Please take sufficient time to read this Client Agreement as well as any other additional
documentation and information available to you via our Website prior to opening an account and/or carrying out any activity with us. You should contact us for any further clarification, or seek independent professional advice, if necessary.
Smarttool Trading SC Limited does not issue advice, recommendations or opinions in relation to acquiring, holding or disposing of any financial product. Smarttool Trading SC Limited is not a financial, legal, tax or regulatory adviser.
Risk Warning: Contracts for difference (‘CFDs’) is a complex financial product, with speculative character, the trading of which involves significant risks of loss of capital. Trading CFDs, which is a marginal product, may result in the loss of your entire balance. Remember that leverage in CFDs can magnify your profits as well as your losses. You should not deposit more than you are prepared to lose. You should ensure you fully understand the risks involved before entering into an agreement and start using the Trading Platform.
• Smarttool Trading SC Limited (www.axiainvestments.com/) is regulated by the Financial
Services Authority of Seychelles (“FSA”) with license number SD034.
• The website and/or the services and/or the products of Smarttool Trading SC Limited are NOT intended to be used by residents of certain jurisdictions such as the Member States of the European Economic Area, USA, British Columbia, Japan, Canada, Australia, Israel and some other regions.
• Marketvalley Limited (Registered Address: 198 Archiepiskopou Makariou Avenue III, 1st Floor, Office 13, 3030, Limassol, Cyprus), registration number HE415749, is acting as payment agent providing payment services to Smarttool Trading SC Limited.
The Agreement is entered by and between Smarttool Trading SC Limited (hereinafter called the “Company”, or “we” or “us”) on the one part and the Client (which may be a legal entity or a natural person) who has completed the Account Opening Application Form and has been accepted by the Company as a Client (“Client” or “you” or “your”) on the other part.
The Company is regulated and authorised by the Financial Services Authority of Seychelles. The Company is registered in Seychelles, with registration number 8424753-1. The Company’s registered address is at Suite 4F, Global Village, Jivan’s Complex, Mont Fleuri, Mahe, Seychelles.
This Client Agreement together with its Appendix 1 and “the Risk Disclosure and Warnings
Notice”, applicable “Bonus Terms and Conditions” and “General Fees” found on the Website (together the “Agreement”), as amended from time to time, set out the terms upon which the Company will offer Services to the Client and shall govern the relationship between the Parties. By applying to the Company to open a Trading Account the Client accepts the terms and conditions of the Agreement.
The Company may provide the above documents in languages other than English. 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 and the Client should also refer to the English version and the Website for information on the Company and its policies
The Agreement overrides any other agreements, arrangements, express or implied statements made by the Company or any Introducer(s). You accept the terms and conditions in the Client Agreements when you register as a user of the Trading Platform.
Any acts, omissions or representations (oral or otherwise) made by you or us (including any of our employees you have dealings with) shall not amend or take priority over this Agreement.
You accept this Agreement during the process of registration as a user of our Services. By accepting the Agreement, you enter into a legally binding agreement with us.
When we refer to “you” and “your” we mean the Client of the Company who is a licensed user of the Trading Platform or any visitor to our Website www.axiainvestments.com/ who is not a Client of the Company. If you decide to download our Software to use the trading demonstration then the terms and conditions within this document (to the extent applicable) apply to you and by downloading the Software you accept the same and agree to abide by the terms and conditions herein, although you shall not be treated as our Client and we shall have not obligations towards you.
For any questions or notices, you may contact the Company at:
Address: Suite 4F, Global Village, Jivan’s Complex, Mont Fleuri, Mahe, Seychelles.
By accepting the current Agreement, you confirm that you are able and agree to receive information, including any amendments to the present agreement, either via email or through this Website www.axiainvestments.com/.
1.1. In this Agreement:
‘’Abusive Trading” shall mean the following actions, but not limited to, pip-hunting, scalping, arbitrage, manipulations, a combination of faster/slower feeds, violation of the Client’s obligations under paragraph 15.16 of the Client Agreement.
“Account Credentials” shall mean a unique username and password used by you to access and use the Trading Platform.
“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” with its Appendix 1 and the Risks Disclosure and Warnings Notice, found on the Website, as amended from time to time and any subsequent Appendices added thereto.
“Authorized Person” shall mean you or any of your officers, partners, principals or employees.
“Applicable Regulations” shall mean any rules of a relevant regulatory authority having powers over the Company and any laws which are applicable on the Company.
“Base Currency” shall mean in an FX Contract the first currency in the Currency Pair against which the Client buys or sells the Quote Currency.
“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 Seychelles or international holidays to be announced on the Company’s Website.
“Buy” shall mean a Transaction in FX and CFD that is opened by offering to buy a specific number of a certain Underlying Asset, and may also in our dealings with you in FX and CFDs, be referred to as a “long” or “Long Position”.
“Close at Loss” shall mean an offer to close a Transaction in an FX and CFD position at a price determined in advance by you which, in the case of a Buy is lower than the opening Transaction price and in the case of a Sell is higher than the opening Transaction price.
“Close at Profit” shall mean offer to close a Transaction in an FX and CFD position at a price determined in advance by you which, in the case of a Buy is higher than the opening Transaction price and in the case of a Sell is lower than the opening Transaction price.
“Contract for Difference or CFD” shall mean the Financial Instrument which is a contract between the parties (typically described as “buyer” and “seller”), stipulating that the seller will pay to the buyer the difference between the current value of an Underlying Asset and its value at a future time; if the difference is negative, then the buyer pays instead to the seller.
“CRS” shall mean the Common Reporting Standard developed by the Global Forum of the Organisation for Economic Co-operation and Development (OECD).
“Currency Pair” shall mean the object or Underlying Asset of an FX Contract 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.
“Event of Default” shall have the meaning given in paragraph 27.1. of this Client Agreement.
“Difference” shall mean in an FX and CFD the difference in price upon the opening of a Transaction and the closing of such Transaction.
“Effective Date” shall mean the date upon which you download or obtain a copy of the Trading Platform, by any means whatsoever.
