Terms and Conditions
1.1. This Agreement is entered by and between Ainvestments (hereinafter called the “Company” or “we” or “us”), on the one part, and the Client (“Client” or “you” or “user”), on the other part.
*Ainvestments operates via ESOS International Ltd, together with Kadeky International S.R.O. entity (Kadeky’s address: Ovocny trh 572/11, 110 00 Prague 1, Czech Republic)
If you decide to download our software to use the trading demonstration then your obligations hereunder contained within this Client Agreement (to the extent relevant) apply to you as well even if you do not become our Client after all.
1.3. The Agreement overrides any other agreements, arrangements, express or implied statements made by the Company or any Introducer(s).
1.4. The Agreement shall be binding upon and shall inure to the benefit of the Parties and their permitted successors and assigns.
- Restrictions on the Users
2.1. Without prejudice to the Company’s right to refuse to provide Services hereunder or make its Platform available to any person, the Platform is not intended for use by a person:
- who is under the age of 18 years old or is not of legal competence or of sound mind;
- who resides in any country where such use would be contrary to local law or regulation or religion. The Platform and our Service hereunder are not intended to persons residing in any country where CFD trading activity or other such services would be contrary to local law or regulation or religion. It is your responsibility to comply with any local law or regulation to which you are subject to;
- who is a US Reportable Person, in accordance with FATCA;
- who is an employee, director, associate, agent, affiliate, relative, or otherwise connected to the Company or any affiliate thereto.
- License and Provision of Platform
3.1. Subject to the Client’s obligations under the Agreement being fulfilled, the
Company hereby grants the Client a limited license, which is personal, nontransferable, non-exclusive and fully recoverable, to use the Platform(s) (including the use the Website and any associated downloadable software available on our Website from time to time), solely for personal use and benefit in order to place Orders in a particular Financial Instrument(s) in accordance with the terms of this Agreement. Should the Agreement be terminated for any reason, the license will automatically be revoked and the Platform software must no longer be used by the Client.
3.2. If any third party software is included within the Platform, then such third party software shall be provided subject to the terms of this Agreement. The Client shall fully comply with the terms of any third party software licenses that the Company may provide him with from time to time.
3.3. The Company reserves any and all rights to the Platform not expressly granted to the Client by this Agreement. Rights to the Platform are licensed to the Client by the Company and not sold. All rights to the Platform shall remain the property of the Company.
3.4. The Company has the right to shut down the Platform(s) at any time for maintenance purposes without prior notice to the Client. This will be done only in weekends, unless not convenient or in urgent cases. In these cases the Platform(s) will be inaccessible.
3.5. From time to time, acting reasonably, the Company shall have the right to add to, modify, or remove any of the Platform or parts of it without liability under this Agreement. In such a case, it shall use reasonable endeavours to replace any part of the Platform with an equivalent where practicable.
- Intellectual Property
4.1. The Platform(s), all copyrights, trademarks, patents, service marks, trade names, software code, icons, logos, characters, layouts, trade secrets, buttons, color scheme, graphics and data names are the sole and exclusive Intellectual Property (IP) of the Company or of third parties and are protected by local and international intellectual property laws and treaties. This Agreement does not convey an interest in or to the Platform(s) but only a right to use the Platform(s) according to the terms of this Agreement. Nothing in this Agreement constitutes a waiver of the Company’s IP rights.
4.2. Under no circumstances shall the Client obscure or remove any copyright, trademark or any other notices from any of the Company’s IP or Website or Platform(s).
4.3. It is understood that the Company may offer its Services under different trademarks and websites. The Company owns all the images displayed on its websites, the Platform(s) and downloadable software and material. The Client may not use these images in any way other than the manner which the Company provides them for.
4.4. The Client is permitted to store and print the information made available to him through the Company’s Website or Platform(s) including documents, policies, text, graphics, video, audio, software code, user interface design or logos. The Client is not permitted to alter, modify, publish, transmit, distribute, otherwise reproduce commercially exploit that information, in whole or in part, in any format to any third party without the Company’s express written consent.
- Use of the Platform
5.1. The Client agrees that he:
- may only use the Platform for so long as he is authorised to do so under the terms of the license granted hereunder;
- will use the Platform only for lawful purposes;
- may not use the Platform for any purpose other than for the purpose for which it has been provided under this Client Agreement;
- is responsible for all transactions effected on his Client Account via the Platform and the use of the Platform (including the Access Data);
- will logout from the Platform should his access terminal be left
unattended, to prevent unauthorised access to his Client Account.
5.2. It is absolutely prohibited for the Client to take any of the following actions in relation to the Platform(s):
- Use any software, which applies artificial intelligence analysis to the Company’s systems and/or 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 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 Platform(s) or cause such system(s) to malfunction or stop their operation.
- Unlawfully access or attempt to gain access, reverse engineer or otherwise circumvent any security measures that the Company has applied to the Platform(s).
- Perform any action that could potentially allow the irregular or unauthorised access or use of the Platform(s).
- Curry out any commercial business on the Platform, unless specifically allowed by us in writing.
5.3. Should the Company reasonably suspect that the Client has violated the terms of paragraph 5.2., it is entitled to take one or more of the counter measures of paragraph 14.2. of this Client Agreement.
5.4. The Client is solely responsible for providing and maintaining the compatible equipment necessary to access and use the Platform(s), which includes at least a personal computer or mobile phone or tablet (depending on the Platform used), internet access by any means and telephone or other access line. Access to the internet is an essential feature and the Client shall be solely responsible for any fees necessary in order to connect to the internet.
5.5. The Client represents and warrants that he has installed and implemented appropriate means of protection relating to the security and integrity of his computer or mobile phone or tablet and that he has taken appropriate actions to protect his system from computer viruses or other similar harmful or inappropriate materials, devices, information or data that may potentially harm the Website, the Platform(s) or other systems of the Company. The Client further undertakes to protect the Company from any wrongful transmissions of computer virus or other similarly harmful or inappropriate material or device to the Platform(s) from his personal computer or mobile phone or tablet.
5.6. The Company makes no express or implied representations:
- that the Platform will be available for access all the time, or at any time on a continuous uninterrupted basis. Access to the Platform may be affected, for example, by routine maintenance, repairs, reconfigurations or upgrades;
- as to the operation, quality or functionality of the Platform;
- that the Platform will be free of errors or defects;
- that the Platform is free from viruses or anything else that has contaminating or destructive properties including where such results in loss of or corruption to Client data or other property.
5.7. The Company will not be liable to the Client should his computer system or mobile phone or tablet fail, damage, destroy and/or format his records and data. Furthermore, if the Client incurs delays and any other form of data integrity problems that are a result of his hardware configuration or mismanagement, the Company shall not be liable.
5.8. The Company will not be liable for any such disruptions or delays or problem in any communication experienced by the Client when using the Platform(s).
5.9. The Company agrees to hold harmless the Client from losses on his Client Account in the event that the Platform is ‘hacked’, or any unauthorised use of a Client Account’s Access Data occurs which is due to the negligence of the Company. Likewise, the Client shall hold harmless the Company from losses in the event that his Client Account is hacked or associated unauthorised use of his Access Data occurs due to his negligence.
6.1. When you first access the Platform you will be asked to enter your Access Data, which are confidential and you agrees to keep secret and not to disclose to any third person.
6.2. The Client agrees to notify the Company immediately if he knows or suspects that his Access Data or Client Account number have or may have been disclosed to any unauthorised person. The Company will then take steps to prevent any further use of such Access Data and will issue replacement Access Data. The Client will be unable to place any Orders until he receives the replacement Access Data.
6.3. The Client agrees that he will co-operate with any investigation the Company may conduct into any misuse or suspected misuse of his Access Data.
6.4. The Client acknowledges that the Company has no responsibility if unauthorized third persons gain access to information, including electronic addresses, electronic communication, personal data and Access Data when the above are transmitted between the Parties using the internet or other network communication facilities, post, telephone, or any other electronic means.
6.5. If the Company is informed from a reliable source that the Access Data of the Client may have been received by unauthorised third parties, the Company may, at its discretion without having an obligation to the Client, deactivate the Client Account.
- Application and Commencement
7.1. After the Client fills in and submits the Account Opening Application Form together with all the required identification documentation required by the Company for its own internal checks, the Company will send him a notice informing him whether he has been accepted as a Client of the Company. It is understood that the Company is not to be required (and may be unable under Applicable Regulations) to accept a person as its Client until all documentation it requires has been received by the Company, properly and fully completed by such person and all internal Company checks (including without limitation anti-money laundering checks, appropriateness or suitability tests as the case may be) have been satisfied. It is further understood that the Company reserves the right to impose additional due diligence requirements to accept Clients residing in certain countries due to the requirement under Applicable Regulations for an Investment Firm (IF) to take a risk based approach when performing due diligence on Clients.
7.2. The Agreement shall take effect and commence upon the receipt by the Client of a notice sent by the Company informing the Client that he has been accepted as the Company’s Client or that a Client Account has been opened for him.
- Client Classification
8.1. According to Applicable Regulations, IFs must classify their Clients in one of the following categories: Retail Client, Professional Client or Eligible Counterparty. It is noted that the Company treats all of its Clients as Retail Clients.
8.2. Where an IF treats a Client as a Retail Client, the Client is entitled to more protections under the Law, than if the Client was treated as a Professional Client. In summary, these protections are as follows (the list may not be exhaustive):
- A Retail Client will be given more information disclosures with regards to the Company, its services, its financial instruments and their performance, the nature and risks of financial instruments, its costs, commissions, fees and charges and the safeguarding of Client financial instruments and Client funds, including summary details of any relevant investor compensation or deposit guarantee scheme, as applicable.
- Where the Company is providing the services of Reception & Transmission of orders and/or Execution of Client orders (the Company shall ask a Retail Client to provide information regarding his knowledge and experience in the investment field relevant to the specific type of product or service offered or demanded, so as to enable the Company to assess whether the investment service or product envisaged is appropriate for the Client. In case the Company considers, on the basis of the information received, that the product or service is not appropriate to a Retail Client, it shall warn the Client accordingly. Please note that the Company is not required to assess appropriateness in certain cases specified by the Law (for example but not limited to the situation where on an execution only basis the financial instrument concerned is not complex).
