has the right at its discretion to increase or decrease Spreads of Financial Instruments depending on the current market conditions and the size of the Client’s order.
The Swap rate is mainly dependent on the level of interest rates as well as the Company’s fee for having an open position overnight. The Company has the discretion to change the level of the Swap rate on each Financial Instrument at any given time and the Client acknowledges that he will be informed of said changes via the Company’s Website. The Client further acknowledges that he is responsible for reviewing the contracts specifications located on the Company’s Website for being updated on the level of Swap rate prior to placing any order with the Company. Furthermore, the Company reserves the right to change the level of Swap rates where there is suspicion of abuse without prior informing the Client.
The Company reserves the right, as its discretion, to increase the Swap rate for any Client beyond the levels displayed on the Platform, in the instance where the Client holds a position for a period of 10 calendar days or more, or in the instance where the client is overexposed, to reflect the increased cost of tier swap pricing when rolling positions.
In case a Swap Free Account is made available for Clients, the Clients will be able to trade upon specific instruments free of Swap Charges. The Company reserves the right to cancel, and/or amend, and/or terminate, and/or enable swap free trading for Client’s trading account and/or reverse any cumulative profits derived from the said trading at any given time and/or retrospectively charge the waived swap fee for existing and future open orders, upon its sole discretion and without any prior notice to the Client, without bearing any responsibility or liability in this regard. This can occur at times where there is suspicion of swap abuse aiming at generating riskless profit where the Client abuses the Company’s trading conditions/systems or where the Client’s trading strategy imposes a threat to the Company’s trading facility or where the Company deems necessary in order to protect the smooth operation of its trading facility.
The Client further acknowledges that swap free applies for a limited number of days as published within the Company’s Website, indicated as the “grace period” as it might be amended, from time to time. The number of days of grace period varies, depending on the instruments traded. It is the responsibility of the Client to monitor the respective terms in the Company’s Website. Therefore, swap free accounts holding a position open for more than the specified days, will be credited or debited swap accordingly. In case where the grace period is not specified, the number of swap free days will be decided upon the Company’s sole discretion, depending on the trading style of the Client. On some instruments on Wednesdays and/or on Friday depending on the instrument, the respective fee applied to the open positions will be three times the standard fee, to reflect fees accrued on days where the Market or Underlying Market is closed. Note that the Company reserves the right to apply a storage and/or holding and/or administrative fee instead for swap free account equivalent to the swap rates, at the end of each trading day. In such case, the storage amount will be credited/debited in the form of deposit/withdrawal from the account equity. This course of action, may subsequently impact the Clients’ Margin requirements. It is the responsibility of the Client to monitor his/her Account to ensure that there is sufficient Margin to maintain the Clients’ open positions.
Internet, connectivity delays, and price feed errors sometimes create a situation where there is price latency on the Electronic Systems such that there is a disparity between the Company quoted prices and current market prices for short periods. Client expressly acknowledges and agrees that it shall not execute Transactions with the Company that rely on price latency arbitrage opportunities either by using additional functionalities/plug-ins (i.e. Expert Adviser, etc.) or by any other means. If the Client acts in contravention of this clause the Company reserves the right to:
make corrections or adjustments to the relevant Transaction execution prices to reflect what would have occurred had there been no price latency arbitrage; and/or
cancel all the relevant Transactions; and/or
terminate without notice the Client’s Account with the Company; and/or
charge an administration fee equal to 5% of the deposited funds, with the maximum charge set at $200 or deposit currency equivalent.
Any strategy that consists of a combination of full or partial hedge between a long position in a spot asset and a short position in the futures for that asset or vice versa, aiming towards a cash and carry or reverse cash and carry arbitrage is deemed as abusive and therefore any trading benefits/profits generated as a result will be reversed.
“Right to Force Close” If the prices quoted on the Trading Platform(s) change such that the total Difference payable by you pursuant to all of your open Transaction equals or exceeds the total Maintenance Margin for all such Transactions, or the amount in your Trading Account is equal to or less than the total maintenance Margin for all of your open Transaction(s), or you fail to comply with a request made under paragraph 7.17 of this Agreement, or if we receive a charge-back from your credit card issuer or with respect to any other payment method for any reason, you acknowledge that we have the right, in our sole discretion, to immediately close any and all of your Open Positions whether at a loss or a profit without any prior notice to you. The exercise of our right to force close your Open Positions will not result in termination of your Trading Account or of this Agreement, unless we send you a notice of termination.
Expiry Transactions
For certain Financial Instrument Transactions an expiry date may apply (an “Expiry Transaction”). The details of these dates are available in the Contracts Specification on the Company’s website. The Client acknowledges and agrees that the Company will have the right to close any Transaction in its sole and absolute discretion without notice if the Reference Asset is a derivative Financial Instrument which may settle on expiry by a delivery other than in cash, a reasonable period prior to the expiry date as determined in the sole and absolute discretion of the Company. The Company will not be subject to any obligation to roll over a position in such a derivative Financial Instrument.
The price of an Expiry Transaction will be:
the last traded price at or prior to the close or the applicable official closing quotation or value in the relevant Reference Asset as reported by the relevant exchange or market, errors and omissions excluded; plus, or, as the case may be, minus
any Spread that the Company applies when such an Expiry Transaction is closed. Details of the Spread that the Company applies when a particular Expiry Transaction is closed are available on request.
Margin and Leverage Levels
As a condition of entering into a Transaction, the Company requires the deposit of Margin to secure the Client’s liability to the Company for any losses which may be incurred in respect of the Transaction. The “Leverage Level” is the ratio of Margin to the market value of the open Transaction position which it secures. By accepting this Agreement, the Client has read, understood and accepted the “Leverage Levels” as these are uploaded in the Company’s Website. The Leverage Level of a Client’s Account(s) may be changed by the Company in its absolute discretion with reference to such matters as the deposit or Margin amount held in the Client Account and the size of credit exposure held on Financial Instrument(s) held in the Client Account(s).
Margin requirements or Leverage Level may be set and varied without prior notice from time to time in the Company’s sole and absolute discretion in order to cover any realised or unrealised losses arising from or in connection with Transactions, including subsequent variation of any Margin rates set at the time Transactions are opened. The Client can request to change his account leverage at any time by contacting the Company. The Client acknowledges that the Company has the discretion to change the Client’s trading account leverage at any given time, without the Client’s consent, either on a permanent basis or for a limited period of time. Such an event will be disclosed to the Client by the Company via its internal mail or by email. On every Friday and between the hours of 21:00 till 24:00 and occasionally before the release of major economic news, the Company maintains the right to apply a maximum leverage of 1:100 on FX and 4 times the standard Margin requirement on remaining instruments other than FX for any new positions opened during the said specified period.
In addition, the maximum allowed exposure of a Client may be amended from time to time in the Company’s sole and absolute discretion without prior notice to the Client where there is suspicion of abuse
The Client is obliged to maintain in his Account, at all times, sufficient funds to meet all Margin requirements. In addition, the Company will be entitled to treat any assets deposited with it by the Client from time to time (other than assets deposited for safe custody only) as collateral against the Client’s Margin requirements. Only funds received net of any bank charges, which relate to the transfer, will be credited as paid.