“Expert Advisor” shall mean a mechanical online trading system designed to automate trading activities on an electronic trading platform such as the Company’s Trading Platform. It can be programmed to alert the Client of a trading opportunity and can also trade his Trading Account automatically managing all aspects of trading operations from sending orders directly to the Trading Platform to automatically adjusting stop loss, Trailing Stops and take profit levels.
“Expiry Date” shall mean the date set specified on the Trading Platform with respect to certain Underlying Asset upon which any open Transaction for such Underlying Asset shall expire automatically.
“Financial Data” shall mean any financial and market data, price quotes, news, analyst opinions, research reports, signals, graphs or any other data or information whatsoever available through the Trading Platform.
“Financial Institution” shall mean banks, financial institutions, brokers or other trading organizations.
“Financial Instrument” shall mean the Financial Instruments of CFDs.
“Force Majeure Event” shall have the meaning as set out in paragraph 17.1. of this Client Agreement.
“FX Contract” or “FX” shall mean the type of CFD where the Underlying Asset is a Currency Pair. Hence, any mention to CFDs in this Agreement also covers FX Contracts. So, although, FX Contracts are included in the definition of CFDs, they may be mentioned separately in this Agreement and/or on the Company Website and various Company policies.
“Initial Margin” shall mean the minimum amount of money required in your Trading Account in order to open a Transaction, as specified on the Trading Platform from time to time for each specific Underlying Asset.
“Intellectual Property Rights” shall mean patents, trademarks, service marks, logos, get-up, trade names, internet domain names, rights in designs, copyright (including rights in computer software), database rights, semi-conductor topography rights, utility models, rights in know-how and other intellectual property rights, in each case whether registered or unregistered and including applications for registration, and all other rights or forms of protection having equivalent or similar effect anywhere in the world.
“Introducer” shall have the meaning as set put in paragraph 39.1. of this Client Agreement.
“Investment Services” shall mean the Investment Services under the Company’s license which can be found in the document “Company Information” on the Website.
“Long Position” for FX and 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
“Maintenance Margin” shall mean the minimum amount of money required in your Trading Account as specified on the Trading Platform in order to keep a Transaction open on the Trading Platform.
“Manifest Error” shall mean any error that we reasonably believe to be obvious or palpable, including without limitation, offers to execute Transactions for exaggerated volumes of Underlying Assets or at manifestly incorrect market price quotes or prices at a clear loss.
“Margin” shall mean the Initial Margin and the Maintenance Margin collectively.
“Margin Call” shall mean a suggestion by us for you to increase the amount of money in your Trading Account to satisfy our Margin requirements, in order to be able to maintain an open position, including without limitation a call under paragraph 14.2. of this Client Agreement.
“Market Order” shall mean Orders which are executed at the best available market price.
“Normal Market Size” shall mean the maximum number of Underlying Assets that we believe, in our sole discretion, an Underlying Market trading in such an Underlying Assets can comfortably handle, having regard, if appropriate, to the normal market size set by such an Underlying Market or any other equivalent or analogous level set by the Underlying Market on which the Underlying Assets is traded.
“Open Position” shall mean any open option contract (call and / or put) which has not been closed.
“Order” shall mean an instruction from the Client to trade in FX and CFDs; for FX and CFD it means a Close at Loss or Close at Profit 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 in an FX Contract the second currency in the Currency Pair which can be bought or sold by the Client for the Base Currency.
“Parties” shall mean the parties to this Client Agreement – the Company and the Client.
“Pending Order” shall have the meaning as set out in paragraph 2.4. of Appendix 1.
“Pip” shall mean in an FX and CFD Transaction one hundredth of one percentage point.
“Position” shall mean your position in relation to any FX and CFD currently open on your Trading Account.
“Registration Data” shall mean certain personal and financial information that you are required to provide in order to download and use the Trading Platform and become our Client including Account Credentials, such information can include without limitation a copy of your passport, driving license and/or Photo identity card.
“Sell” shall mean an FX and CFD Transaction that is opened by offering to sell a specific number of a certain Underlying Asset, and may also in our dealings with you, be referred to as a “short” or “short position”.
“Services” shall mean the services to be offered by the Company to the Client under this Agreement, as set out in paragraph 8.1. of this Client Agreement.
“Scalping” shall mean the situation where a Client opens a position in CFDs and closes it within a ten-minute period or buying at Bid price and selling at Ask price, so as to gain the Bid/Ask difference.
“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.
“Software” shall mean the software provided by us which you will need to download in order to use the Trading Platform.
“Spread” for FX and CFD trading shall mean the difference between Ask and Bid of an Underlying Asset in a FX and CFD at that same moment.
“Overnight Fees or Rollover” for FX and CFD trading shall mean the fees added or deducted for holding a position open overnight.
“Trading Account” shall mean the exclusive personalized account of the Client consisting of all the Open Positions and Orders of the Client the balance of the Client money and deposit/withdrawal transactions of the Client money. More information on the various types of Trading Accounts offered by the Company from time to time and their particular characteristics and requirements may be found in the Website.
“Trading 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 FX and CFDs via the Trading Account.
“Trailing Stop” in FX and 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.
“Third Party License” shall mean licenses from third parties governing third party software embedded or used in the Trading Platform.
“Trading Hours” shall mean the hours of trading as set forth on the Trading Platform for a particular Underlying Asset.
“Transaction” shall mean either the opening or closing of an offer to either buy or sell FX and CFD for an Underlying Asset on the Trading Platform, whether by you or us.
“Underlying Asset” shall mean the object or underlying asset in a CFD which may be Currency Pairs (for FX Contracts), Equity Indices, base or precious Metals, Forwards, Commodities, Stocks, Shares Indices and Futures. It is understood that the list is subject to change and Clients must refer each time on the Trading Platform.
“Underlying Market” shall mean the relevant market where the Underlying Asset is traded such as securities or futures exchanges, clearing houses, self-regulatory organizations, multilateral trading facilities or alternative trading systems for Financial Instruments or Underlying Assets.