On the other hand, the Company shall be entitled to assume that a Professional Client has the necessary experience and knowledge in order to understand the risks involved in relation to those particular investment services or transactions, or types of transaction or product, for which the Client is classified as a Professional Client. Consequently, and unlike the situation with a Retail Client, the Company should not generally need to obtain additional information from the Client for the purposes of the assessment of appropriateness for those products and services for which they have been classified as a Professional Client.
- When executing Client orders, the Company must take all reasonable steps to achieve what is called “best execution” of the Client’s orders, that is to obtain the best possible result for its Clients.
Where the Company executes an order of a Retail Client, the best possible result shall be determined in terms of the total consideration, representing the price of the financial instrument and the costs related to execution, which shall include all expenses incurred by the Client which are directly related to the execution of the order, including execution venue fees, clearing and settlement fees and any other fees paid to third parties involved in the execution of the order. The Company shall also send a notice to a Retail Client confirming execution of the order as soon as possible and no later than the first business day following execution or, if the confirmation is received by the Company from a third party, no later than the first business day following receipt of the confirmation from the third party, as applicable.
Professional Clients are also entitled to a confirmation for the execution of their orders however there is no specific timeframe involved as to when the Professional Client will receive this information. Nevertheless, this confirmation shall be provided promptly.
- The Company must inform Retail Clients of material difficulties relevant to the proper carrying out of their order(s) promptly upon becoming aware of the difficulty.
- The Company is required to provide Retail Clients with more information than Professional Clients as regards the execution of their orders.
- The Company is obliged to enter into a written basic agreement with the retail Client, setting out the essential rights and obligation of both parties.
8.3. It is understood that under the Law, the Company has the right to change its policy and accept other categories of Clients as well and hence review the Client’s Classification and change his Classification if this is deemed necessary (subject to Applicable Regulations and appropriate notification to the Client).
9.1. In providing execution of Client Orders services to the Client, the Company is obliged under Applicable Regulations to seek information from a Client or potential Client regarding his knowledge and experience in the investment field relevant to the specific type of service or Financial Instrument offered or demanded, so as to enable the Company to assess whether the service or Financial Instrument is appropriate for the Client. Where the Client or potential Client elects not to provide the information regarding his knowledge and experience, or where he provides insufficient information regarding his knowledge and experience, the Company will not be able to determine whether the service or Financial Instrument is appropriate for him. The Company shall assume that information about his knowledge and experience provided from the Client to the Company is accurate and complete and the Company shall have no responsibility to the Client if such information is incomplete or misleading or changes or becomes inaccurate and the Company will be deemed to have performed its obligations under Applicable Regulations, unless the Client has informed the Company of such changes.
10.1. Trading with the Company involves the provision of the following investment and ancillary services from the Company to the Client, subject to the Client’s obligations under the Agreement being fulfilled:
- The Investment service of Execution of Orders on an own account basis.
- Cash/collateral management, according to PART THREE below.
- Foreign Currency Services provided they are associated with the provision of the services of paragraph 10.1.(a) and (b).
10.2. It is understood that when trading in CFDs, the Company shall not hold any Financial Instruments of the Client and shall not be providing safekeeping and administration of Financial Instruments for the account of Client or custodianship.
- Advice and Commentary
11.1. The Company will not advise the Client about the merits of a particular Order or give him any form of investment advice and the Client acknowledges that the Services do not include the provision of investment advice in Financial Instruments or the Underlying Markets or Assets. The Client alone will decide how to handle his Client Account and place Orders and take relevant decisions based on his own judgment.
11.2. 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.
11.3. 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 document 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 made 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.
11.4. 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.
- Placement and Execution of Orders
12.1. The Company may from time to time accept Client Orders in different ways such as on the Platform, via telephone call, facsimile transmission and any other methods in the Company’s discretion. Orders placed via facsimile transmission will be accepted only if this is specifically agreed between the Parties.
12.2. The Client may place Orders with the Company on the Platform and via telephone call, by using his Access Data and provided all the Essential Details are given in both cases. Orders via facsimile transmission need to bring the signature of the Client or of the Client’s Authorised Representative and all Essential Details.
12.3. The Company will be entitled to rely and act on any Order placed on the Platform(s) or via telephone call by using the Access Data or placed by facsimile transmission having the signature of the Client (or of the Authorised Representative), without any further enquiry to the Client and any such Orders will be binding upon the Client.
12.4. Orders are executed according to the “Summary Best Interest and Order Execution Policy”, which is binding on the Client.
12.5. The Company will use reasonable efforts to execute an Order, but it is agreed and understood that despite the Company’s reasonable efforts transmission or execution may not always be achieved at all for reasons beyond the control of the Company.
12.6. The Client hereby acknowledges and agrees that the Company may, in its sole discretion, add, remove or suspend from the Platform, any Financial Instrument, on any type of Underlying Asset or Market, from time to time in the event of a stock transformation event (for example as the result of a takeover, share consolidation/split, merger, spinoff, nationalisation, de-listing, etc.) or if no Client Positions are held in a particular Financial Instrument at that time.
12.7. Orders may be placed within the normal trading hours of the Company, available on the Platform and/or the Website, as amended from time to time.
- Decline of Client’s Orders
13.1. Without prejudice to any other provisions herein, the Company is entitled, at any time and at its discretion, without giving any notice or explanation to the Client to restrict the Client’s trading activity, to cancel Orders, to decline or refuse to transmit or execute any Order of the Client, and the Client has no right to claim any damages, specific performance or compensation whatsoever from the Company, in any of the following cases:
- Internet connection or communications are disrupted.
- In consequence of request of regulatory or supervisory authorities of Marshall Islands or a court order or antifraud or anti-money laundering authorities.
- Where the legality or genuineness of the Order is under doubt.
- A Force Majeure Event has occurred, according to paragraph 27.
- In an Event of Default of the Client as described in paragraph 14.1 below.
- The Company has sent a notice of Termination of the Agreement to the Client.
- The system of the Company rejects the Order due to trading limits imposed.
- Under abnormal market conditions.
- The Client does not hold adequate funds in his Balance for the specific Order or the Balance goes below zero.
- Benefits – Takeovers and Transformations (including events such as share consolidations/splits, mergers, takeovers, spinoffs, MBOs, delistings, etc.). Depending on the circumstances of each event, the Company may close out any Open Positions at the market price immediately prior to such an event taking place.
- Events of Default
14.1. 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 is made in respect of the Client pursuant to the Marshall Islands Bankruptcy Act or any equivalent act in another 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 Client is unable to pay the Client’s debts when they fall due.
- Where any representation or warranty made by the Client in paragraph 29 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 14.2.
- An action set out in paragraph 14.2 is required by a competent regulatory authority or body or court.
- The Company reasonably considers that the Client involves the Company in any type of fraud or illegality or breach of Applicable Regulations or the Company is placed at risk of being involved in any type of fraud or illegality or breach of Applicable Regulations if it continues offering Services to the Client, even when this is not due to the Client’s wrongdoing.
- The Company reasonably considers that there is a material violation by the Client of the requirements established by legislation of the Republic of Marshall Islands or other countries having jurisdiction over the Client or his trading activities, such being 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 paragraph 5.2.
- The Company reasonably suspects that the Client performed abusive trading such as, but not limited to, Snipping, Scalping, Pip-hunting, Hedging, placing “buy stop” or “sell stop” Orders prior to the release of financial data, arbitrage, manipulations or a combination of faster/slower feeds.
- The Company reasonably suspects that the Client opened the Client Account fraudulently.
- The Company reasonably suspects that the Client performed forgery or used a stolen card to fund his Client Account.
14.2. 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 as deemed appropriate under the circumstances:
- 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) until the Company can reasonably determine that an Event of Default occurred.
- Reject or Decline or refuse to transmit or execute any Order of the Client until the Company can reasonably determine that an Event of Default occurred.
- Restrict the Client’s trading activity until the Company can reasonably determine that an Event of Default occurred.
- In the case of fraud, forgery or use of stolen cards reverse the funds back to real owner or according to the instructions of the law enforcement authorities of the relevant country, or of the credit card company or of another financial institution.
- Cancel or reverse any profits gained through abusive trading of paragraph 14.1. (k) and (l) or the application of artificial intelligence on the Client Account or in case of the use of stolen cards, forgery, fraud or when the Client engaged into a criminal activity or money laundering.
- Take legal action for any losses suffered by the Company.
- Cancel or revoke any Bonuses awarded.
- Trade Confirmations
15.1. The Company shall provide the Client with adequate reporting on his Orders. For this reason, the Company will provide the Client with an online access to his Client Account via the Platform(s), which will provide him with sufficient information.
15.2. If the Client has a reason to believe that the Confirmation is wrong or if the Client does not receive any Confirmation when he should, the Client shall contact the Company ten Business Days from the date the Company of the Order was sent or ought to have been sent (in the event that a Conformation was not sent). If the Client expresses no objections during this period, the content is considered as approved by him and shall be deemed conclusive.
- Client Money Handling Rules
16.1. The Company will promptly place any Client money it receives into one or more segregated account(s) with reliable financial institutions (for example a bank) and the Client funds will be segregated from the Company’s own money and cannot be used in the course of its business.
16.2. The Company may hold Client money and the money of other clients in the same account (omnibus account).
16.3. The Company shall not pay to the Client any interest earned on Client money (other than profit gained through trading Transactions from his Client Account(s) under this Agreement) and the Client waives all right to interest.
16.4. The Company may deposit Client money in overnight deposits and will be allowed to keep any interest.
16.5. Client money may be held on the Client’s behalf a bank located within or outside Marshall Islands. The legal and regulatory regime applying to any such person outside Marshall Islands will be different from that of Marshall Islands and in the event of the insolvency or any other equivalent failure of that person, the Client’s money may be treated differently from the treatment which would apply if the money was held in a Segregated Account in Marshall Islands. The Company will not be liable for the solvency, acts or omissions of any third party referred to in this paragraph.