For any account for which there is insufficient Margin in the Client’s Account or in the event that the deposited Margin is not sufficient to meet the required Margin rates, as determined by the Company it may immediately close or terminate the Client’s Transaction and Account without notice. Without prejudice to the generality of the foregoing the Company shall have the right, but shall not be obliged, to start closing Client’s positions starting from the most unprofitable, when the Margin is less than 100% of the Margin or Leverage Level requirement. In the case where the Margin falls to or below the applicable threshold of the Margin or Leverage Level requirement, Client’s positions shall be automatically closed, starting from the most unprofitable, at the then market price. The applicable thresholds are equal to or less than 50% for certain VIP accounts, 10% for cent accounts, and 20% for all other accounts.
The Client acknowledges that he is responsible for monitoring the Margin on his Account and for reviewing the difference between the standard and premium accounts located on the Company’s Website prior to opening an account and/or placing any order with the Company.
The Company reserves the right to change the Client Account type from premium to standard and vice versa based on the total Margin deposits made on the Client’s account as well as based on the Client’s trading account current balance.
If the Client has more than one Trading Account with the Company, each Trading Account will be treated entirely separately. Therefore, any credit on one Trading Account (including amounts deposited as margin) will not discharge the Client’s liabilities in respect of any other Trading Account. It is the Client’s responsibility to ensure the required level of margin is in place for each Trading Account separately.
Market Abuse etc.
The Client shall not use the Electronic Systems for orders or Transactions for or in connection with any activity which may constitute a fraudulent or illegal purpose or Market Abuse or otherwise use of the Electronic Systems in contravention of any Applicable Regulations. For the purposes of this Agreement "Market Abuse" means behavior in relation to investments which involves insider dealing, market manipulation or market distortion in breach of Applicable Regulations. The Client undertakes to familiarise himself and comply with any Applicable Regulations concerning the short sale of securities if the Client seeks to execute a short sale contract for difference Transaction with a security as a Reference Asset and the Client will ensure that his use of the Electronic Systems will not result in a breach by the Company of any Applicable Regulations concerning the short sale of securities or any terms of this Agreement concerning short sale orders or transactions.
Refusal to execute orders
The Company has the right to refuse to transmit and/or execute an order without any given notice and/or explanation to the Client. Among the cases that the Company is entitled to do so are the following (this list is not exhaustive):
If the Client does not have the required Margin in the Client Account;
If the execution of the order would have an adverse effect upon the smooth operation or the reliability of the Trading Platform;
If the order or its execution may have the object or effect of Market Abuse;
If the order may have the object or effect of money laundering in contravention of the Applicable Regulations
It is understood that any refusal by the Company to transmit and/or execute an order shall not affect any obligation, which the Client may have towards the Company, or any right, which the Company may have against the Client or his assets.
Settlement of Transactions
The Company shall proceed to a settlement of all Transactions upon execution of such Transactions. Unless otherwise agreed, the settlement of Transactions shall be in accordance with the normal practice for the Financial Instrument or market concerned.
The Company provides the Client with online access to confirmations and Account statements stored on the Client’s portal which is accessible through the Company’s Website. Each confirmation and/or Account statement will, in the absence of a Manifest Error (as defined in clause 7.15), be conclusive and binding on the Client, unless the Company receives any objection from the Client in writing within four (4) business days of the date of the relevant confirmation or the Company notifies the Client of an error in the confirmation within the same period.
Any objection or enquiry that the Client has in relation to an executed Transaction shall be investigated by the Company only if it receives notice in writing within four (4) business days of the date of such Transaction.
Order Execution
The Company has in place an Order Execution Policy and takes all sufficient steps to obtain the best possible results for its Clients, either when executing client orders or receiving and transmitting orders for execution in relation to Financial Instruments. The Order Execution Policy sets out a general overview on how the Company will obtain the best possible result when executing Clients’ orders by taking into account the criteria and factors stated in the policy, the assessment process prior the selection of an execution venue and the monitoring on a continuous basis of the financial institutions used as a hedging liquidity/price providers. The best possible result will be determined in terms of the total consideration, represented by the price of the contract and the cost related to execution as the main factors. The other execution factors of speed, likelihood of execution size, nature or any other relevant consideration will, in most cases, be secondary to price and cost considerations, unless they would deliver the best possible result for the client in terms of total consideration.
The Client acknowledges that he has read, understood and accepts the Company’s Order Execution Policy, which is available in the Legal Documents section of the Company’s Website. In particular, the Client acknowledges that all transactions entered in any particular financial instrument with the Company are executed outside a Regulated Market and the Client is exposed to a greater risk of a possible default of the counterparty (i.e. the Company).
Joint Accounts
If more than one natural person executes this Agreement (“Joint Account”), all such natural persons agree to be jointly and severally liable for the obligations assumed in this Agreement (which means, for example, that any one person can withdraw the entire balance of the Account, and in the case of a debit balance or debt owed on the Account to the Company, each Account holder is responsible for the repayment of the entire balance and not just a share of it).
The Company shall be entitled to treat each Account holder of a Joint Account as having full authority ( as if they were the only person entering into the Agreement) on behalf of the others to give or receive any instruction, notice, request or acknowledgement without notice to the others, including an instruction to liquidate and/or withdraw investments from the Account and/or close any Account) however the Company may in its sole and absolute discretion, require an instruction request or demand to be given by all Joint Account holders before it takes any action.
One account holder may request the Company to convert the Account into a sole Account. The Company may (but shall not be obliged) require authority from all Joint Account holders before doing so. Any person removed from the Account will continue to be liable for all obligations and liabilities under the Agreement relating to the period before they were removed from the Account.
Third Party Account Managers
The Client may appoint a third-party to act as his representative or manage his Account or his Account trading strategy (“an Account Manager”) and the Client represents and warrants that the third-party has all required regulatory consents, permissions, registrations or licences that may be necessary to act in this capacity (“Regulatory Consents”). The Company shall be under no obligation to verify the authority of an Account Manager or that the Account Manager has the required Regulatory Consents. However, in the Company’s sole and absolute discretion, it may require such evidence as it thinks fit to demonstrate that the Account Manager has authority to act on the Client’s behalf and has the Regulatory Consents required.
Where the Client appoints an Account Manager a Power of Attorney or investment management agreement should be provided to the Company accompanied by all identification documents of the representative. If the Client wishes to revoke or amend an Account Manager’s appointment or authorisation the Client must give written notice of such intention of which notice shall not be effective until two business days after the Company receives it (unless the Company informs the Client that a shorter period will apply). The Client acknowledges that he will remain liable for all instructions given prior to the revocation/variation being effective, and that the Client will be responsible for any losses, which may arise on any Transactions that are open at such time. The Client authorises the Company to accept all instructions given by the Account Manager whether orally or in writing, in relation to the Client Account and the Company shall not be obliged to make any enquiry of the Client or of any other person before acting on the instructions of an Account Manager. The Company may communicate with the Account Manager directly regarding the Account and the Client agrees that communications made by the Company to the Account Manager are deemed to be received by the Client when received by the Account Manager. The Client further authorises the Company to disclose, or grant access, to the Account Manager all information the Company holds in relation to the Account, including personal information about the Client.
The Client acknowledges and accepts that, in providing the Electronic Systems to the Account Manager the Company has the right but not the obligation to set limits, controls, parameters and/or other controls on the Account Manager’s authority to use or access to the Electronic Systems. The Client nonetheless acknowledges that the Company has no obligation or responsibility to the Client to put in place any such limits or controls on the Account Manager’s trading and that the Client has full responsibility and liability for the Account Manager’s actions.