“Website” shall mean the Company’s website at www.axiainvestments.com or such other website as the Company may maintain from time to time.
“Written Notice” shall have the meaning set out in paragraph 34.5. of this Client Agreement.
1.2. 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.
1.3. Paragraph headings are for ease of reference only.
1.4. Any reference to any act or regulation or Law shall be that act or regulation or Law as amended, modified, supplemented, consolidated, re-enacted 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.
2. License and Use of the Trading Platform
2.1. The Trading Platform is not intended for distribution to, or use by, any person:
• who is under the age of 18 years old and/or not of legal competence or of sound mind;
• who resides in any country where such distribution or use would be contrary to local law or regulation. The Trading Platform and any other service provided by us is not available to persons residing in any country where FX and CFD trading activity or such services would be contrary to local law or regulation. It is your responsibility to ascertain the terms of and comply with any local law or regulation to which you are subject;
• who is a citizen or resident of the United States of America, British Columbia, Japan, European Economic Area, Canada, Israel or Australia as the Company does not accept Clients from these countries; or
• who is an employee, director, associate, agent, affiliate, relative, or otherwise connected to the Company or any affiliate thereto.
2.2. Without derogating from the above, we reserve the right, acting reasonably, to suspend and/or refuse access to and use of the Trading Platform to anyone in our sole and absolute discretion.
2.3. You acknowledge that we may provide the Trading Platform to other parties, and agree that nothing herein will be deemed or construed to prevent us from providing such services.
2.4. Subject to the terms and conditions of this Agreement, we hereby grant you, a personal limited, non-exclusive, revocable, non-transferable and non-sub-licensable license to install and/or use the Trading Platform in object code only, solely for your personal use and benefit in accordance with the terms of this Agreement.
2.5. If any third party software is included within or embedded in the Trading Platform, then such embedded third party software shall be provided subject to the terms of this Agreement which apply to the Trading Platform. You shall fully comply with the terms of any Third Party Licenses that we provide to you from time to time. We provide no express or implied warranty, indemnity or support for the Third Party Licenses, and will have no liability.
2.6. We reserve any and all rights to the Trading Platform not expressly granted to you by this Agreement. The Trading Platform is licensed to you by us and not sold to you. The Trading Platform, all copies and any derivative works thereof (by whoever created), the associated goodwill, copyrights, trademarks, logos, know how, patents and any intellectual property rights, are and shall remain owned solely by the Company or our licensors. Except for the license expressly granted to you under this paragraph, no other license, right, or interest in any goodwill, trademark, copyright, logo, know how, patent, service mark or other Intellectual Property Right in the Trading Platform or any part or derivative work thereof is granted or conveyed to you.
2.7. You shall take all reasonable steps to:
• procure and maintain in proper working order, throughout the term of this Agreement and at your own expense, the hardware, operating environment (including operating system software), backup means and infrastructure necessary for the installation, operation and maintenance of the Trading Platform (including without limitation uninterruptible power systems and electrical back-up devices);
• prevent any virus infections, security breaches, and other disabling events from damaging the Trading Platform due to your actions or omissions;
• implement and plan to operate and maintain appropriate protection in relation to the security and control of access to your computer, computer viruses or other similar harmful or inappropriate materials, devices, information or data.
2.8. Please inform us in writing if you encounter any problems with the Trading Platform, or have any suggestions for modifications, design changes and improvements. We shall have the right, but not the obligation, to make modifications to the Trading Platform based upon your suggestions. Any modifications, design changes and improvements made to the Trading Platform based on your feedback shall be the undisputed sole property of the Company.
2.9. We will deliver the Trading Platform with reasonable skill and care.
2.10. From time to time and at our sole discretion, we shall have the right to add to, modify, or remove any of the Trading Platform without liability under this Agreement and if we do so we
shall use reasonable endeavors to replace any part of the Trading Platform with an equivalent where practicable.
2.11. We have the right shut down the Trading Platform at any time for maintenance purposes without prior notice to the Client, but this will be done only in weekends. In these cases, the Trading Platform will be inaccessible.
2.12. We make no express or implied representation or warranty:
• that the Trading Platform will be available for access all the time, or at any time on a continuous uninterrupted basis (access to the Trading Platform may be affected, for example, by routine maintenance, repairs, reconfigurations or upgrades);
• as to the operation, quality or functionality of the Trading Platform;
• that the Trading Platform will be free of errors or defects; and
• that the Trading Platform is free from viruses or anything else that has contaminating or destructive properties including where such results in loss of or corruption to your data or other property. We will not be liable for any data lost or any equipment or software replaced by you as a result of use of the Trading Platform.
• may only use the Trading Platform for so long as you are authorized to do so;
• may not use the Trading Platform for any purpose other than for the purpose for which it has been provided under this Agreement; and
• are responsible for the use of the Trading Platform (including the Account Credentials) by you.
2.14. You agree not to:
• use the Trading Platform for illegal or inappropriate purposes;
• (nor attempt to) interfere with or disrupt the proper operation of our software, hardware, systems or networks, including (but not limited to) not knowingly or negligently transmitting files that may interrupt, damage, destroy or limit the functionality of any computer software, hardware, systems or networks, including corrupted files or files that contain viruses, Trojan horses, worms, spyware or other malicious content;
• attempt to gain unauthorized access to our computer system or the computer system(s) of any other user, or to parts of the Trading Platform to which you do not have access rights or attempt to reverse engineer or otherwise circumvent any security measures that the Company has applied to the Trading Platform;
• take any action which does or may cause the provision of the Trading Platform to other users to be interrupted or degraded;
• convey any false, unlawful, harassing, defamatory, abusive, hateful, racial, threatening, harmful, vulgar, obscene, seditious or otherwise objectionable or offensive material of any kind or nature;
• carry out any commercial business on the Trading Platform;
• knowingly or negligently upload or download files that contain software or other material protected by copyright, trademarks, patents or other intellectual property rights (or by
rights of confidentiality or privacy of publicity, where applicable) unless you own or control the rights thereto or have received all necessary consents;
• falsify the origin or source of any content or other material;
• use any software, which applies artificial intelligence analysis to the Company’s systems and/or Trading Platform;
• intercept, monitor, damage or modify any communication which is not intended for him;
• use any type of spider, virus, worm, Trojan-horse, time bomb or any other codes or instructions that are designed to distort, delete, damage or disassemble the Trading Platform or the communication system or any system of the Company;
• send any unsolicited commercial communication not permitted under applicable law or Applicable Regulations;
• do anything that will or may violate the integrity of the Company computer system or Trading Platform or cause such system(s) to malfunction or stop their operation;
• do any action that could potentially allow the irregular or unauthorised access or use of the Platform; or
• unlawfully log into the Trading Platform and execute an order to buy or sell a Financial Instrument from a location or IP address originating from a region or jurisdiction where it is not allowed for regulatory reasons.