16.6. In the event of the insolvency or any other analogous proceedings in relation to that third party, the Company may only have an unsecured claim against the third party on behalf of the Client, and the Client will be exposed to the risk that the money received by the Company from the third party is insufficient to satisfy the claims of the Client with claims in respect of the relevant account. The Company does not accept any liability or responsibility for any resulting losses.
16.7. It is agreed that the Company shall have the right to transfer the Client Money to successors or assignees or transferees or buyers, with 15 Business Days prior Written Notice to the Client for the purposes of paragraph 34.2. of the Client Agreement.
16.8. The Company shall have a general lien on all funds held by the Company or its Associates or its nominees on the Client’s behalf until the satisfaction of his obligations.
- Client Accounts, Deposits and Withdrawals
17.1. The Company shall open one or more a Client Account(s) for the Client to allow him to place Orders in particular Financial Instruments.
17.2. It is understood that the types of the different Client Accounts offered by the Company and the characteristics of such Client Accounts are found on the Website and are subject to change at the Company’s discretion and according to paragraph 25 hereunder.
17.3. The Client Account shall be activated upon the Client depositing the minimum initial deposit, as determined and mended by the Company in its discretion from time to time. The minimum initial deposit may vary according to the type of Client Account offered to the Client and is found on the Website.
17.4. The Client may deposit funds into the Client Account at any time during the course of this Agreement. Deposits will be made via the methods and in the currencies accepted by the Company. The detailed information about deposit options is shown on the Website.
17.5. The Company shall have the right to request the Client at any time any documentation to confirm the source of funds deposited into the Client Account. The Company shall have the right to reject a deposit of the Client and/or block the Client Account in any of the following cases:
- if the Company is not duly satisfied as to the legality of the source of funds;
- if the Client fails to provide the Company with any relevant documents it requests from the Client for client identification purposes or for any other reason;
- if the Company reasonably suspects or has concerns that the submitted documents may be false or fake;
- if the Company reasonably suspects that the Client is involved in illegal or fraudulent activity;
- if the Company is informed that the credit or debit card (or any other payment method used by the Client) has been lost or stolen;
- where the Company reasonably considers that there is a chargeback risk for any other reason; or
- when the Client deposits $10,000 or more (in one or more separate deposits) and the Company is unable to verify the source,
- when the acquiring bank, issuer bank or any third party processor or payment service provider rejected the transaction.
17.6. If the funds sent by the Client are not deposited in the Client 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 shall be paid by the Client and deducted from his Client Account or paid directly to the bank performing the investigation. The Client understands and aggress that in order to perform the investigation the Client shall have to provide the Company with the requested documents and certificates.
17.7. The Company shall make withdrawals of Client funds upon the Company receiving a relevant request from the Client by fax or email or in any other method accepted by the Company from time to time.
17.9. Upon the Company receiving an instruction from the Client to withdraw funds from the Client Account, after the Client completed the withdrawal process, the Company shall pay the said amount within one to five Business Days, if the following requirements are met:
- the withdrawal instruction includes all required information and identification details of the Client as may be required by the Company;
- 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 Client 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 prohibiting the Company from effecting the withdrawal;
- the Client does not have any Open Positions or in the case if any Open Positions the remaining Balance in the Client Account shall be at least double the necessary Maintenance Margin required to keep the positions open;
- the Client sends the withdrawal instruction in an signed form by fax or email or in any other approved method by the Company from time to time.
17.10. It is agreed and understood that the Company will not accept third party or anonymous payments in the Client Account and will not to make withdrawals to any other third party or anonymous account.
17.11. The Company reserves the right to reasonably decline a withdrawal request of the Client asking for a specific transfer method and the Company has the right to suggest an alternative.
17.12. All payment and transfer charges of third parties will be borne by the Client and the Company shall debit the relevant Client Account for these charges.
17.13. The Client may send the request for internal transfer of funds to another Client Account held by him with the Company. Internal transfers shall be subject to the Company’s policy from time to time.
17.14. 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 suffer the loss. It is further understood that the Company shall not be liable for any mistakes of third party payment service providers.
- Currency Conversions
18.1. In the event that the Client deposits money in a different currency of that of the Currency of the Client Account then the Company shall convert the sum deposited into the Currency of the Client Account. The Company shall do this at reasonable market rate and/or rate of exchange and/or bank that it considers appropriate. The Company shall be entitled to charge the Client for currency conversion or retain a mark-up from the exchange rates for arranging such conversion as the Company may from time to time specify to the Client and publish on the Platform and/or the Website. The Company shall be entitled to charge to the Client and obtain from the Client Account or from the deposited amount the expenses incurred with regard to currency conversions for the Client, including commissions to banks, money transfer fees, commissions to intermediaries.
18.2. Depending on the currency used to deposit money in the Client Account,
the Company may charge an amount in the form of a percentage (as a fixed spread) of the amount deposited. If the Client pays in his card currency, the Company will be allowed to charge a fixed spread of 3% for not like/like currencies, or so called exotic currencies. In relation to what is called Like/like currencies (GBP, USD, EUR, CHF, JPY, CAD, DKK, AUD), the Company does not charge any conversion fees when the Client pays in these currencies.
18.3. In the event of currency fluctuations, the Company will have no liability for any losses or damages incurred on the Client.
- Inactive and Dormant Client Accounts
19.1. If the Client Account is inactive for three months or more (i.e. there is no trading, no open positions, no withdrawals or deposits), it will be charged a monthly maintenance fee (the sum is available on the Website and/or the Platform), which may be different for different types of Client Accounts or Financial Instrument.
19.2. If the Client Account is inactive for one year or more, and after notifying
the Client in its last known address, the Company reserves the right to close the Client Account and render it dormant. Money in the dormant account shall remain owing to the Client and the Company shall make and retain records and return such funds upon request by the Client at any time thereafter. The Company may charge a fee during the period when the Account is dormant; such a fee shall be notified to the Client according to paragraph 25.8. hereunder.
- Netting and Set-Off
20.1. If the aggregate amount payable by the Client is equal to the aggregate amount payable by the Company, then automatically the mutual obligations to make payment are set-off and cancel each other.
20.2. If the aggregate amount payable by one party exceeds the aggregate amount payable by the other party, then the party with the larger aggregate amount shall pay the excess to the other party and all obligations to make payment will be automatically satisfied and discharged.
20.3. The Company has the right to combine all or any Client Accounts opened in the Client name and to consolidate the Balances in such Client Accounts and to set-off such Balances in the event of Termination of the Agreement.
21.1. The Company’s official language is the English language and the Client should always read and refer to the main Website for all information and disclosures about the Company and its activities. Translation or information provided in languages other than English is for informational purposes only and do not bind the Company or have any legal effect whatsoever, the Company having no responsibility or liability regarding the correctness of the information therein.
- Communications and Written Notices
22.1. The Client shall be able to call the Company within its normal working hours. The Company may contact the Client outside its normal working hours.
22.2. In order to communicate with the Company, the Client may use the contact details of the Company available on its Website or notified to the Client in any other way.
22.3. In order to communicate with the Client the Company will use the contact details provided by the Client whilst opening the Client Account or as updated latter on. Hence, the Client has an obligation to notify the Company immediately of any change in the Client’s contact details. Should the Client fail to do so, the Company shall have no liability should any important notices or cheques issued in his name are lost when sent by the Company at his last know details.
22.4. The following methods of communication are considered as Written Notice from the Company to the Client: email, Platform’s internal mail, facsimile transmission, post, commercial courier service, air mail or the Company’s Website. The following methods of communication are considered as Written Notice from the Client to the Company: email, facsimile transmission, post, commercial courier service or air mail or commercial courier.
22.5. Without prejudice to paragraph 23.6., any communications sent to either Party, as applicable, (documents, notices, confirmations, statements, reports etc.) are deemed received:
- If sent by email, within one hour after emailing it and provided the email has left from the sender’s outlook.
- If sent by the Platform’s internal mail, immediately after sending it.
- If sent by facsimile transmission, upon receipt by the sender of a transmission report from its facsimile machine confirming receipt of the message by recipient’s facsimile machine.
- If sent by telephone call, once the telephone conversation has been finished.
- If sent by post, seven calendar days after posting it.
- If sent via commercial courier service, at the date of signing of the document on receipt of such notice.
- If sent by air mail, eight Business Days after the date of their dispatch.
- If posted on the Company Webpage, within one hour after it has been posted.
22.6. Any Written Notices sent to the Company shall have to be received within the working hours of the Company. Notwithstanding paragraph 23.5., any Notices received outside the normal working hours shall be treated as being received the following Business Day.
22.7. Faxed documents received by the Company may be electronically scanned and reproduction of the scanned version shall constitute conclusive evidence of such faxed instructions.
- Personal Data, Confidentiality, Recording of Telephone Calls and Records
23.1. The Company may collect Client information directly from the Client (in his completed Account Opening Application Form or otherwise) or from other persons including, for example, the credit reference agencies, fraud prevention agencies, banks, other financial institutions, third authentication service providers and the providers of public registers.
23.2. Client information which the Company holds is to be treated by the Company as confidential and will not be used for any purpose other than in connection with the provision, administration and improvement of the Services, anti-money laundering and due diligence checks, for research and statistical purposes and for marketing purposes. Information already in the public domain, or already possessed by the Company without a duty of confidentiality will not be regarded as confidential.
23.3. The Company has the right to disclose Client information (including recordings and documents of a confidential nature, card details) in the following circumstances:
- Where required by law or a court order by a competent Court.
- Where requested by regulatory authority having control or jurisdiction over the Company or the Client or their associates or in whose territory the Company has Clients.
- To relevant authorities to investigate or prevent fraud, money laundering or other illegal activity.
- To such an extent as reasonably required so as to execute Orders and for purposes ancillary to the provision of the Services.