The Client agrees to indemnify the Company (fully compensate and reimburse) for any loss, damage or expense incurred as a result of:
The Company acting on instructions of the Account Manager outside the scope of the Account Manager’s authority; or
the Account Manager’s breach of any term of their appointment.
The Client further ratifies and accepts full responsibility and liability for all instructions given to the Company by the Account Manager (and for all Transactions that may be entered into as a result) and will indemnify (fully compensate or reimburse) the Company and keep the Company indemnified against any loss, damage or expense incurred as a result of acting on such instructions. This indemnity shall be effective irrespective of the circumstances giving rise to such loss, damage or expense, and irrespective of any knowledge, acts or omissions of the Company in relation to any other Account held by any other person or body with the Company.
Client Account
The Client must open a Client Account with the Company before any Transaction may be concluded. This Agreement shall be considered effective upon the first receipt of funds in the Client’s Account, provided that the Company has sent the Client written confirmation of his acceptance.
The Client shall not use the Client Account for payment to third parties.
If the Client has opened more than one Client Account, the Company shall have the right to treat these Client Accounts as a single Client Account. The Company shall accordingly be entitled in its discretion (but shall not be obliged) to transfer and use available Margin or other funds from one Client Account for the purposes of discharging Margin requirements or liabilities in one or more of the Client’s other Client Accounts even if such transfer may result in the closure of open positions in any Client Account from which Margin or other funds are transferred.
Any funds received in a currency for which the Client does not hold a Client Account shall be converted by the Company into the Client’s Base currency. The conversion shall be made at the exchange rate applied on the day and at the time when the relevant funds are at the disposal of the Company.
Client Money
By entering into this Agreement, the Client agrees that the Company will not pay the Client interest on Client Money or any other unencumbered funds.
Card transactions are processed by thıerd party company / companies.
When holding Client Money, the Company makes adequate arrangements to safeguard the clients' rights and prevent the use of Client Money for its own account. For this purpose, the Company ensures to promptly place any Client money into one or more accounts, denoted as 'clients' accounts which are segregated from the Company’s own accounts and opened with an approved bank and/or a payment provider that has been assessed based on specific criteria imposed by the Company and/or approved by the Company’s Management.
Prior to the establishment of a business relationship with a person holding Client’s Money as indicated in s. 17.2, the Company exercise all due skill, care and diligence as per applicable law and regulations by taking into account various parameters including among others the jurisdiction, expertise and market reputation of the person, financial indicators and legal or regulatory requirements. The Company establishes a relationship with a person that has been assessed and approved by the Company’s Management.
Without prejudice to Clause 17.3, the Client further understands and consents that the Company may hold Client Money with a payment provider or a third party that do not treat such Client Money in accordance with the abovementioned Client Money rules.
Unless the Client notifies the Company in writing or otherwise, the Company may pass on Client Money or allow another person, such as an exchange, a clearing house or an intermediate broker, to hold or control Client Money where the Company transfers the Client Money (a) for the purposes of a Transaction for the Client through or with that person; or (b) to meet the Client’s obligations to provide collateral for a Transaction (e.g. a margin requirement for a derivative transaction). By accepting this Agreement, the Client gives his consent and authorizes the Company, where applicable, to transfer/hold his funds in one or more segregated client’s bank account. The Company shall not be liable for the solvency, acts or omissions of any institution with which Client Money are held.
The third party to whom the Company will pass money may hold it in an omnibus account and it may not be possible to separate it from the Client’s money, or the third party’s money in which case the Client will not have any claim against a specific sum in a specific account in the event of insolvency. The Company does not accept any liability or responsibility for any resulting losses. In general, accounts held with institutions, including omnibus accounts face various risks including the potential risk of being treated as one (1) account in case the institution defaults. Another risk might be that the funds in the Omnibus Account may be exposed to obligations of the Company connected with the positions of other clients in case the Company is unable to meet its obligations towards them.
The Client hereby consents to the Company releasing any Client Money balances, for or on the Client’s behalf, from client bank accounts and for the Company to treat as Client Money any unclaimed Client Money balance where:
The Company has determined that there has been no movement on the Client’s Account balance for a period of six years (notwithstanding any payments or receipts of charges, interest or similar items); and
The Company has written to the Client at his last known address informing the Client of the Company’s intention to no longer treat that balance as Client Money, giving the Client 28 days to make a claim, provided the Company shall make and retain records of all balances released from the Client bank accounts; and undertake to make good any valid claims against any released balances.
Transfer of Funds (Deposits and Withdrawals)
The Client may deposit funds into the Trading Account at any time during the course of this Agreement. Deposits will be made via wire transfer or any other method accepted by the Company from time to time. The Company will not accept third party or anonymous payments in the Trading Account. Deposits for Margin and any other deposits due will, unless otherwise agreed or specified by the Company, be required in the Currency of the Trading Account, based on your country of origin as specified in your address and shall be specified on the Trading Platform(s). The detailed information about deposit options is shown on the Website.
The Client shall clearly specify his name and all required information, in accordance with international regulations related to the fight against money laundering and terrorism financing, on the payment document. It is the Company’s policy not to accept payments from third parties to be credited to the Client’s Account.
The Company shall have the right to request the Client at any time any documentation to confirm the source of funds deposited into the Trading Account. The Company shall have the right to reject a deposit of the Client if the Company is not duly satisfied as to the legality of the source of funds.
Any amounts transferred by the Client to the Client’s Bank Account will be deposited in the Client’s Account at the “value date” of the received payment and net of any deduction/charges by the Client’s Bank Account providers. In case the Client’s account reaches a stop-out during the processing period of the deposit, the Company bears no responsibility for any losses suffered.
The Company has the right to refuse a Client’s transferred funds in any of the following cases (this list is not exhaustive):
If the funds are transferred by a third party;
If the Company has reasonable grounds for suspecting that the person who transferred the funds was not a duly authorized person;
If the transfer violates Applicable Regulations and legislation;
If the Company is not duly satisfied as to the legality of the source of funds;
If the Company has reasonable grounds for suspecting that the Client has abused the Company’s trading conditions/ systems and/or the Client’s trading strategy imposes a thread to the Company’s trading facility;
If the Company has reasonable grounds to believe that the Client is in breach of any covenant and/or provision set out in this Agreement.
In any of the above cases, subject to Applicable Regulations, the Company will send back the received funds to the remitter by the same method as they were received and the Client will suffer the relevant Client’s Bank Account provider’s charges.
By signing this Agreement, the Client gives his consent and authorizes the Company to make deposits and withdrawals from the Client’s Bank Account on the Client’s behalf, including but not limited to, the settlement of Transactions performed by or on behalf of the Client, for payment of all amounts due by or on behalf of the Client to the Company or any other person.
If the Client makes a deposit, the Company shall credit the relevant Trading Account with the relevant amount actually received by the Company within one (1) Business Day following the amount is cleared in the bank account of the Company.
If the funds sent by the Client are not deposited in the Trading Account when they were supposed to, the Client shall notify the Company and request from the Company to make a banking investigation of the transfer. The Client agrees that any charges of the investigation may be deducted from his Trading Account or paid directly to the bank performing the investigation. The Client understands and agrees that in order to perform the investigation the Client shall have to provide the Company with the requested documents and certificates.
The Client has the right to withdraw the funds which are not required for Margin free from any obligations (i.e. Free Margin) from the Client’s Account without closing the said account.