2.15. You shall not be entitled to download, save or copy the Trading Platform.
2.16. Should we reasonably suspect that you have violated the terms of paragraphs 2.13.-2.1.5 hereunder, we are entitled to take one or more of the counter measures of paragraph 27.2.
3. Account Credentials and Security
3.1. In the event that we accept you as our Client we shall open a Trading Account in your name which will allow you to place Orders on our Trading Platform. It is agreed and understood that the Company offers different types of Trading Accounts, which have different margin Requirements and characteristics.
3.2. In order to access the Trading Account, you will be asked to enter your Account Credentials issued by us to you which are confidential and shall be used solely by you.
• are responsible for ensuring that your Account Credentials remain confidential and for taking such other precautions as may be necessary to ensure they cannot be used by any person other than you or your authorised representative and making sure that a third party is not provided access to your computer for example via using team viewer to turn on control on your computer;
• must notify us immediately if you become aware that your Account Credentials have in any way become compromised or if any third party may be able to access the Trading Platform; and
• You agree we do not have to establish the authority of anyone quoting your Trading Account number or Account Credentials. The use of your Account Credentials by any third party is expressly prohibited.
3.4. If we believe that there is likely to be a breach of security, we may require you to change your Account Credentials or suspend your access to the Trading Platform. We reserve the right to edit, amend or issue you with new Account Credentials or require a change of your Account Credentials at any time by giving notice to you.
3.5. You are responsible for ensuring that you alone control access to your Account Credentials, and that no minor or other person is granted access to the Trading Platform using your Account Credentials. You acknowledge that you are ultimately and solely responsible for all actions on the Trading Platform through your Registration Data including any unauthorized disclosure of your Account Credentials.
3.6. You undertake to immediately notify us immediately first orally and then in writing if you become aware of any loss, theft or use by any other person or entity other than you, of any of your Registration Data, including your Account Credentials. We will then take steps to prevent any further use of such Account Credentials and will issue replacement Account Credentials. You will be unable to place any Orders until you receive your replacement Account Credentials.
3.7. If we are informed from a reliable source that your Account Credentials may have been received by unauthorized third parties, we may, at our discretion without having an obligation to you, deactivate the Client Account.
3.8. You acknowledge that we bear no responsibility if unauthorized third persons gain access to information, including electronic addresses, electronic communication, personal data and Account Credentials 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.
3.9. You shall indemnify, defend, and hold us harmless from any claim, proceeding, loss or damages based upon any use, misuse, or unauthorized use of the Trading Platform through your Account Credentials.
4. Intellectual Property
4.1. You acknowledge that all Intellectual Property Rights in the Trading Platform are owned by us or our licensors.
4.2. You will not:
• copy, record, edit, alter or translate any of the Trading Platform, or any part of the Trading Platform. This shall include, without limitation not removing, editing or otherwise
interfering with (or attempting to remove edit or otherwise interfere with) any names, marks, logos or branding on the Trading Platform;
• reverse engineer, disassemble or otherwise attempt to derive source code for the Trading Platform in whole or in part except to the extent expressly permitted by law; and
• in any manner damage or impair any of our Intellectual Property Rights, and shall use your best efforts to protect our Intellectual Property Rights from infringement by third parties.
4.3. The Trading Platform, all copies and any derivative works thereof (by whoever created), the associated goodwill and any Intellectual Property Rights in the Trading Platform, are and shall remain owned solely by us or our licensors. Except for the license granted in paragraph 2.2 of this Client Agreement, no other license, right, or interest in any goodwill or Intellectual Property Right in the Trading Platform or any part or derivative work thereof is granted or conveyed to you.
4.4. Unless expressly permitted in this Agreement, you shall not:
• assign, sublicense, transfer, pledge, lease, rent, distribute or share the Trading Platform or any rights thereto under the Client Agreements;
• separate any component part of the Trading Platform, or separately use any component part thereof on any equipment, machinery, hardware or system whatsoever;
• decompile, disassemble, reverse compile, reverse engineer, create derivative works of or reproduce (other than one copy solely for backup and archival purposes) the Trading Platform or any parts thereof;
• remove or destroy any proprietary marking or legends placed upon or contained within the Trading Platform;
• develop methods to enable unauthorized parties to use the Trading Platform;
• attempt to reconstruct or discover any source code, underlying ideas, algorithms, file formats or programming or interoperability interfaces of the Trading Platform by any means whatsoever;
• provide, lease, lend, use for timesharing or service bureau purposes, or otherwise use or allow others to use the Trading Platform for the benefit of third parties;
• work around any technical limitations in the Trading Platform, or use any tool to enable features or functionalities that are otherwise disabled in the Trading Platform;
• use similar processes and functions to develop competing features or functions with the Trading Platform;
• use the Trading Platform or any Financial Data to conduct any fraudulent, inappropriate or illegal activities, including without limitation deceptive impersonation;
• permit or encourage any third party to do any of the foregoing.