- To credit reference and fraud prevention agencies, third authentication service providers, banks and other financial institutions for credit checking, credit card checks, fraud prevention, anti-money laundering purposes, identification or due diligence checks of the Client. To do so they may check the details the Client supplied against any particulars on any database (public or otherwise) to which they have access. They may also use Client details in the future to assist other companies for verification purposes. A record of the search will be retained by the Company.
- To the Company’s professional advisors provided that in each case the relevant professional shall be informed about the confidential nature of such information and commit to the confidentiality herein obligations as well
- To other service providers who create, maintain or process databases (whether electronic or not), offer record keeping services, email transmission services, messaging services or similar services which aim to assist the Company collect, storage, process and use Client information or get in touch with the Client or improve the provision of the Services under this Agreement.
- To other service providers for statistical purposes in order to improve the Company’s marketing, in such a case the data will be provided in an aggregate form.
- To market research call centers that provide telephone or email surveys with the purpose to improve the services of the Company, in such a case only the contact details data will be provided.
- Where necessary in order for the Company to defend or exercise its legal rights to any court or tribunal or arbitrator or Ombudsman or governmental authority.
- At the Client’s request or with the Client’s consent.
- To an Affiliate of the Company or any other company in the same group of the Company.
- To successors or assignees or transferees or buyers, with ten Business Days prior Written Notice to the Client, and for the purposes of paragraph 34.2. of the Client Agreement.
- Client Information is disclosed in relation to US taxpayers to the Inland Revenue in Marshall Islands, which will in turn report this information to the IRS of the US according to the Foreign Account Tax Compliance Act (FATCA) of the USA and the relevant intergovernmental agreement between Marshall Islands and the US.
23.4. If the Client is a natural person, the Company will use, store, process and handle personal information provided by the Client in connection with the provision of the Services, in accordance the Processing of Personal Data (Protection of the Individual) Law of 2001 and the Company is obliged to supply the Client, on request, with a copy of personal data which it holds about the Client (if any), provided that the Client pays an administrative fee.
23.5. Telephone conversations between the Client and the Company may be recorded and kept by the Company and recordings will be the sole property of the Company. The Client accepts such recordings as conclusive evidence of the Orders or conversations so recorded.
23.6. The Client accepts that the Company may, for the purpose of administering the terms of the Agreement, from time to time, make direct contact with the Client by telephone, sms, fax, email, or post.
23.7. The Client accepts that the Company or any Affiliate of the Company or any other company in the same group of the Company may make contact with the Client, from time to time, by telephone, fax, email or post for marketing purposes to bring to the Client’s attention products or services that may be of interest to him or to conduct market research. This right is exercised in relation to Clients who are natural persons only when they provide their specific consent to that effect.
23.8. Under Applicable Regulations, the Company will keep records containing Client personal data, trading information, Client Account opening documents, communications and anything else which relates to the Client for at least five years after termination of the Agreement.
24.1. The Company may upgrade the Client Account, convert Client Account type, upgrade or replace the Platform or enhance the services offered to the Client if it reasonably considers this is to the Clients advantage and there is no increased cost to the Client.
Amendments of the Agreement
24.2. The Company may also change any terms of the Agreement for any of the following reasons:
- Where the Company reasonably considers that:
· the change would make the terms of the Agreement easier to understand or are more complete; or
· the change would not be to the disadvantage of the Client.
- To cover:
· the involvement of any service or facility the Company offers to the Client; or
· the introduction of a new service or facility; or
· the replacement of an existing service or facility with a new one; or
· The withdrawal of a service or facility which has become obsolete, or has ceased to be widely used, or has not been used by the Client at any time in the previous year, or it has become very expensive for the Company to offer.
- To enable the Company to make reasonable changes to the services offered to the Client as a result of changes in:
· the banking, investment or financial system; or
· technology; or
· the systems or Platform used by the Company to run its business or offer the Services hereunder.
- Where the Company finds that any term in the Agreement is inconsistent with Applicable Regulations. In such a case, it will not rely on that term but treat it as if it did reflect the relevant Applicable Regulations and shall update the Agreement to reflect the Applicable Regulations.
24.3. The Company may change any of the terms of the Agreement for any serious reason not listed under paragraph 25.2. Where the Client is a natural person he shall have the right to object to the change.
24.4. Where the Client is a natural person, for any change made under paragraphs 25.2. and 25.3., the Company shall provide the Client with advance notice of at least 10 Business Days. However, the Client acknowledges that a change which is made to reflect a change of Applicable Regulations may, if necessary, take effect immediately.
24.5. Where the Client is a natural person, for any change made under (a), (d) and (e) of paragraph 25.2., the notice of the Company shall be a Written Notice including a post on the Company’s Website. For any other change of the Client Agreement the Company, where the Company elects to provide such Written Notice via a post on the Website, the Company shall also provide the said Written Notice with an additional means of Written Notice.
24.6. When the Company provides Written Notice to Clients who are natural persons of changes under paragraphs 25.2. and 25.3. it shall tell the Client the date it comes into effect. The Client shall be treated as accepting the change on that date unless, before then, the Client informs the Company that he wishes to object the change. Client shall not have to pay any charges as a result of terminating in this case, other than costs due and payable for Services offered until the termination.
24.7. Where the Client is a legal entity the Company shall have the right to amend any terms of the Agreement for any reason by providing at least five Business Days notice to such Client. Notice shall not have to be personal but may be posted on the Website.
Review of Costs
24.8. Unless differently provided for elsewhere in this Agreement, the Company shall have the right to review its costs, fees, charges and commissions), from time to time, in its discretion. Such changes shall be effected on the Platform and/or the Website and the Client is responsible to check for updates regularly. In the absence of a Force Majeure event, the Company shall be providing the Client with advance notice on its Website of at least ten Business Days where the Client is natural person and five Business Days when the Client is a legal person. Premiums may be changed without prior notice.
Review of Classification
24.9. The Company shall have the right to review the Client’s Classification according to Applicable Regulations and inform the Client accordingly of the change before it comes into effect by providing the Client with advance notice of at least ten Business Days. Notwithstanding paragraph 25.1, changing the Client’s Classification may also mean changing the type of Client Account of the Client. The Client shall be treated as accepting the change on that date unless, before then, the Client informs the Company that the Client wishes to terminate the Agreement and not accept the change.
- Where the Company reasonably considers that:
- Termination and Results of Termination
25.1. The Client may terminate this Agreement with Written Notice to the Company at any time. Without prejudice to the Company’s rights under this Agreement to terminate it immediately without prior notice to the Client, the Company may terminate the Agreement by giving at least 15 Business Days Written Notice to the other Party.
25.2. Termination by any Party will not affect any obligation which has already been incurred by either Party or any legal rights or obligations which may already have arisen under the Agreement or any Transactions made hereunder.
25.3. Upon termination of this Agreement, all amounts payable by the Client to the Company will become immediately due and payable including (but without limitation) all outstanding costs and any other amounts payable to the Company, any charges and additional expenses incurred or to be incurred by the Company as a result of the termination of the Agreement.
25.4. Once notice of termination of this Agreement is sent and before the termination date:
- the Client will have an obligation close all his Open Positions. If he fails to do so, upon termination, the Company will close any Open Positions at current prices;
- the Company will be entitled to cease to grant the Client access to the Platform(s) or may limit the functionalities the Client is allowed to use on the Platform(s);
- the Company will be entitled to refuse to accept new Orders from the Client;
- the Company will be entitled to refuse to the Client to withdraw money from the Client Account and the Company reserves the right to keep Client’s funds as necessary to close positions which have already been opened and/or pay any pending obligations of the Client under the Agreement.
25.5. Upon Termination any or all the following may apply:
- The Company has the right to combine any Client Accounts of the Client, to consolidate the Balances in such Client Accounts and to set off those Balances;
- The Company has the right to close the Client Account(s);
- The Company has the right to convert any currency;
- The Company has the right to close out the Client’s Open Positions at current prices;
- 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) 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 to the Client’s Instructions to the Client. It is understood that the Company will effect payments only to an account in the name of the Client. The Company has the right to refuse, at its discretion, to effect thirty party payments.
- Force Majeure
26.1. A Force Majeure Event includes without limitation each of the following:
- Government actions, the outbreak of war or hostilities, the threat of war, acts of terrorism, national emergency, riot, civil disturbance, sabotage, requisition, or any other international calamity, economic or political crisis that, in the Company’s opinion, prevents it from maintaining an orderly market in one or more of the Financial Instruments in respect of which it deals on the Platform;
- Act of God, earthquake, tsunami, hurricane, typhoon, accident, storm, flood, fire, epidemic or other natural disaster making it impossible for the Company to offer its Services;
- Labour disputes and lock-out which affect the operations of the Company;
- Suspension of trading on a market or the liquidation or closure of any market, or the fixing of minimum or maximum prices for trading on a market to which the Company relates its Quotes, or the imposition of limits or special or unusual terms on the trading in any such market or a regulatory ban on the activities of any party (unless the Company has caused that ban), decisions of state authorities, governing bodies of self-regulating organizations, decisions of governing bodies of organized trading platforms;
- A financial services moratorium having been declared by appropriate regulatory authorities or any other acts or regulations of any regulatory, governmental, supervisory, regulatory or supranational body or authority;
- Breakdown, failure or malfunction of any electronic, network and communication lines (not due to the bad faith or wilful default of the Company);
- Any event, act or circumstances not reasonably within the Company’s control and the effect of that event(s) is such that the Company is not in a position to take any reasonable action to cure the default;
- The occurrence of an excessive movement in the level of any transaction and/or Underlying Asset or Market or the Company’s anticipation (acting reasonably) of the occurrence of such a movement;
- The failure of any relevant supplier, Financial Institution intermediate broker, Liquidity Provider, agent or principal of the Company, custodian, sub-custodian, dealer, Exchange, clearing house or regulatory or self-regulatory organisation, for any reason, to perform its obligations.
26.2. If the Company determines in its reasonable opinion that a Force Majeure Event exists (without prejudice to any other rights under the Agreement) the Company may without prior notice and at any time take any or all of the following steps:
- Suspend or modify the application of any or all terms of the Agreement to the extent that the Force Majeure Event makes it impossible or impractical for the Company to comply with them.