Unless the Parties otherwise agree, in writing, any amount payable by the Company to the Client, shall be transferred directly to the Client’s personal account. Fund transfer requests are processed by the Company within the time period specified on the Company’s Website and the time needed for crediting into the Client’s personal account will depend on the Client’s Bank Account provider.
Client’s withdrawals should be made using the same method used by the Client to fund his Client Account and to the same remitter. The Company reserves the right to decline a withdrawal with a specific payment method and will suggest another payment method where the Client needs to proceed with a new withdrawal request, or request further documentation while processing the withdrawal request. Where applicable, the Company reserves the right to send Client’s funds only in the currency as these funds were deposited. Where applicable, if the Company is not satisfied with any documentation provided by the Client, then the Company will reverse the withdrawal transaction and deposit the amount back to the Client’s Account net of any charges / fees charged by the Client’s Bank Account providers.
Upon the Company receiving an instruction from the Client to withdraw funds from the Trading Account, the Company shall pay the said amount within the time period specified on the Company’s Website, if the following requirements are met:
the withdrawal instruction includes all necessary information in the Client Area;
the instruction is to make a transfer to the originating account (whether that is a bank account, a payment system account etc.) from which the money was originally deposited in the Trading Account or at the Client’s request to a bank account belonging to the Client;
the account where the transfer is to be made belongs to the Client;
at the moment of payment, the Client’s Balance exceeds the amount specified in the withdrawal instruction including all payment charges;
there is no Force Majeure event which is prohibiting the Company from effecting the withdrawal.
the Client must be fully verified according to Verification guidelines set forth on the Website.
All payment and transfer charges of third parties will be borne by the Client and the Company shall debit the relevant Trading Account for these charges.
Withdrawal fees may apply from time to time depending on the Client or type of Trading Account. The applicable fees may be found on the Company’s Website.
It is agreed and understood that withdrawals will only be effected towards the Client. The Company will not make withdrawals to any other third party or anonymous account.
Client fund transfer requests will be performed from the Client Portal. The Company shall take every effort to notify the Client prior to any fund transfer request, of all charges, fees and costs for the said fund transfer.
The Company reserves the right to seek reimbursement from the Client, if the Company receives a charge-back from any credit card issuer or with respect to any other payment method, for any reason. The Company may obtain such reimbursement by charging the Client’s Trading Account, deducting amounts from future payments owed to the Client, charging the Client’s credit card or obtaining reimbursement from the Client by any other lawful means. All bank charges howsoever arising will be deducted from the Client’s Trading Account.
Mistakes made by the Company during transfer of funds shall be refunded to the Client. It is understood that should the Client provide wrong instructions for a transfer, the Company may be unable to correct the mistake and the Client may have to bear the loss.
The Client acknowledges that in case where a Client’s Bank Account is frozen for any given period and for any given reason the Company assumes no responsibility and Client’s funds will also be frozen. Furthermore, the Client acknowledges that he has read and understood the additional information provided on each payment method available on the Client Portal and the Website.
Company’s Charges
For any Services provided to the Client, the Company is entitled to receive fees from the Client as well as compensation for the expenses it will incur for the obligations it will undertake during the execution of the said services. From time to time, the Company reserves the right to modify the size, the amounts and the percentage rates of its Charges and the Client will be informed accordingly. The Client agrees that the Company is entitled to change its Charges unilaterally without any consultation or prior consent from the Client.
The Company may charge a mark-up or mark-down (the difference between the price at which we take a principal position and the Transaction execution price with the Client). The Company may alternatively agree to charge a commission or a combination of commission and mark-up or mark-down. Where the Client’s Account was introduced by an Introducing Broker a portion of Charges paid by the Client may be given to the Introducing Broker. The Company may also charge for incidental banking-related fees such as wire charges for deposits/withdrawals and returned cheque fees. The Client may incur additional fees for the purchase of optional, value added services offered by the Company.
The Client will pay the Company any amount, which he owes, when due, in freely transferable, cleared and available same day funds, in the currency and to the accounts, which will be specified, and without making any offset, counterclaim, deduction or withholding, unless the Client is required to do so by law.
The Company may deduct its charges from any funds which it holds on the Client’s behalf. For this purpose, the Company will be entitled to combine or make transfers between any of the Client’s Accounts. The Company has the right to close any open positions of the Client in order to settle any obligations owned by the Client to the Company.
The Company will charge the Client interest on any amounts due, which are not paid, at such a rate as is reasonably determined by the Company as representing the cost of funding such overdue amounts. Interest will accrue on a daily basis. Furthermore, in the case that the Client fails to make the required deposit within the given deadline, the Company may also proceed with the sale of Financial Instruments from his Client Account(s) without further notice unless otherwise agreed upon by the Company and the Client. The Company will then notify the Client of the effected sale orally, via email or by sending a relevant notification via our Trading Platform.
The Company may deduct or withhold all forms of tax from any payment if obliged to do so under Applicable Regulations. If the Client is required by law to make any deduction or withholding in respect of any payment, the Client agrees to pay such amount to the Company, and this will result in the Company receiving an amount equal to the full amount which would have been received had no deduction or withholding been required. The Company may debit amounts due from any of Client’s Accounts.
The Company is not responsible for paying Client’s tax obligations in relation to possible income tax or similar taxes imposed on him by his jurisdiction on profits and/or for trading in Financial Instruments.
The Client acknowledges and accepts that in the case of no activity, including funding or trading, within one year, the Company reserves the right to charge an annual fixed administrative fee of 50 USD (or currency equivalent). In case the account balance is below USD 50 (or currency equivalent), the Company will charge any remaining balance and archive the Client’s Account.
The Client further acknowledges and agrees that in cases where deposits and withdrawals are conducted on the Client account without any trading activity, the Company reserves the right to charge an administration fee of 3% of the deposited funds to cover any fees/transaction costs incurred by the Company. The administration fee will also be charged in cases where the Company has reason to believe that the Client Account is being used for purposes other than trading (i.e. the trading activity falls below the normal trading threshold as determined by the Company from time to time).
The client acknowledges that the company reserves the right to charge an administration fee in the amount of 50 USD (or equivalent in other currency) in the instance where a chargeback is placed either intentionally or unintentionally for any deposit made in a Client’s Account. Once the chargeback is received by the Company, the administration fee will be charged to the Client’s Account to cover further investigative expenses. In addition to the administration fee, the Client will remain responsible for the sum of any unsuccessful chargeback and any other charges that may be placed by the payment service provider or card processor regarding any unsuccessful chargeback case.
Any kind of fraud including credit/ debit card fraud, without exception, will not be tolerated and will be investigated fully. If for any reason a claim, dispute, and/or chargeback is received by any payment method and the Company has reason to suspect possible fraud, the Client acknowledges that the Company reserves the right, at its sole discretion and without any limitation or notice, to place the following measures and restrictions on the Client’s Account:
Block any access to the Company’s Electronic Systems and cancel the Client’s Access Codes;
Terminate the Client’s Account in accordance with paragraph 29;
Close any open positions regardless of a loss or profit and debit the Client’s Account
Reverse any profits or revenues generated though prohibited trading activities and inform any interested third parties accordingly.