5. Application and Registration Data
5.1. In order to use the Trading Platform and our Services, you must register with us by providing personal details, including identity documents, as Registration Data. After you fill in and submit the Account Opening Application Form together with all the required identification documentation and Registration Data required by us for our own internal checks, we will send
you a notice informing you whether you have been accepted as a Client of the Company. It is understood that we are not to be required (and may be unable under Applicable Regulations) to accept a person as our Client until all documentation we require has been received by us, 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 duly satisfied. It is further understood that we reserve the right to impose additional due diligence requirements to accept Clients residing in certain countries.
5.2. You agree and undertake to:
• notify us of any changes to your personal and financial information and/or in your financial condition by emailing at email@example.com.
• provide true, accurate, current and complete Registration Data as prompted by the registration process;
• maintain and promptly update the Registration Data to keep it accurate, current and complete by emailing any changes to firstname.lastname@example.org; and
• ensure that you log out from your Trading Account at the end of each session on the Website;
• We may carry out credit and other checks from time to time as we deem appropriate. Your Registration Data or other information may be used in the prevention of money laundering as well as for the management of your account. You authorize us to use your Registration Data and other information to perform the above checks in relation to your application process;
• In the event we become aware of any illegal activity, impropriety in the Registration Data or failure of any due diligence requirement, we may freeze your account. Should such an event occur we may not be in a position to release funds and may not be able to carry out subsequent instructions from you.
5.3. Following receipt of your Registration Data you authorize us to use all the information you have provided us with, if we deem fit, to conduct further enquiries about you as we, in our discretion, may deem necessary or appropriate in the circumstances (for example confirming the identification information, requesting information from third parties including institutions or employers, performing anti-money laundering checks, if necessary). You understand that we may conduct any searches as we deem appropriate at any stage of the relationship and you have the obligation to cooperate with us fully and supply and information required promptly. We may further conduct any searches with other agencies for the purpose of verifying your identity against any particulars on any database (public or otherwise) to which such third parties have access to.
5.4. In the event we become aware of any illegal activity, impropriety in the Registration Data or failure of any due diligence requirement, we may freeze your account. Should such an event occur we may not be in a position to release funds and may not be able to carry out subsequent instructions from you.
5.5. Once logged onto the Trading Platform using your Account Credentials, you authorize us to rely upon any information or instructions set forth in any data transmission using your Registration Data, without making further investigation or inquiry, and regardless of the actual identity of the individual transmitting the same. Without limitation of the foregoing, we have no responsibility for transmissions that are inaccurate or not received by us, and we may execute any Transaction on the terms actually received by us.
5.6. Acceptance of you as a Client does not mean that the Company is obliged to accept any future applications for other trading accounts you may wish to open.
6. Assessing Appropriates
6.1. We will not have an obligation to assess your knowledge and experience to determine whether the Service or Financial Instrument is appropriate or not for your level of experience and/or knowledge. It shall be your sole responsibility to make sure that the Service or Financial Instrument is appropriate for you.
7. Client Classification
7.1. We shall not have an obligation to treat our clients in different classes depending on their knowledge and expertise.
8.1. If you are accepted as our Client, we shall be entitled to provide the following investment and ancillary services, subject to your obligations under the Agreement being fulfilled, including,
• Execution of Orders in Financial Instruments.
• Cash/collateral management.
• Foreign Currency Services provided they are associated with the provision of the reception and transmission service of paragraph 8.1 of this Client Agreement.
8.2. It is understood that when trading in CFDs there is no delivery or safekeeping of the Underlying Asset to which the CFD is referring to.
8.3. The Company has the right to offer, at its discretion, the opportunity for the Client to trade on a demo account with virtual money. The Client hereby agrees and acknowledges that the execution in the demo environment where a demo account operates might differ from the environment of a live account. The Company shall not be liable for any loss and/or other damage incurred by reason of such differences.
8.4. The Company may, from time to time and at its discretion, offer different types of Trading Accounts (for example Gold, Platinum, Diamond, etc.) with different characteristics and features (for example different spreads, fees and charges, etc.). These are available on our website. It is noted that a change to a different Trading Account is always subject to the approval of the Company and such approval may be withheld or revoked by the Company at any time and at its sole discretion. It is noted also that the Company reserves the right to amend any characteristic and feature of a Trading Account advertised on our website at any time. To enquiry about shifting to a different type of Trading Account, contact one of our dedicated Customer Support
9. Advice and Commentary
9.1. 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 Underlying Assets. The Client alone will decide how to handle his Trading Account and place Orders and take relevant decisions based on his own judgment.
9.2. 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.
9.3. 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;
• 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;
• information or as to the tax or legal consequences of any related Transaction;
• 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.
9.4. 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.
10.1. The Company may collect Client information directly from the Client (in his completed Account Opening Application Form or from his use of the Website 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.
10.2. 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 administration of the Services, 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.
10.3. 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 the relevant supervisory authority or any other 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, 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 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 Financial 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 38.2. of this Client Agreement.
10.5. You recognize that you may receive our trade secrets and/or confidential or proprietary information. All information belonging to or relating to us including, without limitation, information concerning business plans, customers, supplies, services, Intellectual Property Rights and/or financial information received by you as a result of entering into or performing the Client Agreements which is designated as confidential by us or is otherwise clearly confidential in nature constitutes “confidential information”.
10.6. You agree not to use our confidential information for any purpose other than the purpose for which it is supplied to you under the Client Agreements and agree not to divulge confidential information received from us to any third party, and to prevent its disclosure to or access by any third party without our prior written consent except as may be required by law or any legal or regulatory authority.
10.7. You will use a reasonable degree of care to protect our confidential information. This obligation will survive the termination of this Agreement, in respect of a particular item of confidential information, until such earlier time as that item of confidential information reaches the public domain other than through your breach of this term.
10.8. You acknowledge that we shall be entitled to seek specific performance, injunctive relief or any other equitable remedies for any breach or threatened breach of any provision of this paragraph 10, which remedies shall not be deemed to be exclusive remedies for such breach or threatened breach by you, but shall be in addition to all other remedies available to us at law, in equity, or otherwise.
11. Personal Data
11.1. You are informed that, if you are a natural person, the Company will collect, use, store, process and handle your personal information.