- Take or omit to take all such other actions as the Company deems to be reasonably appropriate in the circumstances with regard to the position of the Company, the Client and other clients;
- Shut down the Platform(s) in case of malfunction for maintenance or to avoid damage;
- Cancel any Client Orders and Refuse to accept Orders from Clients to the extent that the Force Majeure Event makes it impossible or impractical for the Company to comply with them or to avoid losses to the Client;
- Inactivate the Client Account to avoid damage;
- Close out any or all Open Positions at such prices as the Company considers in good faith to be appropriate to avoid losses for the Client;
- Increase Spreads, increase Margin requirements, decrease Leverage without notice to avoid damages.
26.3. Except as expressly provided in this Agreement, the Company will not be liable or have any responsibility for any type of loss or damage arising out of any failure, interruption, or delay in performing its obligations under this Agreement where such failure, interruption or delay is due to a Force Majeure event.
- Limitations of Liability and Indemnity
27.1. In the event the Company provides information, recommendations, news, information relating to transactions, market commentary or research to the Client (or in newsletters which it may post on its Website or provide to subscribers via its Website or otherwise), the Company shall not, in the absence of its fraud, willful default or gross negligence, be liable for any losses, costs, expenses or damages suffered by the Client arising from any inaccuracy or mistake in any such information given.
27.2. The Company will not be held liable for any loss or damage or expense or loss incurred by the Client in relation to, or directly or indirectly arising from but not limited to:
- Any error or failure or interruption or disconnection in the operation of the Platform(s), or any delay caused by the Client Terminal or Transactions made via the Client Terminal, any technical problems, system failures and malfunctions, communication line failures, equipment or software failures or malfunctions, system access issues, system capacity issues, high internet traffic demand, security breaches and unauthorized access, and other similar computer problems and defects;
- Any failure by the Company to perform any of its obligations under the Agreement as a result of Force Majeure Event or any other cause beyond its control;
- The acts, omissions or negligence of any third party;
- Any person obtaining the Client’s Access Data that the Company has issued to the Client prior to the Client’s reporting to the Company of the misuse of his Access Data;
- Unauthorized third persons having access to information, including electronic addresses, electronic communication, personal data and Access Data when the above are transmitted between the Parties or any other party, using the internet or other network communication facilities, post, telephone, or any other electronic means;
- Any of the risks of the Risks Disclosure and Warnings Notice;
- Currency risk materializing;
- Any changes in the rates of tax;
- The occurrence of Slippage;
- The Client relying on functions such as Trailing Stop, Expert Advisor and Stop Loss Orders;
- Under abnormal Market Conditions;
- Any actions or representations of the Introducer;
- Any acts or omissions (including negligence and fraud) of the Client and/or his Authorized Representative;
- For the Client’s or his Authorised Representative’s trading decisions;
- All Orders given through and under the Client’s Access Data;
- The contents, correctness, accuracy and completeness of any communication spread by the use of the Platform(s);
- As a result of the Client engaging in social trading, under which the client is automatically following other traders Orders;
- The solvency, acts or omissions of any third party referred to in paragraph 16.5.
- A situation of paragraph 16.6. arises.
27.3. If the Company, its Directors, Officers, employees, Affiliates, or Agents incur any claims, damage, liability, costs or expenses, which may arise in relation to the execution or as a result of the execution of the Agreement and/or in relation to the provision of the Services and/or in relation to the use of the Platform(s), that the Company, its Directors, Officers, employees, Affiliates, or Agents bear no responsibility whatsoever, it is the Client’s responsibility to indemnify the Company for such.
27.4. The Company shall in no circumstances be liable to the Client for any consequential, special, incidental or indirect losses, damages, loss of profits, loss of opportunity (including in relation to subsequent market movements), costs or expenses the Client may suffer in relation to the Agreement, the provision of the Services or the use of the Platform(s).
27.5. The Company’s cumulative liability to the Client shall not exceed the fees paid to the Company under this Agreement in relation to the particular Client for the Provision of the Services and use of the Platform(s).
- Representations and Warranties
28.1. The Client represents and warrants to the Company the following:
- The Client is at least 18 years old, or the age of legal consent for engaging in financial investment activities under the laws of any jurisdiction that applies to him;
- The Client is of sound mind and capable of taking decisions for his own actions;
- There are no restrictions on the markets or financial instruments in which any Transactions will be sent for execution, depending on the Client’s nationality or religion;
- All actions performed under the Agreement will not violate any law or rule applicable to the Client or to the jurisdiction in which the Client is resident, or any agreement by which the Client is bound or by which any of the Client’s assets or funds are affected;
- The Client will not use the IP or the Platform or Website in contravention to this Agreement, or for unauthorized or unlawful purposes and that he will use the IP, Platform and Website only for the benefit of his Client Account and not on behalf of any other person;
- The Client is duly authorised to enter into the Agreement, to give Orders and to perform its obligations hereunder;
- The Client is the individual who has completed the Account Opening Application Form or, if the Client is a company, the person who has completed Account Opening Application Form on the Client’s behalf is duly authorised to do so;
- The Client is acting as a principal and not as 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;
- The information provided by the Client to the Company in the Account Opening Application Form and at any time thereafter is true, accurate and complete and the documents handed over by the Client are valid and authentic.
- The Client has read and fully understood the terms of the Agreement;
- 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 is not a Politically Exposed Person and does not have any relationship (for example relative or business associate) with a person who holds or held in the last 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, he will inform the Company as soon as possible will notify the Company if at any stage during the course of this Agreement he becomes a Politically Exposed Person;
- The Client is not from the USA, Cuba, Iran, Syria, Democratic People’s Republic of Korea, Algeria, Ecuador, Indonesia, Myanmar, Hong Kong. The Company does not accept Clients from these regions;
- He has read and understands the “Risks Disclosure and Warnings Notice” found on the Website;
- The Client consents to the provision of the information of the Agreement by means of a Website or email;
- The Client confirms that he has regular access to the internet and consents 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 or email. Should the Client wish, he may request for these to be sent by post or fax.
- Complaints and Disputes
29.1. If the Client wishes to report a complaint, he must send an email to [email protected] or [email protected] with the completed “Complaints Form” found on our Website. The Company will try to resolve to resolve it without undue delay and according to the Company’s Complaints Procedure for Clients.
29.2. If a situation arises which is not expressly covered by this Agreement, the Parties agree to try to resolve the matter on the basis of good faith and fairness and by taking such action as is consistent with market practice.
29.3. It is noted that the Client, depending on the amount of the compliant, may have the right under Applicable Regulations, to make a complaint at the Financial Ombudsman.
29.4. The Client’s right to take legal action remains unaffected by the existence or use of any complaints procedures referred to above.
- Applicable and Governing Law and Applicable Regulations
30.1. If a settlement is not reached by the means described in paragraph 30, all disputes and controversies arising out of or in connection with the Agreement shall be finally settled in court in Marshall Islands.
30.2. All transactions on behalf of the Client shall be subject to Applicable Regulations and any other public authorities which govern the operation of the Marshall Islands Investment Firms, as they are amended or modified from time to time. The Company shall be entitled to take or omit to take any measures which it considers necessary to ensure compliance with the Applicable Regulations, the relevant market rules. Any such measures as may be taken shall be binding on the Client.
30.3. All rights and remedies provided to the Company under the Agreement are cumulative and are not exclusive of any rights or remedies provided by law.
31.1. Should any part of this Agreement be held by any Court of competent jurisdiction to be unenforceable or illegal or contravene any rule, regulation or by law of any Market or regulator, that part will be deemed to have been excluded from this Agreement from the beginning, and this Agreement will be interpreted and enforced as though the provision had never been included and the legality or enforceability of the remaining provisions of the Agreement or the legality, validity or enforceability of this provision in accordance with the law and/or regulation of any other jurisdiction, shall not be affected.
- Non-Exercise of Rights
32.1. Either Party’s failure to seek redress for violations, or to insist upon strict performance, of any condition or provision of this Agreement, or its failure to exercise any or part of any of right or remedy to which that Party is entitled under this Agreement, shall not constitute an implied waiver thereof.
33.1. The Company may at any time sell, transfer, assign or novate to a third party any or all of its rights, benefits or obligations under this Agreement or the performance of the entire Agreement subject to providing 15 Business Days prior Written Notice to the Client. This may be done without limitation in the event of merger or acquisition of the Company with a third party, reorganisation of the Company, winding up of the Company, or sale or transfer of all or part of the business or the assets of the Company to a third party.
33.2. It is agreed and understood that in the event of transfer, assignment or novation described in paragraph 34.1 above, the Company shall have the right to disclose and/or transfer all Client Information (including without limitation personal data, recording, correspondence, due diligence and client identification documents, files and records, the Client trading history) transfer the Client Account and the Client Money as required, subject to providing 15 Business Days prior Written Notice to the Client.
33.3. The Client may not transfer, assign, charge, novate or otherwise transfer or purport to do so the Client’s rights or obligations under the Agreement.
34.1. In cases where the Client is introduced to the Company through a third person such as a business introducer or associate or affiliate (“Introducer”), the Client acknowledges that the Company is not responsible or accountable for the conduct, representations or the accuracy, completeness or correctness of the contents of any promotions or marketing material of the Introducer or any other third party, even if these are given or appear to be given in the name of the Company, and the Company is not bound by any separate agreements entered into between the Client and the Introducer.
34.2. The Client acknowledges and confirms that his agreement or relationship with the Introducer may result in additional costs, since the Company may be obliged to pay commission fees or charges to the Introducer. If such apply they will be disclosed to the Client as provided under Applicable Regulations.
- Authorised Representative
35.1. The Company may in certain cases accept an Authorized Representative on behalf of the Client to place Orders to the Company or to handle any other matters related to the Client Account or this Agreement, provided the Client notifies the Company in writing of the appointment of an Authorized Representative and this person is approved by the Company fulfilling all of the Company specifications for this.