By accepting this Agreement, the Client has read, understood and accepted the “Contract Specifications” as these are uploaded on the Company’s Website, in which all related commission, costs and financing fees are explained. The Company reserves the right to amend at its discretion all such commission, costs and financing fees and the new information will be available on the Website. It is the Client’s responsibility to visit the Company’s Website and review the Contracts Specification during the time he is dealing with the Company as well as prior of placing any orders with the Company.
Inducements
The Company, further to the fees and charges paid or provided to or by the Client or any other person on behalf of the Client may pay and/or receive fees/commission to/from third parties, provided that these benefits are designed to enhance the quality of the offered service to the Client and not impair compliance with the Company’ duty to act in the best interests of the Client.
Introduction of Clients from an Introducing Broker
The Client may have been recommended by an Introducing Broker. Based on a written agreement with the Company, the Company will pay a fee or commission to the Introducing Broker.
The Company pays a fee/commission to Introducing Brokers, or other third parties based on a written agreement. This fee/commission is related to the frequency/volume of Transactions performed by and the number of referred Client to the Company. The Company will disclose to the Client, upon his request, further details regarding the amount of fees/commission or any other remuneration paid by the Company to Introducing Brokers, or other third parties.
The Client acknowledges and agrees that the Company shall not be responsible or liable for any agreement or arrangement that may exist between the Client and the Introducing Broker or for any additional costs in relation thereto that may arise as a result of this Agreement.
The Client acknowledges and agrees that the Introducing Broker acts independently and is not a representative or agent of the Company and does not otherwise act on behalf of the Company. The Introducing Broker is not authorised to provide any guarantees or any promises with respect to the Company or its Services and any advice or personal recommendations given by an Introducing Broker to the Client regarding his Client Account or Transactions is not given on behalf of the Company and nor does the Company accept or assume any responsibility whatsoever for any such advice or recommendations.
In its written agreement with Introducing Brokers, the Company prohibits Introducing Brokers from providing investment advice to Clients.
Interest
The Company has no liability in regards to the payment of any interest earned on Client’s deposited funds with the Company and/or on available credit balance on Client’s account(s).
By accepting this Agreement, the Client consents and waives any of his rights to receive the interest earned on the deposited funds held by the Company on behalf of the Client and further acknowledges that the Company will be entitled to act as the beneficiary of such interest.
Force Majeure
The Company shall not be liable to the Client for a failure to perform any obligation or discharge any duty owed under this Agreement if the failure results from any cause beyond its control, including, without limitation:
acts of God, war, fire, flood, earthquake or other natural disaster;
terrorist attack, civil war, threat of or preparation for war, imposition of sanctions, explosions;
Postal or other strikes or similar industrial actions or disputes;
any law or any action taken by a government or public authority;
labour disputes and lock-out which affect the operations of the Company;
any breakdown, or interruption of power supply or failure of utility service or of transmission or communication or computer facilities;
hacker attacks or other illegal actions against the Company’s electronic Trading Platform or of the equipment of the Company;
the suspension, liquidation or closure of any market or the abandonment or failure of any event to which the Company relates its Quotes, or the imposition of limits or special or unusual terms on trading in any such market or on any such event;
the failure of any relevant exchange, clearing house and/or broker for any reason to perform its obligations;
a financial services moratorium having been declared by appropriate regulatory authorities or any other acts or regulations of any regulatory, governmental, or supranational body or authority;
the occurrence of an excessive movement in the level of any Transaction and/or Underlying Market or the Company’s anticipation (acting reasonably) of the occurrence of such a movement;
any breakdown or failure of transmission, communication or computer facilities, interruption of power supply, or electronic or communications equipment failure; or
the failure of any relevant supplier, Financial Institution, intermediate broker, agent or principal of ours, custodian, sub-custodian, dealer, Underlying Market, clearing house or regulatory or self-regulatory organization, for any reason, to perform its obligations.
In case such an event occurs and the Company reasonably believes that Force Majeure exists, the Company may, without any prior notice to the Client, at any time and without limitations, take any of the following actions:
increase margin requirements;
determine at its discretion the quotes and spreads that are executable through the Trading Platform;
decrease leverage;
close out any or all Client’s Open Positions at such prices as the Company considers in good faith to be appropriate;
suspend or freeze or modify any or all terms of this Agreement to the extent that the Force Majeure makes it impossible or impracticable for the Company to comply with them;
suspend the provision of any or all services of this Agreement;
take or omit to take any other actions as the Company deems reasonable with regards to the position of the Company, the Client and all the other Company Clients;
Client Complaint
If the Client has any cause for complaint in relation to any aspect of the services provided by the Company, he should file a complaint as per the Company’s Complaint Handling policy which is available in the Legal Documents section of the Company’s Website.
The Client may register a complaint by completing the Company’s Complaint Form and emailing it to: [email protected].
Conflicts of Interest
Under Applicable Regulations the Company is required to have arrangements in place to manage conflicts of interest between the Company and its clients and between clients themselves. The Company shall maintain and operate effective arrangements with a view to taking all reasonable steps to avoid conflicts of interest. When conflicts of interest cannot be avoided the Company shall disclose to the Client the nature and source of the conflict. The Company shall at all times ensure that clients are treated fairly and with the highest level of integrity and that their interests are protected.
The Client acknowledges and accepts that he has read and accepted the “Conflicts of Interest” document, which is available in the Legal Documents section of the Company’s Website.
Anti- Money Laundering Provisions
The Company is obliged to follow certain requirements as set out by the Applicable Regulations as well as local authorities for preventing and suppressing money laundering activities, which requires the Company to obtain certain verification documents from Clients.
The Company may also request the Client to inform the Company how the invested funds were obtained / accumulated. This process may require proof of certain documentation.
The Company has the right not to carry out orders or instructions received from the Client, as long as the Client has not supplied information requested by the Company. The Company take no responsibility for any possible delays where the Client’s verification documents are outstanding.
Communication between the Client and Company
Unless otherwise specified, the Client has to send any notice, instruction, request or other communication in writing to the Company’s email address: [email protected].
Information may be provided by the Company to the Client in paper format or to the Client’s registered email held in the Company’s records (i.e. used to open his account).
All notices/information provided by the Company or received from the Clients should be in the English or Arabic languages.
Provision of Information, Data Protection
The Client shall promptly provide the Company with any information which it may request as evidence for the matters referred to in this Agreement or to comply with any Applicable Regulations or otherwise and shall notify the Company if there are any material changes to such information. By opening an Account with the Company and by placing orders and entering into Transactions, the Client acknowledges that he will be providing personal information (possibly including sensitive data) within the meaning of the applicable Data Protection Act to the Company, and the Client consents to the processing of that information by the Company for the purposes of performing its obligations under this Agreement and administering the relationship with the Client, including the disclosure of the information to affiliates. Data may be transferred to and stored and processed in countries which do not offer “adequate protection” for any purpose related to the operation of the Client’s Account. Such purposes include the processing of instructions and generation of confirmations, the operation of control systems; the operation of management information systems and allowing staff of any of the Company’s affiliates who share responsibility for managing the Client relationship from other offices to view information about the Client.
The Company handles personal data in accordance with the Applicable Regulations and it has security procedures covering the storage and disclosure of Client’s personal information to prevent unauthorized access and to comply with the Company’s legal obligations.
The Company shall be entitled to disclose personal information without informing the Client to any regulator of the Client’s business or, to the Client’s employer (including the employer’s Compliance Officer) if it is authorised or exempt under the Applicable Regulations (or any successor legislation or equivalent legislation or regulations in a foreign jurisdiction) or to any other person the Company accepts as seeking a reference or credit reference in good faith or to regulatory or governmental authorities where the Client is directly or indirectly involved in fraud.