12. Administration and Marketing
12.1. You accept 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, fax, email, or post.
12.2. You accept that the Company or any Affiliate of the Company or any other company in the same group of the Company may make contact with you, from time to time, by telephone, fax, email or post for marketing purposes to bring to your attention products or services that may be of interest to you or to conduct market research.
13. Telephone Calls, Faxed Documents and Records
13.1. Telephone conversations between the Client and the Company will 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.
13.2. Faxed documents received by the Company may be electronically scanned and reproduction of the scanned version shall constitute conclusive evidence of such faxed instructions.
13.3. Our records will be evidence of your dealings with us in connection with the Trading Platform. You will not rely on us to comply with your record keeping obligations, although records may be made available to you on request in our absolute discretion. You will not object to the admission of our records as evidence in any legal or regulatory proceedings because such records are not originals, are not in writing or are documents produced by a computer.
13.4. The Company will keep records containing Client personal data, trading information, account opening documents, communications and anything else which relates to the Client for at least five years after termination of the Agreement or a Transaction.
14. Consent to Electronic Transmission of Information and Reporting
14.1. You hereby consent to have your Trading Account information and trade confirmations available on the internet in lieu of having such information delivered to you via postal mail or email. You will be able to access your Trading Account information via the Trading Platform using your Account Credentials. We will post all of your Trading Account activity and you will be able to generate daily, monthly and yearly reports of Trading Account activity as well as a report of each executed trade. Updated Trading Account information will be available no later than 24 hours after any activity takes place on your Trading Account. Posting of Trading Account information on your terminal will be deemed delivery of confirmation and Trading Account statements. At all times, Trading Account information will include, and is not limited to, trade confirmations with ticket numbers, purchase and sales rates, Margins, amounts available for trading, statements of profit and loss, as well as current open and pending Positions.
15. General Rules of Trading
15.1. Once you place an Order on the Trading Platform, the Company executes the said order by itself. It is understood that the Company executes the Client Orders in CFDs as principal to principal against the Client.
15.2. You acknowledge and agree that each Transaction conducted on the Trading Platform, including the placing of an Order, is comprised of first, an offer by you to us to complete a Transaction (whether such offer is to open a Transaction or close an open Transaction) at a certain price quoted on the Trading Platform, and our subsequent acceptance of your offer. A Transaction will be deemed to have been completed only when your offer has been received and accepted by us. Our acceptance of an offer will be evidenced by our confirmation of its terms to you and its completion.
15.3. We will be under no obligation to, but may in our absolute discretion, provide quotes for, or accept, execute or cancel, all or any part of a Transaction that you have requested through the Trading Platform without giving any reason. You may request to cancel or amend a Transaction at any time prior to our completing such a Transaction. We shall be entitled, but not obliged, to accept such a request in our sole discretion.
15.4. We reserve the right to void from the outset any Transaction containing or based on any Manifest Error. In the absence of our fraud or wilful default, we will not be liable to you for any loss, cost, claim, demand or expense following any Manifest Error.
15.5. You acknowledge that all prices and Quotes shown on the Trading Platform are indicative only of actual trading prices in Normal Market Size and are subject to constant change. 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.
15.6. You shall comply with any restrictions that we notify to you from time to time with respect to your activities on the Trading Platform, including without limitation, the size of Transactions or other conditions that may apply to our quote. You acknowledge that we may offer to and impose on each user, in our sole discretion, different terms and restrictions with respect to their use of the Trading Platform.
15.7. You acknowledge that the Trading Platform is independent of any Underlying Markets and we are under no obligation to quote a particular price or follow the trading rules consistent with such Underlying Markets. You further acknowledge that the triggering of your Transaction is linked to the prices we quote on the Trading Platform, not the prices quoted on the relevant Underlying Markets. In determining whether the prices quoted on the Trading Platform reach or exceed the price accepted by us in a Transaction, we will be entitled (but not obliged), in our
absolute discretion, to disregard any prices quoted by us during any pre-market, post-market or intra-day auction periods in the relevant Underlying Markets, during any intra-day or other period of suspension in the relevant Underlying Markets, or during any other period that in our reasonable opinion may give rise to short-term price spikes or other distortions. Our prices may differ from the current prices on the relevant Underlying Markets and you acknowledge that a Transaction may be triggered even though:
• an Underlying Market never traded at the level of your Transaction; or
• the Underlying Market did trade at the level of your Transaction but for such a short period that it would have been impractical to execute an equivalent transaction on the Underlying Markets.
15.8. When you complete a Transaction on the Trading Platform, you agree that you are not dealing on a recognised exchange.
15.9. You undertake and agree not to use the prices quoted on the Trading Platform for any purpose other than for your own trading purpose, and you agree not to redistribute our prices to any other person whether such redistribution is for commercial or other purposes.
15.10. You acknowledge that each Transaction is made for a specified number of units that constitute the Underlying Asset. You may only complete Transactions on the Trading Platform for the minimum number of units as set forth on the Trading Platform as the “Unit Amount”, and in multiples of such “Unit Amount” up until the maximum amount permitted by the Trading Platform. You acknowledge and agree that we may set, in our sole and absolute discretion, the “Unit Amount” for each Underlying Asset.
15.11. Each Transaction opened by you, and any Transaction completed, will be binding on you notwithstanding that by opening the Transaction you may have exceeded any credit or other limit applicable to you or in respect of your dealings with us. It is noted however that the Company applies a Negative Balance Protection Policy pursuant to which, you may not lose more than the amount deposit on the Platform. In the event that a Position is closed at such price causing your equity to fall below zero, the Company shall waive its right to receive the balance from the Client.
15.12. Subject to paragraph 15.15 herein you may request a quote to open or close a Transaction for a particular Underlying Asset, at any time during the Trading Hours for such Underlying Asset. We will be under no obligation to but may, in our absolute discretion, provide a quote and accept and act on your offer to open or close a Transaction for an Underlying Asset outside of the Trading Hours of such Underlying Asset. In some cases, Transactions may only be traded during the time when the relevant Underlying Market is open. Trading Hours are displayed on the Trading Platform under the details link for each specific Underlying Asset. It is your responsibility to ensure you are aware of which Underlying Asset may be affected.