35.2. Unless the Company receives a written notification from the Client for the termination of the authorisation of Authorized Representative, the Company, without prejudice to paragraph 36.4 herein below, has the right to continue accepting Orders and/ or other instructions relating to the Client Account by the Authorized Representative on the Client’s behalf and the Client will recognize such orders as valid and committing to him.
35.3. The written notification for the termination of the authorization of the Authorized Representative has to be received by the Company with at least 5 days’ notice prior the termination of the authorization date.
35.4. The Company has the right (but NOT an obligation to the Client) to refuse to accept Orders and/ or other instructions relating to the Client Account from the Authorized Representative in any of the following cases:
- if the Company reasonably suspects that the Authorized Representative is not legally allowed or properly authorized to act as such;
- an Event of Default occurred;
- in order for the Company to ensure compliance with the relevant market rules and or practices, Applicable Regulations or other applicable laws; or
- in order to protect the interest of the Client.
- Multiple Account Holders
36.1. Where the Client comprises two or more persons, the liabilities and obligations under the Agreement shall be joint and several. Any warning or other notice given to one of the persons which form the Client shall be deemed to have been given to all the persons who form the Client. Any Order given by one of the persons who form the Client shall be deemed to have been given by all the persons who form the Client.
36.2. In the event of the death or mental incapacity of one of the persons who form the Client, all funds held by the Company or its Nominee, will be for the benefit and at the order of the survivor(s) and all obligations and liabilities owed to the Company will be owed by such survivor(s).
- Fees, Taxes and Inducements
37.1. The provision of the Services by the Company is subject to payment of fees found on the Company’s fee schedule on the Platform and/or the Website (as the case may be).
37.2. It is agreed and understood that the Client shall be solely responsible for all filings, tax returns and reports which should be made to any relevant authority, whether governmental or otherwise, and for payment of all taxes (including but not limited to any transfer or value added taxes), arising out of or in connection with his trading activity with the Company hereunder.
37.3. The Client undertakes to pay all applicable stamp expenses relating to this Agreement and any documentation which may be required for the currying out of the transactions under this Agreement.
37.4. Should the Company pay or receive any fees or inducements for the introduction of the Client, it shall notify the Client according to Applicable Regulations.
38.1. Any bonus or similar benefits provided by the Company from time to time should only be used for trading purposes and may not be exchanged for cash.
38.2. Bonuses are subject to their own specific terms and conditions.
38.3. Bonuses are subject to withdrawal at any time.
In the event of a withdrawal, either for full or partial amount of the total deposit be requested without meeting the redeemable terms, the following actions will take place:
38.3.1 The bonus or any benefits will be subject to cancellation immediately
38.3.2 In the case that withdrawal of funds has been removed from the trading account, further trading actions that have taken place, will result in the following actions:
- Any losses shell be held liable by the client (account holder)
- Any profits shell be deducted from client’s account balance
- Note: If the required turnover is not met when making a withdrawal request – the withdrawal request will be automatically cancelled.
38.4. Without prejudice to the Company’s right to block or close the Client Account, any improper or abusive trading or prohibited action hereunder, not in accordance with this Agreement, will result in cancellation or revocation of bonuses awarded.
38.5. The decision whether to offer a bonus to a prospective/potential client is clearly and indisputably at the company’s absolute and unreserved discretion.
38.6. Any bonuses, promotions and benefits that are provided by the company or any trading account can be viewed in the trading account for more details.
38.7. Clients are expected to utilize Ainvestments bonus in a rightful and justified manner, according to the terms and provisions of this agreement.
38.8. Should the company under any circumstance suspect any wrongdoing or deception, the company reserves the right to cancel bonuses, promotions or benefits that have been provided or are supposed to be provided to the specified trading account.
38.9. The Company reserves the right to revoke or change the offers at any time without prior notice.
- Duty for the Overview of Claims
ESOS International Ltd shall be responsible for the overview and determination of any client claims that may arise from time to time. ESOS International Ltd will have the unequivocal right to dispute and/or argue such claims via written notifications and provide opinions to the Clients of the Company where it considers that such claims are or may be considered in its best opinion, estimations, views, and/or judgment as groundless, unjustified, unsupported and/or unfounded. Following such written notifications, the Clients of the Company shall need to proceed with other actions as those described within clause 30 in order to resolve any disputes or controversies they have with the Company.
- Interpretation of Terms
40.1. In this Agreement:
“Access Data” shall mean the Login and Password of the Client, which are required so as to have access on and use the Platform(s) and the telephone password and Client Account number, which are required so as to place Orders via phone and any other secret codes issued by the Company to the Client.
“Account Opening Application Form” shall mean the application form/questionnaire completed by the Client in order to apply for the Company’s Services under this Agreement and a Client Account, via which form/questionnaire the Company will obtain amongst other things information for the Client’s identification and due diligence, his categorization and appropriateness or suitability (as applicable) in accordance with the Applicable Regulations.
“Affiliate” shall mean in relation to the Company, any entity which directly or indirectly controls or is controlled by the Company, or any entity directly or indirectly under common control with the Company; and “control” means the power to direct or the presence of ground to manage the affairs of the Company or entity.
“Agreement” shall mean this “Client Agreement” together with its Appendix 1 and any other Appendices added thereto and the “Conflicts of Interest Policy”, “Summary Best Interest and Order Execution Policy” and “Risk Disclosure and Warnings Notice”, as amended from time to time.
“Ask” shall mean the higher price in a Quote at which the price the Client may buy.
“Authorised Representative” shall mean the person of paragraph 36.1. of the Client Agreement.
“Balance” shall mean the total financial result in the Client Account after the last Completed Transaction and depositing/withdrawal operation at any period of time.
“Base Currency” shall mean the first currency in the Currency Pair against which the Client buys or sells the Quote Currency.
“Bid” shall mean the lower price in a Quote at which the Client may sell.
“Business Day” shall mean any day, other than a Saturday or a Sunday, or the 25th of December, or the 1st of January or any other Marshall Islands or international holidays to be announced on the Company’s Website.
“Client Account” shall mean the unique personalised account of the Client consisting of all Completed Transactions, Open Positions and Orders in the Platform, the Balance of the Client money and deposit/withdrawal transactions of the Client money. Our Website and communication may use the term trading account or account, which mean Client Account.
“Closed Position” shall mean the opposite of an Open Position.
“Completed Transaction” in a CFD shall mean two counter deals of the same size (opening a position and closing a position): buy then sell and vice versa.
“Contract for Differences” (“CFD”) shall mean a contract, which is a contract for differences by reference to variations in the price of an Underlying Asset. A CFD is a Financial Instrument under the Law.
“Contract Specifications” shall mean the principal trading terms in CFDS (for example Spread, Premiums, Lot Size, Initial Margin, Necessary Margin, Hedged Margin, the minimum level for placing Stop Loss, Take Profit and Limit Orders, financing charges, charges etc) for each type of CFD as determined by the Company from time to time and found on our Website and/or Platform.
“Currency of the Client Account” shall mean the currency that the Client Account is denominated in.
“Currency Pair” shall mean the object or Underlying Asset of a CFD Transaction based on the change in the value of one currency against the other. A Currency Pair consists of two currencies (the Quote Currency and the Base Currency) and shows how much of the Quote currency is needed to purchase one unit of the Base Currency.
“Equity” shall mean the Balance plus or minus any Floating Profit or Loss that derives from an Open Position and shall be calculated as: Equity = Balance + Floating Profit – Floating Loss.
“Essential Details” shall mean the required details in order for the Company to be able to place the Order for example but not limited to Opening Position/Closing Position/Cancelling/Amending, the Underlying Asset, style/name of the Order, volume, market direction, price, validity, Stop Loss/Take Profit (if desired).
“Event of Default” shall have the meaning given in paragraph 14.1. of the Client Agreement.
“Expert Advisor” shall mean a mechanical online trading system designed to automate trading activities on an electronic trading platform such as the Company’s Platform. It can be programmed to alert the Client of a trading opportunity and can also trade his Client Account automatically managing all aspects of trading operations from sending orders directly to the Platform to automatically adjusting stop loss, trailing stops and take profit levels.
“Financial Instrument” shall mean the Financial Instruments which can be found on our Website.
“Floating Profit/Loss” in a CFD shall mean current profit/loss on Open Positions calculated at the current Quotes (added any commissions or fees if applicable).
“Force Majeure Event” shall have the meaning as set out in paragraph 27.1. of the Client Agreement.
“Free Margin” shall mean the amount of funds available in the Client Account, which may be used to open a position or maintain an Open Position. Free Margin shall be calculated as: Equity less (minus) Necessary Margin [Free margin = Equity- Necessary Margin].
“Hedged Margin” for CFD trading shall mean the necessary margin required by the Company so as to open and maintain Matched Positions.
“Initial Margin” for CFD trading shall mean the necessary margin required by the Company so as to open a position.
“Introducer” shall have the meaning as set put in paragraph 35.1. of the Client Agreement.
“Investment Services” shall mean the Investment Services which can be found on our Website
“Leverage” for CFD trading shall mean a ratio in respect of Transaction Size and Initial Margin. 1:100 ratio means that in order to open a position, the Initial Margin is one hundred times less than the Transactions Size.
“Long Position” for CFD trading shall mean a buy position that appreciates in value if underlying market prices increase. For example in respect of Currency Pairs: buying the Base Currency against the Quote Currency.
“Lot” shall mean a unit measuring the Transaction amount specified for each Underlying Asset of a CFD.
“Lot Size” shall mean the number Underlying Assets in one Lot in a CFD.
“Margin” shall mean the necessary guarantee funds so as to open or maintain Open Positions in a CFD Transaction.
“Margin Call” shall mean the situation when the Company informs the Client to deposit additional Margin when the Client does not have enough Margin to open or maintain open positions.
“Маrgin Level” for CFD trading shall mean the percentage of Equity to Necessary Margin ratio. It is calculated as: Margin Level = (Equity / Necessary Margin) x 100%.