The Client acknowledges and accepts that he has read and accepted the “Privacy Policy”, which is available in the Company’s Website.
Termination & Closing procedure
The Company or the Client can terminate this Agreement by giving ten (10) business days’ written notice to the other party. During the termination notice, the Client is obliged to close all open positions. In the case where the Client has open positions during the termination notice period, then the Company reserves the right not to accept any new Transaction orders and the Company shall have the right to close all of the Client's open positions on expiry of the notice period to the extent the Client has not already done so.
Upon termination of this Agreement, the Company shall be entitled, without prior notice of the Client, to cease the access of the Client to the Trading Platform.
The Company may close all open Transaction positions and terminate this Agreement immediately without giving ten (10) business days’ written notice in the following cases: If at any time:
The Client fails to comply fully and by the required time with any obligation to make any payment when due under this Agreement;
The failure of the Client to provide any required Margin and/or hedged Margin, or other amount due under the Agreement;
The failure of the Client to submit any identification documentation and/or any other information as required by the Company from time to time;
The failure of the Client to perform any obligation due to the Company emanating from the Agreement or any other documents concluded with the Company;
The Client is unable to pay the Client’s debts when they fall due;
The Company has reasonable grounds to believe that the Client is in breach of any covenant or provision set out in this Agreement;
The Company believes that Client activity might be a violation of any Applicable Regulations;
The Client involves the Company in any type of fraud or illegality or breach of Applicable Regulations or is at risk of involving the Company in any type of fraud or illegality or breach of Applicable Regulations;
The Company reasonably suspects that the Client performed Abusive Trading;
The Company reasonably suspects that the Client opened the Trading Account fraudulently;
If the Company suspects that the Client is engaged into money laundering activities, or terrorist financing, or card fraud, or other criminal activities;
The Client (if the Client is an individual) dies, becomes or is adjudged to be of unsound mind, is or becomes unable to pay his debts as they fall due, is or becomes bankrupt or insolvent within the meaning of any insolvency law or any suit, action or proceeding is commenced for any execution, any attachment or garnishment, or distress against, or an encumbrancer takes possession of, all or any part of the property, undertaking or assets (tangible and intangible) of the Client;
The Client commences a voluntary case or other procedure, or there is an involuntary case or other procedure, seeking or proposing, the appointment of an insolvency officer, the liquidation, reorganization, an arrangement or composition, a freeze or moratorium, or other similar under any insolvency law.
The Company may terminate this Agreement immediately without giving ten (10) business days’ written notice, and the Company have the right to reverse and/or cancel all previous Transactions on a Client’s account, in the following cases:
The Client involves the Company directly or indirectly in any type of fraud, in which it places the interests of Company and/or the Company’s clients at risk prior to terminating this Agreement.
The Company have grounds to believe that the Client’s trading activity adversely affects in any manner the reliability and/or smooth operation and/or orderly functioning of the Trading Platform.
The termination of this Agreement shall not in any case affect, the rights of which have arisen, existing commitments or any contractual commitments which were intended to remain in force after the termination and in the case of termination, the Client shall pay for:
Any pending fees / commissions of the Company and any other amount payable to the Company;
Any charges and additional expenses incurred or to be incurred by the Company as a result of the termination of this Agreement;
Any damages which arose during the arrangement or settlement of pending obligations. The Company has the right to deduct such sums as are appropriate with respect to all of the above Client liabilities or contingent liabilities from the Client’s Account.
Upon termination of the Agreement, any or all of the following may apply:
The Company has the right to combine any Trading Accounts of the Client, to consolidate the Balances in such Trading Accounts and to set off those Balances;
The Company has the right to close the Trading Account(s);
The Company has the right to convert any currency in the Trading Accounts;
The Company has the right to close out the Client’s Open Positions in current Quotes. In case where the market is closed, Open Positions will be closed at the next available quote at the opening of the market;
In absence of illegal activity or suspected illegal activity or fraud of the Client or instructions from the relevant authorities, if there is Balance in the Client’s favour, the Company will (after withholding such amounts that in the Company’s absolute discretion considers appropriate in respect of future liabilities such as pay any actual, pending or contingent obligations or liabilities of the Client) pay such Balance to the Client as soon as reasonably practicable and supply him with a statement showing how that Balance was arrived at and, where appropriate, instruct any Nominee or/and any Custodian to also pay any applicable amounts. Such funds shall be delivered in accordance with the Client’s Instructions.
Abusive Behavior
In case the Company in good faith has reason to believe that a Client (whether individually or as part of a group) has participated in Abusive Behavior as defined below, then the Company is entitled at its sole discretion, to:
cancel any profits, as well as any Introducing Broker’s fees, generated from Abusive Behavior,
to offset any resulting losses against related/hedged winning accounts,
to terminate that Client's access to services provided by the Company and/or terminate the contract between the Company and the Client for the provision of services,
to block that Client's Account(s) (save where required otherwise by a relevant authority) and to arrange for the transfer of any unused balance (less any bonus (if applicable)) to the Client. For the avoidance of doubt, Abusive Behavior includes the following:
giving instructions on behalf of a Client without due or proper authority;
repeatedly failing to respond to an email for a period of 15 days or more;
the Client, by himself or acting with others (including an Introducing Broker), constructing a trading position or positions which have the purpose to generate profits without exposure to economic risk, including without limitation loss of the Client's capital (or the capital of others);
the Client, by himself or acting with others, having an account or accounts where the Client hedging his positions including, without limitation, by holding open position(s) on the opposite of a trade, including, by way of illustration only, through use of a single or correlated currencies, at given periods, internally (using other trading accounts held with the Company) or externally (using other trading accounts held with other brokers).
Chargeback disputes by the client (including repeated, unjustified, or abusive chargebacks on deposits or payments);
Abuse or attempted abuse of Negative Balance Protection by the client (including strategies designed to exploit or trigger negative balances for asymmetric or risk-free profit);
Abuse or attempted abuse by the client of any bonus program, promotion, credit, or incentive (including but not limited to arbitrage, hedging across accounts, churning, multi-account manipulation, or strategies aimed at extracting bonuses without genuine trading risk).
Negative Balance Protection Abuse
Negative Balance Protection is provided by the company solely to protect Clients from genuine unforeseen market volatility and extreme market movements beyond reasonable control. It does not apply to, and the Company may disapply it in cases of, trading strategies that are abusive, manipulative, exploitative, or designed to take advantage of the protection. Prohibited strategies include, but are not limited to: Intentionally opening offsetting, hedged, or correlated positions (including across multiple accounts, whether with the Company or other brokers) and subsequently partially or fully closing/removing such hedges or positions immediately prior to major market events, high-impact news releases, periods of illiquid market conditions, market close/open gaps, or other foreseeable volatility spikes, with the intent or foreseeable effect of generating risk-free, low-risk, asymmetric, or guaranteed profits (e.g., by triggering stop-outs/negative balances on losing positions while profiting on winning ones).