15.13. Without prejudice to any of our right hereunder, if, prior to the acceptance of your Order to open or close a Transaction, we become aware that any of the factors set out in paragraph.
15.14 herein have not been met, we reserve the right to reject your Order outright. If we have, nevertheless, already opened or closed a Transaction prior to becoming aware that a factor set out in paragraph 15.14 herein has not been met, we may, in our discretion, either treat such a Transaction as void from the outset or close it at our then prevailing price. However, we may, in our absolute discretion, allow you to open or, as the case may be, close the Transaction in which case you will be bound by the opening or closure of such Transaction, notwithstanding that the factors in paragraph 15.14 were not satisfied.
15.14. The factors referred to in paragraph 15.13 include the following:
• the quote must be obtained via the Trading Platform or by such other means as we may from time to time notify you;
• your offer to open or close the Transaction must be given while the quote is still valid;
• the quote must not contain a Manifest Error;
• when you offer to open a Transaction, the number of units in respect of which the Transaction is to be opened must be neither smaller than the minimum unit amount specified on the Trading Platform for the Instrument, as applicable, from time to time, nor greater than the amount permitted in accordance with the terms of this Agreement;
• when you offer to close part but not all of an open Transaction both the part of the Transaction that you offer to close and the part that would remain open if we accepted your offer must not be smaller than the minimum unit amount specified on the Trading Platform;
• Force Majeure Event must not have occurred when you offer to open or close a Transaction
(g) an Event of Default must not have occurred in respect of you;
• when you offer to open any Transaction, the opening of the Transaction must not result in your exceeding any initial or maintenance margin amount, credit or other limit placed on your dealings;
• subject to paragraph 15.12, our offer must be given to us during the Trading Hours for the applicable Underlying Asset in respect of which you offer to open or close the Transaction;
• the internet connection or communications are not disrupted;
• there is no request of regulatory or supervisory authorities of Seychelles or a court order to the contrary;
• the legality or genuineness of the Order is not under doubt;
• there are Normal Market Conditions; and
• any other reasonable factor that we, in our sole discretion, notify you from time to time.
15.15. If, before your offer to open or close a Transaction is accepted by us, our quote moves to your advantage (for example, if the price goes down as you buy or the price goes up as you sell) you agree that we can (but do not have to) pass such price improvement on to you. The effect of such action being that the level at which you offer to open or close a Transaction will, upon acceptance by us, be altered to the more favorable price. You acknowledge that it is in your best interests for us to alter the level of your offer in the manner contemplated in this paragraph and you agree that any offer altered in accordance with this paragraph, once accepted by us, results in a fully binding agreement between us. Without derogating from the foregoing, you acknowledge that it is within our complete discretion as to when we will pass on
a price improvement to you. You should also note that we will only pass on a price improvement within allowable limits.
15.16. Use of any robots, spiders or other automated data entry system with the Trading Platform is expressly prohibited, unless you receive express written consent by the Company prior to activating the robot. All Transactions must be completed manually by you. Any Transaction completed through such use of an automatic data entry system shall be null and void.
15.17. 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, other than in order to enforce the Negative Balance Protection, 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.
15.18. If any Underlying Asset which is a security becomes subject to possible adjustments as a result of any of the events set out in section 15.19 (referred to as “Corporate Event”), the Company will determine the appropriate adjustment, if any, to be made to the opening/closing price, size, value and/or quantity of the corresponding Transaction (and also the level or size of the corresponding orders). This action is made in order to (i) account for the diluting or concentrating effect necessary to preserve the economic equivalent of the rights and obligations of the parties under that transaction immediately prior to that Corporate Event, and/or (ii) replicate the effect of the Corporate Event upon someone with an interest in the relevant Underlying Asset security, to be effective from the date determined by the Company.
15.19. The events to which paragraph 15.18 refers to are any of the following, by the declaration of the issuer of a security:
a. A subdivision, consolidation or reclassification of shares, a share buy-back or cancellation, or a free distribution of bonus shares to existing shareholders, capitalization or share split or reverse share split or similar event;
b. A distribution to existing holders of the shares or additional shares, other share capital or securities, granting the right to payment of dividends and/or proceeds from the liquidation of the issuer equally proportionate to such payments to holders of the underlying shares, securities, or warrants granting the right to receive or purchase shares for less than the current market price per share;
c. Any other event regarding shares analogous to any of the above events or otherwise having a diluting or concentrating effect on the market value of shares;
d. Any event analogous to any of the above events or otherwise having a diluting or concentrating effect on the market value of any security not based on shares; or
e. Any event that is caused by a merger offer made regarding the company of the underlying asset.
15.20. If any Underlying Asset which is a security becomes subject to a specific risk resulting in a predicted fall in value, the Company reserves the right to restrict short selling or even withdraw the specific Underlying Asset from the Trading Platform.
15.21. Determination of any adjustment or amendment to the opening/closing price, size, value and/or quantity of the Transaction (and/or level or size of any order) shall be at the Company’s sole discretion and shall be conclusive and binding upon the Client. The Company shall inform the Client of any adjustment or amendment via its internal mail as soon as is reasonably practicable.
15.22. In the case where the Client deliberately attempts to take advantage of the fact that shares in a particular Spot Index going ex-dividend, the Company reserves the right to apply a dividend adjustment in the form of commission without prior notice or consent. In the case of short positions, the dividend adjustment will be debited from the client’s account where dividend adjustments = Index Dividend declared x position size in Lots.
15.23. Benefits – Takeovers and Transformations (including events such as share consolidations/splits, mergers, takeovers, spinoffs, MBO’s, de-listings, etc.). Depending on the circumstances of each event, our policy is to close out any customer open positions at the market price immediately prior to the event taking place. As a result of such event, if any Underlying Asset becomes subject to an adjustment as the result of a takeover or transformation action we shall determine the appropriate adjustment to be made to the contract price or contract quantity as we consider appropriate to account for the diluting or concentrating effect of the action. Such adjustment shall represent the economic equivalent of the rights and obligations of us and you immediately prior to the action.