“Margin Trading” for CFD trading shall mean Leverage trading when the Client may make Transactions having less funds on the Client Account in comparison with the Transaction Size.
“Matched Positions” for CFD trading shall mean Long and Short Positions of the same Transaction Size opened on the Client Account for the same CFD.
“Necessary Margin” for CFD trading shall mean the necessary margin required by the Company so as to maintain Open Positions.
“Normal Market Size” for CFD trading shall mean the maximum number of units of the Underlying Asset that are transmitted by the Company for execution.
“Open Position” shall mean any open contract (call and / or put) which has not been closed. In relation to CFD trading this may be a Long Position or a Short Position which is not a Completed Transaction.
“Order” shall mean an instruction from the Client to trade in CFDs.
“Parties” shall mean the parties to this Client Agreement – i.e. the Company and the Client.
“Pip Hunting” shall mean the situation when the Client opens a position and closes it in a very short time (once there is a profit of one pip).
“Platform” shall mean the electronic mechanism operated and maintained by the Company consisting of a trading platform, computer devices, software, databases, telecommunication hardware, programs and technical facilities, which facilitates trading activity of the Client in Financial Instruments via the Client Account. It is understood that the Company may use different Platforms depending on the Financial Instrument.
“Politically Exposed Persons” shall mean:
A) natural persons who are or have been entrusted with prominent public functions, which means: heads of State, heads of government, ministers and deputy or assistant ministers; members of parliaments; members of supreme courts, of constitutional courts or of other high-level judicial bodies whose decisions are not subject to further appeal, except in exceptional circumstances; members of courts of auditors or of the boards of central banks; ambassadors, chargés d’affaires and high-ranking officers in the armed forces; members of the administrative, management or supervisory bodies of State-owned enterprises. None of the categories set out in the above shall be understood as covering middle ranking or more junior officials. Further, where a person has ceased to be entrusted with a prominent public function within the meaning of the above definition for a period of at least one year in any country, such persons shall not be considered a Politically Exposed Person.
B) The immediate family members of such persons as set out under definition A, which means: the spouse; any partner considered by national law as equivalent to the spouse; the children and their spouses or partners; and the parents.
C) Persons known to be close associates of such persons as set out under definition A, which means: any natural person who is known to have joint beneficial ownership of legal entities or legal arrangements, or any other close business relations, with a person referred to in definition A; any natural person who has sole beneficial ownership of a legal entity or legal arrangement which is known to have been set up for the benefit de facto of the person referred to in definition A.
“Order Level” for CFD trading shall mean the price indicated in the Order.
“Quote” shall mean the information of the current price for a specific Underlying Asset, in the form of the Bid and Ask prices.
“Quote Currency” shall mean the second currency in the Currency Pair which can be bought or sold by the Client for the Base Currency.
“Quotes Base” in relation to CFD trading shall mean Quotes Flow information stored on the Server.
“Quotes Flow” shall mean the stream of Quotes in the Platform for each CFD.
“Scalping” shall mean the situation where the Client opens too many positions at the same time and closes them in a very short time (for example up to three minutes) or buying at Bid price and selling at Ask price, so as to gain the Bid/Ask difference.
“Services” shall mean the services to be offered by the Company to the Client under this Agreement, as set out in paragraph 10.1. of the Client Agreement.
“Short Position” for CFD trading shall mean a sell position that appreciates in value if underlying market prices fall. For example, in respect of Currency Pairs: selling the Base Currency against the Quote Currency. Short Position is the opposite of a Long Position.
“Slippage” shall mean the difference between the expected price of a Transaction in a CFD, and the price the Transaction is actually executed at. At the time that an Order is presented for execution, the specific price requested by the Client may not be available; therefore the Order will be executed close to or a number of pips away from the Client’s requested price. If the execution price is better than the price requested by the Client, this is referred to as positive slippage. If the executed price is worse than the price requested by the Client, this is referred to as negative slippage. Slippage often occurs during periods of higher volatility (for example due to due to news events) making an Order at a specific price impossible to execute, when market orders are used, and also when large Orders are executed when there may not be enough interest at the desired price level to maintain the expected price of trade.
“Spread” for CFD trading shall mean the difference between Ask and Bid of an Underlying Asset in a CFD at that same moment.
“Premium or Rollover” for CFD trading shall mean the interest added or deducted for holding a position open overnight.
“Premium Free Client Account” is a type of Client Account available for CFD trading and shall have the meaning set out in paragraph 10 of Appendix 1.
“Trailing Stop” in CFD trading shall mean a stop-loss order set at a percentage level below the market price – for a long position. The trailing stop price is adjusted as the price fluctuates. A sell trailing stop order sets the stop price at a fixed amount below the market price with an attached “trailing” amount. As the market price rises, the stop price rises by the trail amount, but if the pair price falls, the stop loss price doesn’t change, and a market order is submitted when the stop price is hit.
“Transaction” shall mean transaction of the Client in a CFD.
“Transaction Size” for CFD trading shall mean Lot Size multiplied by number of Lots.
“Underlying Asset” shall mean the object or underlying asset in a CFD may be Currency Pairs, Forwards, Futures, Options, Metals, Equity Indices, Commodities, Shares or as determined by the Company from time to time and made available on its on the Platform or the Website.
“Underlying Market” shall mean the relevant market where the Underlying Asset of a CFD is traded.
“Website” shall mean the Company’s website at www.ainvestments.com such other website as the Company may maintain from time to time.
“Written Notice” shall have the meaning set out in paragraph 23.4. of the Client Agreement.
40.2. Words importing the singular shall import the plural and vice versa. Words importing the masculine shall import the feminine and vice versa. Words denoting persons include corporations, partnerships, other unincorporated bodies and all other legal entities and vice versa.
40.3. Paragraph headings are for ease of reference only.
40.4. Any reference to any act or regulation or Law shall be that act or regulation or Law as amended, modified, supplemented, consolidated, reenacted or replaced from time to time, all guidance noted, directives, statutory instruments, regulations or orders made pursuant to such and any statutory provision of which that statutory provision is a re-enactment, replacement or modification.
PART ONE – THE PLATFORM
PART TWO – CLIENT ACCEPTANCE AND INVESTMENT SERVICES
PART THREE – CLIENT MONEY AND CIENT ACCOUNT
PART FOUR – GENERAL TERMS ABOUT OUR RELATIONSHIP
PART FIVE – DEFINITIONS
APPENDIX ONE – CFD TRADING TERMS
1.1. This Appendix is applicable only to those Clients trading in the Financial Instruments of CFDs.
- Types of CFD Orders
2.1. The following CFD Orders may be placed with the Company: market orders and pending orders.
- Execution of Orders
3.1. In order to open a position on the Platform, the Client must either open a Buy or a Sell, at the price quoted on the Platform at the time of such Transaction. In order to close a position, the Client must either offer to Sell (in the case of a Buy), or purchase (in the case of a Sell), the Underlying Asset covered by such Open Position, at the price quoted on the Platform at the time of such closing. It is understood that every time the Client places an Order, the Company executes such an Order itself as a counterparty. However, the Company has the right to hedge Client Orders with another third party.
3.2. The Platform provides a Buy quote and a Sell quote for each Underlying Asset traded on the Platform. The Client acknowledges that upon opening a Buy or closing a Sell (or vise versa), he may only do so at the price quoted on the Platform to purchase such Underlying Asset.
3.3. Orders can be placed and (if allowed) changed within the Trading Hours for each type of Underlying Asset appearing on the Platform and/or the Website, as amended from the Company from time to time
3.4. On the Platform, the Client shall be entitled to make an offer to open a Position at the best available price on the Platform (“Market Order”) at the time of opening such a position, unless the Client specifies a particular price in which to make an offer to open a position (“Limit Order”). With respect to a Market Order, the price at which a Transaction is completed may not always be at the exact rate displayed when the Order is placed. The Client agree that his offer to open a Market Order may be accepted at a lower price or higher price than the price indicated by him in his Market Order, within a certain range as specified on the Platform from time to time. If the Client chooses to open a Market Order, his offer will be accepted at the best possible price offered on the Platform.
3.5. With respect to a Limit Order, the price at which a Transaction is completed may not always be at the exact price displayed when the Order is placed. The Client agrees that his offer to open a Limit Order may be accepted at a lower price if a Buy, or higher price if a Sell, than the price indicated by him in his Limit Order as specified on the Platform from time to time. If the Client offers to open a Limit Order, his offer may be accepted at the price indicated by him in his offer. At any time prior to acceptance of a Limit Order, the Client may cancel the Limit Order without any further liability. If the Client open a Limit Order, his offer will be accepted at the best possible price offered on the Platform.
3.6. The Client agrees that the Company may hedge or otherwise offset any Transaction with other third parties in order to offset any liability or risk associated with any of the Client’s Transaction(s). In the event that the Company is unable to hedge the Client’s Transactions with other third parties, the Company reserves the right to amend the content or terms of a CFD Order including the expiry date, the trading hours or any other parameters in the instrument details tab.
3.7. Pending Orders, not executed, shall remain effective through the next trading session (as applicable).
3.8. Market Orders not executed because there is not enough volume to fill them, will not remain effective and will be cancelled.
3.9. All open spot positions will be rolled over to the next Business Day at the close of business in the relevant Underlying Market, subject to the Company’s rights to close the open spot position. Any open forward positions will be rolled over at the expiry of the relevant period into the next relevant period subject to the Company’s rights to close the open forward position.
3.10. Orders shall be valid in accordance with the type and time of the given Order, as specified by the Client. If the time of validity of the Order is not specified, it shall be valid for an indefinite period. However, the Company may delete one or all Pending Orders if the Client Account Equity reaches zero.
3.11. The Orders cannot be removed once placed. Pending Orders may be deleted or modified before they are executed.
3.12. The Client may change the expiration date of Pending Orders before it is executed by cancelling it and placing a new Order.
3.13. Stop loss and Take Profit orders may be changed as long as they are higher in distance than a specific level (depending on the trading symbol).