Where the Company reasonably determines, in its sole and absolute discretion, that the Client has engaged in such abusive or exploitative trading behavior (whether individually or as part of a group/strategy), the Company reserves the right to take any one or more of the following actions without prior notice: (i) disapply Negative Balance Protection in whole or in part for the relevant Transaction(s), Account, or period; (ii) adjust, amend, cancel, void, reverse, or close any related Transactions, positions, profits, or losses; (iii) recover, debit, or set off any resulting losses, negative balances, or other amounts owed by the Client (including from other Accounts); (iv) cancel or reverse any profits or benefits derived from such behavior; and/or (v) take any other action permitted under this Agreement, including suspension, restriction, or termination of the Account(s) and/or the Agreement.
For the avoidance of doubt, any determination by the Company under this clause shall be final, conclusive, and binding on the Client. The Client shall have no claim against the Company for any losses, foregone profits, or other consequences arising from actions taken in good faith pursuant to this clause.
General Provisions
The Client shall not assign, charge or otherwise transfer or purport to assign, charge or otherwise transfer his rights or obligations under this Agreement or any interest in this Agreement, without the Company’s prior written consent, otherwise any purported assignment, charge or transfer in violation of this paragraph shall be void.
If the Client is a partnership, or otherwise comprises of more than one person, his liability under this Agreement shall be joint and several. In the event of the demise, bankruptcy, winding-up or dissolution of any one or more of such persons, then (but without prejudice to the above or Company’s rights in respect of such person and his successors) the obligations and rights of all other such persons under this Agreement shall continue in full force and effect.
Without prejudice to any other rights which the Company may be entitled to, the Company may at any time and without notice to the Client set-off any liability under this Agreement or any other agreement entered into between the parties and between any account(s) of the client (whether actual or contingent, present or future). The Company can off-set any owed amounts using any account the Client maintains with the Company.
If any provision of this Agreement is or becomes illegal, invalid or nonenforceable in any respect under the law of any jurisdiction, neither the legality, validity or enforceability of the remaining provisions of this Agreement nor the legality, validity or enforceability of such provision under the law of any other jurisdiction shall be affected or impaired.
The Company’ records, unless proven to be wrong, shall be the evidence of Client’s dealings with the Company in connection to the services provided. The Client shall not rely on the Company to comply with Client’s record keeping obligations, although records may be made available to the Client on request at the Company’s discretion.
This Agreement and all Transactions are subject to Applicable Regulations so that: (i) if there is any conflict between this Agreement and any Applicable Regulations, the latter shall prevail; (ii) nothing in this Agreement shall exclude or restrict any obligation which the Company has towards the Client under Applicable Regulations; (iii) the Company may take or omit to take any action it considers necessary to ensure compliance with any Applicable Regulations and whatever the Company does or fails to do in order to comply with them shall be binding on the Client;
This Agreement may be amended from time to time and the Company shall notify the Client of the relevant amendment or about the updated Agreement either in writing or through the Company’s Website. Any changes to this Agreement shall not apply to Transactions performed prior to the date on which the changes become effective unless specifically agreed otherwise. Should the Client disagree with the changes, he may terminate this Agreement in accordance with paragraph 29 hereof.
A person who is not a party to this Customer Agreement has no rights to enforce any terms of this Customer Agreement.
Representations, Warranties and Covenants:
On a continuing basis, a Client represents, warrants, covenants and undertakes to the Company, both in respect of himself and any other person for whom the Client acts as an agent, that:
The Client is authorized and has the capacity to enter into this Agreement and any transactions which may arise under them;
The Client is over 18 years old;
The Client is aware of the laws and regulations in regards to being allowed to enter into this Agreement and the information that he provides on the account opening form (registration process) as well as in any other documentation is complete, true and accurate. For any change or amendment in the above mentioned information, including change of address, the client remains responsible to notify the Company;
The Client has obtained the necessary approvals from the relevant regulatory/legal and compliance authorities to make use of the services provided pursuant to these Terms and Conditions.
The Client is acting as a principal and not as an agent or representative or trustee or custodian on behalf of someone else. The Client may act on behalf of someone else only if the Company specifically consents to this in writing and provided all the documents required by the Company for this purpose are received;
any person representing the Client in opening or closing a Transaction will have been, and the person entering into the Client Agreements on his behalf is, duly authorized to do so on his behalf;
The Client has read and fully understood the entire contents of this Agreement with which he fully accepts and agrees;
The Client acknowledges that no representations were made to him by or on behalf of the Company which have in any way incited or persuaded him to enter into this Agreement;
The Client acknowledges that the Company shall not be obliged to inform the Client of any developments or changes in laws, regulations, information and policies from any competent authority;
The Client agrees to direct advertising through contacting by phone, or personal representation or by e-mail or any other electronic means used by the Company;
The Client has taken all reasonable steps to understand the specifications and characteristics of the Trading Platform(s) and the associated hardware, software, data processing and telecommunication systems and networks required to access and operate the Trading Platform(s);
There are no restrictions, conditions or restraints by Central Banks or any governmental, regulatory or supervisory bodies, regulating Client’s activities, which could prevent or otherwise inhibit the Client entering into, or performing in accordance with this Agreement and/or under any Transaction which may arise under them;
Client’s performance under any Transaction in accordance with this Agreement does not violate any agreement and/or contract with third parties;
This Agreement, each Transaction and the obligations created thereunder are binding on the Client and enforceable against the Client in accordance with their terms and do not violate the terms of any Applicable Regulations;
The Client is not an employee of any Underlying Market, a corporation in which any Underlying Market owns a majority of the capital stock, a member of any Underlying Market and/or firm registered on any Underlying Market or any bank, trust or insurance company that trades in Financial Instruments covered under this Agreement between the Client and the Company;
There are no pending or, to the best of the Client’s knowledge, any legal proceedings before any court, arbitration court, governmental body, agency or official or any arbitrator that purports to draw into question, or is likely to affect, the legality, validity or enforceability against him of this Agreement and any Transaction which may arise under it or the Client’s ability to perform his obligations under this Agreement and/or under any Transaction which may arise under them in any material respect;
The Client shall not enter into any Transaction unless he has a full understanding of all of the terms, conditions and risks thereof, and he is capable of understanding and willing to accept (financially and otherwise) those risks;
The Client will not enter into any Transaction for the purposes of arbitrage, Scalping or to exploit any temporal and/or minor inaccuracy in any rate or price offered on the Trading Platform(s);
The Client will not commit any actions or display any conduct that damages the reputation of the Company;
The Client funds used for trading are not in any direct or indirect way the proceeds of any illegal activity or used or intended to be used for terrorist financing;
The Client funds used for trading are free of any lien, charge, pledge, or other encumbrance;
The Client shall not provide to the Company any information which is misleading and all information that the Client provides to the Company shall be true and accurate in all material respects. The Client shall inform the Company if his position changes and the information provided to the Company becomes misleading or does not materially represent his capacity and ability to trade with the Company;
The Client is not a Politically Exposed Person and do not have any relationship (for example relative or business associate) with a person who holds or held in the past twelve months a prominent public position. If the above statement is untrue and in the event that the Client has not disclosed this already in the Account Opening Application Form, the Client will inform the Company as soon as possible if at any stage during the course of this Agreement the Client becomes a Politically Exposed Person;
The Client confirms that he has regular access to the internet and consent to the Company providing him with information, including, without limitation, information about amendments to the terms and conditions, costs, fees, this Agreements, Policies and information about the nature and risks of investments by posting such information on the Website and/or email;
By entering into this Agreement, the Client acknowledges and understands that, when participating in the Company’s promotions, he will be bound by the terms and conditions of such promotions applicable at the time on the country of residence of the Client.
Any breach by the Client of any of the representations and warranties set forth in paragraph 33.1 or anywhere else in the Client Agreements renders any Transaction voidable from the outset or capable of being closed by the Company at its then prevailing prices, in our absolute discretion.
Record Keeping and Call Recording
Under Applicable Regulations, the Company is required to keep documents or data either in hard copy or electronic form including the documents agreed between the Company and the Client that sets out the rights and obligations of the parties and the other terms on which the Company will provide services to the Client. The Company shall be able to retrieve the relevant documents/data without undue delay and present them at any time to the competent authorities if requested. Furthermore, the Company will arrange for records to be kept of all services provided and transactions undertaken by it.
Furthermore, the Company shall record all telephone conversations and electronic communication with Clients for the provision of its Services as well as other conversations with the Clients irrespective whether the said orders resulted in a transaction or not.
Our records will be evidence of your dealings with us in connection with the Trading Platform(s). You will not rely on us to comply with your record keeping obligations, although records may be made available to you on request at our absolute discretion. You will not object to the admission of our records as evidence in any legal or regulatory proceedings because such records are not originals, are not in writing or are documents produced by a computer.
The documents shall be kept for a period of at least seven (7) years, inclusive of the right of the Competent Authority to request data, which is calculated after the execution of the transactions or the termination of the business relationship.
Company Liability
Access to the Trading Systems is provided “as is”. The Company makes no warranties (express or implied), representations, or guarantees as to merchantability, fitness for any particular purpose or otherwise with respect to the Electronic Systems, their content, any documentation or any hardware or software provided by the Company. Technical difficulties could be encountered in connection with the Electronic Systems. These difficulties could involve, among others, failures, delays, malfunction, software erosion or hardware damage, which difficulties could be the result of hardware, software or communication link inadequacies or other causes. Such difficulties could lead to possible economic and/or data loss. In no event will the Company or its affiliates or any of their employees be liable for any possible loss (including loss of profit or revenue whether direct or indirect), cost or damage including, without limitation, consequential, unforeseeable or special damages or expense which might occur as a result of or arising out of using, accessing, installing, maintaining, modifying, deactivating or attempting to access the Electronic Systems or otherwise. The Company further reserves the right, in its reasonable discretion to unwind an executed Transaction or adjust the price of executed Transactions (including Transactions that have been confirmed or settled) to a fair market price if the Transaction was mispriced because of technical difficulties with the Electronic Systems.
The Company shall not be liable for any loss, liability or cost suffered or incurred by the Client as a result of providing the services as described in this Agreement unless the loss, liability or cost is caused by the Company’s gross negligence, willful default or fraud committed while acting in accordance with the Client’s instructions.
The Client acknowledges and confirms that, while the Company may send traderelated courtesy notifications via email or other means, if the Company fails to do so, the Company will not be held liable for any losses/damages suffered as a result of such failure.
The Company shall not be liable for any loss, liability or cost which the Client may suffer or incur as a result of the negligence, willful default or fraud of any third party (e.g. bank, electronic payment provider, etc.) which it has taken reasonable care in appointing.
Neither the Company nor the directors, officers, servants, agents or representatives of the Company shall be liable to the Client (except in the case of fraud) for any consequential, indirect, special, incidental, punitive or exemplary loss, liability or cost which the Client may suffer or incur arising from the act of omissions of the Company under this Agreement regardless of how such loss, liability or cost was caused and regardless of whether it was foreseeable or not. For the purposes of this paragraph, a loss, liability or cost includes any loss, liability or cost (as appropriate) arising from the Client being unable to sell Financial Instruments where the price is falling, or from not being able to purchase Financial Instruments where the price is rising, or from being unable to enter into or complete another trade which requires him to have disposed of or purchased the Financial Instruments or any other loss, liability or cost arising as a result of loss of business, profits, goodwill or data and any indirect, special, incidental, consequential, punitive or exemplary loss, liability or cost, whether arising from negligence, breach of contract or otherwise and whether foreseeable or not.
Nothing in this Agreement excludes or limits the liability of the Company if any such exclusion or limitation is prohibited by any Applicable Regulations.
Event of Default
Each of the following constitutes an “Event of Default”:
The failure of the Client to perform any obligation due to the Company;
If an application for bankruptcy is made in respect of the Client pursuant to any act in any Jurisdiction (if the Client is an individual), if a partnership, in respect of one or more of the partners, or if a company, a receiver, trustee, administrative receiver or similar officer is appointed, or if the Client makes an arrangement or composition with the Client’s creditors or any procedure which is similar or analogous to any of the above is commenced in respect of the Client;
The failure of the Client to provide any required Margin and/or hedged Margin, or other amount due under the Agreement;
The failure of the Client to submit any identification documentation and/or any other information as required by the Company from time to time;
The failure of the Client to perform any obligation due to the Company emanating from the Agreement or any other documents concluded with the Company;
The Client is unable to pay the Client’s debts when they fall due;
Where any representation or warranty made by the Client in paragraph 33 of this Agreement is or becomes untrue;
The Client (if the Client is an individual) dies or is declared absent or becomes of unsound mind;
Any other circumstance where the Company reasonably believes that it is necessary or desirable to take any action set out in paragraph 23.2 of this Client Agreement;
Any action set out in paragraph 23.2 is required by a competent regulatory authority or body or court;
The Client involves the Company in any type of fraud or illegality or breach of any of the laws of Saint Lucia or other countries, or is at risk of involving the Company in any type of fraud or illegality or breach of the laws of Saint Lucia or other countries;
In cases of material violation by the Client of the requirements established by legislation in Saint Lucia or other countries, such materiality determined in good faith by the Company;
If the Company suspects that the Client is engaged into money laundering activities, or terrorist financing, or card fraud, or other criminal activities;
The Company reasonably suspects that the Client performed a prohibited action as set out in paragraphs 6.22 - 6.23and 6.5 of this Client Agreement;
The Company reasonably suspects that the Client performed Abusive Trading;
The Company reasonably suspects that the Client opened the Trading Account fraudulently.
The Company has reasonable grounds to suspect that the Client is abusing the negative balance protection provided by the Company, as set out in paragraph 31
If an Event of Default occurs the Company may, at its absolute discretion, at any time and without prior Written Notice, take one or more of the following actions:
Terminate this Agreement immediately without prior notice to the Client;
Cancel any Open Positions;
Temporarily or permanently bar access to the Platform(s) or suspend or prohibit any functions of the Platform(s);
Reject or Decline or refuse to transmit or execute any Order of the Client;
Restrict the Client’s trading activity;
In the case of fraud, reverse the funds back to the real owner or according to the instructions of the law enforcement authorities of the relevant country;
Cancel of profits gained through Abusive Trading;
Immediately cancel all trades that were executed by the Client;
Take legal action for any losses suffered by the Company.
Governing Language
This Agreement as well as any additional agreement hereto (both present and future) are made in English. Any other language translation is provided as a convenience only. In the case of any inconsistency or discrepancy between original English texts and their translation into any other language, as the case may be, original versions in English shall prevail.
Governing law and jurisdiction
This Agreement and all transactional relations between the Client and the Company are governed by the Saint Lucia Law and the competent court for the settlement of any dispute which may arise between them under or in relation to this Agreement shall be the Courts of Saint Lucia.
-End of The Agreement-
July 2026 – version 1.7
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