3.14. For an open CFD position that the Client holds in relation to a particular Underlying Asset and then subsequently closes partially, this position will be closed on First in, First out basis (commonly known as FIFO) in relation to the multiple trades undertaken to build the particular position.
3.15. The Company is under no obligation, unless otherwise agreed in the Agreement, to monitor or advise the Client on the status of any Transaction or to close out any Client’s Open Positions. When the Company decides to do so, this will be done on a discretionary basis and will not be considered an undertaking of an obligation to continue. It is the Client’s responsibility to be aware of his positions at all times.
4.1. In the event that the Company is unable to proceed with an Order, with regard to price or size or other reason, depending in the type of the Client Account, the Company will send a re-quote. The number of re-quotes appears on the Platform.
4.2. The Quotes appearing on the Client’s terminal are indicative and are based on the relevant Underlying Markets. However if there is high volatility in the Underlying Market the execution of the Order may change and the Client may obtain the first price that will be available in the market and not the market he requested.
4.3. The Company provides Quotes by taking into account the Underlying Asset price, but this does not mean that these Quotes are within any specific percentage of the Underlying Asset price. When the relevant Underlying Market is closed, the Quotes provided by the Company will reflect what the Company thinks to be the current Bid and Ask price of the relevant Underlying Asset at that time. The Client acknowledges that such Quotes will be set by the Company at its absolute discretion.
- Stop Loss Orders, Trailing Stop and Expert Advisor
5.1. The Client agrees that trading operations using additional functions of the Client Trading Terminal such as Trailing Stop and/or Expert Advisor are executed completely under the Client’s responsibility, as they depend directly on his trading terminal and the Company bears no responsibility whatsoever.
5.2. The Client agrees that placing a Stop Loss Order will not necessarily limit losses to the intended amounts, because market conditions may make it impossible to execute such an Order at the stipulated price and the Company bears no responsibility whatsoever.
5.3. The Client may add “Close at Loss” price or “Close at Profit” at any stage when the position is Open.
5.4. Upon the Client placing a limit Order, the Client authorizes the Company to close the Transaction at the Close at Loss price or Close at Profit price, as applicable, and as agreed in the Order, without further instruction from or notification to the Client. The Company may close the Transaction when the price quoted by the Company on the Trading Platform equals or exceeds the price accepted by it for such an Order.
5.5. The Client acknowledges that the original price level set forth in a Close at Loss may be amended as the market on the Platform moves in his favour. Whilst his trailing Close at Loss is still in effect, the Client agrees that each change in the market by at least one hundredth of a percentage point (referred to as “Pips” on the Platform) in his favour shall constitute a new offer by the Client to raise the level of his trailing “Close at Loss” by one hundredth of one percentage point. Changes in a Pip will be rounded to the nearest absolute value in the Currency of the Client Account.
5.6. The Client acknowledges and agrees that due to market volatility and factors beyond the Company’s control, the Company cannot guarantee that an Order will be executed at the level specified in the Client Order, for example, an Order may be closed at a worse price than as originally specified by the Client in such an Order. In such an event, the Company will close the Transaction at the next best price. For example, with respect to a Close at Loss, in the case of a Buy to close, the price of an Underlying Asset may suddenly increase above the Close at Loss price, without ever reaching such price. In the case of a Sell to close, the price of an Underlying Asset may suddenly decrease below the Close at Loss price, without ever reaching such price.
5.7. With respect to a Close at Profit where the price for an Underlying Asset moves to the Client’s advantage (for example, if the price goes down as the Client Buys or the price goes up as the Client Sells), the Client agrees that the Company can pass such price improvement on to the Client.
5.8. Guaranteed Stop Orders are only available on certain Underlying Assets, as indicated in the instrument details tab. If the Client places a Guaranteed Stop on a new Order the Company guarantees that when its bid or offer quoted price reaches or goes beyond the close at loss price specified by the Client, it will close the position at exactly the price the Client specified in the Guarantee Stop Order. An open position can be closed in accordance with this Agreement prior to reaching the Guaranteed Stop Order price level.
5.9. A Guaranteed Stop Order is subject to the following additional conditions:
- A Guaranteed Stop Order can be requested only on a new Order and is only available on close at loss conditions;
- A Guaranteed Stop Order can be activated or edited only when there is trading and an eligible Underlying Asset is available on the Platform;
- Once a Guaranteed Stop Order is accepted by us it cannot be removed – only the price can be changed;
- A Guaranteed Stop Order must be placed a minimum distance (as determined by the Company) away from the current Underlying Asset price being quoted by the Company;
- As the Company guarantees to close out price, the spread is adjusted for the additional charge when placing the Guaranteed Stop Order. The adjusted spread is displayed in the Underlying Asset details tab for each eligible Instrument at the time the Guaranteed Stop Order is placed.
6.1. The Company may set an Expiry Date and time for a specific Underlying Asset. Such shall be displayed on the Platform. The Client agrees that it his responsibility to check for the Expiry Date and time.
6.2. If the Client does not close an open Position with respect to an Underlying Asset which has an Expiry Date, prior to such Expiry Date, the Open Position shall automatically close upon the Expiry Date. The Open Position shall close at a price which will be the last price quoted on the Platform immediately prior to the applicable Expiry Date and time.
6.3. The Client acknowledges that certain Underlying Markets may become volatile or illiquid without warning. In such circumstances it may not be possible to execute Client Orders, particularly in the period shortly before an expiry.
7.1. Any Open Position at the end of the trading day or over the weekend, shall automatically be rolled over to the next business day to avoid an automatic close and settlement of the Transaction. The Client acknowledges that when rolling such Transactions to the next business day, a Premium will be either added or subtracted from his Client Account with respect to such Open Position. Information concerning the Premium for each Underlying Asset is displayed on the Platform. In deciding whether to open a position, the Client acknowledges that he is aware of the Premium.
7.2. The premium is charged daily on the Client Account. The operation is conducted at 23.59 (server time) and can take several minutes.
7.3. The Client authorises the Company to add or subtract the premium fees to or from the Client Account for any open Transactions that have accrued such a fee, in accordance with the applicable rate thereto, each day at the time of collection specified on the Platform for each Underlying Asset, as applicable.
7.4. The Company has the right to amend in its discretion from time-to-time the calculation days or percentages of Premiums. Such changes shall be effected on the Platform and/or the Website and the Client is responsible to check for updates regularly.
8.1. All CFDs available with the Company have spreads which appear on the Platform and/or the Website. The Company has the right to amend its spreads in its discretion from time to time. Such changes shall be effected on the Platform and/or the Website and the Client is responsible to check for updates regularly.
- Margin Requirements
9.1. The Client shall provide and maintain the Initial Margin and/or Hedged Margin in such limits as the Company, at its sole discretion, may determine at any time under the Contract Specifications for each type of CFD.
9.2. It is the Client’s responsibility to ensure that he understands how Margin requirements are calculated.
9.3. Unless a Force Majeure Event has occurred, the Company has the right to change the Margin requirements, giving to the Client ten (5) Business Days Written Notice prior to these amendments for open positions. For new positions the Company may amend the Margin Requirements with one Business Day Written Notice. All changes shall be effected on the Platform and/or the Website and the Client is responsible to check for updates.
9.4. The Company has the right to change Margin requirements without prior notice to the Client in the case of Force Majeure Event. In this situation the Company has the right to apply new Margin requirements to the new positions and to the positions which are already open.
9.5. Without prejudice to paragraph 13.1. of the Client Agreement, the Company has the right to close and or limit the size of Client open positions (New or Gross) and to refuse Client orders to establish new positions in any of the following cases:
- The value of Client collateral falls below the minimum margin requirement.
- At any time equity (current balance including open positions) is equal to or less than a specified percentage of the margin (collateral) needed to keep the open position.
- The Company makes a Margin Call and the Client fails to meet it.
9.6. The Company shall make Margin Calls to the Client automatically via the Platform when the Margin in his Client Account has reached a certain percentage. When the Platform warns the Client that it reached a certain percentage of the Margin in the Client Account, the Client should take any or any of the three options to deal with the situation:
- Limit his exposure (close trades); or
- Hedge his positions (open counter positions to the ones he has right now) while reevaluating the situation; or
- Deposit more money in his Client Account
9.7. If the Client fails to take action according to paragraph 9.6 or when the Client reaches 15% of the Margin in the Client Account, his positions will start closing automatically (Stop Out level of 15%) starting with the most losing Order and the Company has the right to refuse a new Orders.
9.8. Margin shall be paid in monetary funds in the Currency of the Client Account. Should the client deposit money in a different currency the Company shall make a conversion into the Currency of the Client Account according to paragraph 38 of the Client Agreement.
9.9. The Client undertakes neither to create nor to have outstanding any security interest whatsoever over, nor to agree to assign or transfer, any of the Margin transferred to the Company.
9.10. If the Client has more one Client Account with the Company, any credit in one Client Account (including amounts deposited as Margin) will not discharge the Client liabilities in respect of any other Client Account, unless a termination tales place. It is the Client’s responsibility to ensure the required level of Margin exists for each Client Account separately.
- Premium Free Client Accounts
10.1. The Company may from time to time offer Premium Free Client Account for CFD trading, subject to the Company’s internal requirements being fulfilled.
10.2. Should the Client wish to change from a normal Client Account into a Premium Free Client Account must close all their Open Positions first.
10.3. The rest of the provisions herein in this entire Agreement shall also apply to Premium Free Client Accounts save any mentions to Premiums.
10.4. If the Client has a Premium Free Client Account, no Premiums or roll over charges will be applied to trading positions overnight. Any charges applicable to Premium free Client Accounts appear in the Contract Specifications found on the Platform and/or the Website.
10.5. The Client who has a Premium free Client Account may not hold his floating positions for a long period of time. In such an event, the Client must close the floating positions and Premiums will be applied retroactively.
10.6. Hedging a position by its corresponding CFD contract in a Premium Free Account is forbidden. In such an event, the Client must close the hedges immediately and Premiums will be applied retroactively.
10.7. All the Open Position in a Premium Free Account will be closed on Friday an hour before the market is closed and may be opened again by the Client.