15.24. Insolvency. If a company, whose Underlying Asset forms the CFD goes into insolvency or is otherwise dissolved, we shall close any such of your open Transactions in CFD of that Underlying Asset. The closing date shall be the date of insolvency.
15.25. 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.
16. Our Right to Force Close
16.1. If the prices quoted on the Trading Platform change such that the total difference payable by you pursuant to all of your open Transaction equals or exceeds the total Maintenance Margin for all such Transactions, or the amount in your Trading Account is equal to or less than the total Maintenance Margin for all of your open Transaction(s), or if we receive a charge-back from your credit card issuer or with respect to any other payment method for any reason, you acknowledge that we have the right, in our sole discretion, to immediately close any and all of your Open Positions whether at a loss or a profit any prior notice. The exercise of our right to
force close your Open Positions will not result in termination of your Trading Account or of this Agreement, unless we send you a notice of termination.
16.2. Notwithstanding the foregoing, if the prices quoted on the Trading Platform move against the price of your Transaction, we may, without obligation or liability, request that you increase the amount in your Trading Account, within a short period of time, to cover the Difference and/or meet the Maintenance Margin requirements for the purpose of keeping a Transaction open. If you fail to comply with a request for additional funds within the time prescribed by us, we may in our sole discretion, close any and all of your open Transaction whether at a loss or a profit and liquidate your Trading Account for the Difference payable by you. It is your responsibility to monitor, at all times, the amount deposited in your Trading Account against the amount of any margin required as a result of your trading decisions.
16.3. We may specify on the Trading Platform expiration times and dates for various Underlying Assets traded on the Trading Platform. If the Trading Platform specifies such a time of expiration for an Underlying Asset, you hereby authorize us to close any open Transactions with respect to such an Underlying Asset at the price quoted on the Trading Platform at such time.
16.4. You acknowledge that the trading of certain Underlying Assets on the Trading Platform may become volatile very quickly and without warning. Due to the high degree of risk involved in trading volatile Underlying Assets, you acknowledge and agree that we reserve the right to close all or any open Transactions with respect to any Underlying Asset that we determine, in our sole discretion, are volatile, at the price quoted on the Trading Platform at such time without notice.
17. Force Majeure
17.1. We may, in our reasonable opinion, determine that a Force Majeure Event exists. A Force Majeure Event will include, but is not limited to, the following:
• any act, event or occurrence (including without limitation any strike, riot or civil commotion, act of terrorism, war, industrial action, acts and regulations of any governmental or supra national bodies or authorities) that, in our opinion, prevents us from maintaining an orderly market in one or more of the FX and CFDs in respect of which we deal on the Trading Platform;
• the suspension or closure of any Underlying Market or the occurrence, abandonment or failure of any Underlying Asset on which we base, or to which we in any way relate, our quote, or the imposition of limits or special or unusual terms on the trading in any such market or on any such event;
• the occurrence of an excessive movement in the level of any Transaction and/or Underlying Market or our anticipation (acting reasonably) of the occurrence of such a movement;
• any breakdown or failure of transmission, communication or computer facilities, interruption of power supply, or electronic or communications equipment failure; or
• the failure of any relevant supplier, Financial Institution, intermediate broker, agent or principal of ours, custodian, sub-custodian, dealer, Underlying Market, clearing house or regulatory or self-regulatory organization, for any reason, to perform its obligations.
• 17.2. If we determine that a Force Majeure Event exists, we may, in our absolute discretion, without notice and at any time, take one or more of the following steps:
• alter your Margin requirements; which may result in you requiring to provide additional Margin;
• close all or any of your open Transactions at such closing prices as we reasonably believe to be appropriate;
• suspend or modify the application of all or part of the Agreement to the extent that the Force Majeure Event makes it impossible or impracticable for us to comply thereto; or
• alter the Trading Hours for a particular Transaction.
17.3. You agree that we will not be liable in any way to you or to any other person in the event of a Force Majeure Event, nor for our actions pursuant to paragraph 17.2, if we decide to take such action. The Parties shall be released of all responsibilities for partial or full non-fulfillment, as well as for improper fulfillment of the obligations under this Agreement, if such non-fulfillment or improper fulfillment was a result of a Force Majeure Event, which occurred after the Client Agreements were concluded.
18. Margin Requirements and Margin Calls
18.1. In order to open a Transaction for an Underlying Asset, you undertake to provide the Initial Margin in your Trading Account. In order to keep a Transaction open, you undertake to ensure that the amount in your Trading Account exceeds the Maintenance Margin. You acknowledge that the Margin for each Underlying Asset differs and may be changed by us in our sole discretion from time to time. Deposits into your Trading Account can be made by wire transfer or another method of payment, to a bank account, or other location, as we may notify to you from time to time. Based on the amount of money you have in your Trading Account, we retain the right to limit the amount and total number of open Transactions that you may wish to open or currently maintain on the Trading Platform. It is understood that each different type of Trading Account offered by us from time to time may have different Margin Requirements.
18.2. It is your responsibility to ensure that you understand how Margin Requirements are calculated.
18.3. Unless a Force Majeure Event has occurred, the Company has the right to change the Margin requirements, giving to the Client three (3) Business Days Written Notice prior to these amendments. New Margin Requirements shall be applied for new positions. 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. All changes shall be effected on the Platform and/or the Website and the Client is responsible to check for updates. It is the Client’s responsibility to monitor at all times the amount deposited in his Trading Account
against the amount of any Margin required under this Agreement and any additional margin that may become necessary.
18.4. You are aware and acknowledge that we may, in our sole discretion, require you to take certain action in your Trading Account pursuant to a Margin Call. A Margin Call may be based upon a number of factors, including without limitation, your overall position with us, your account size, the number of open Transactions you have, volume traded, your trade history and market conditions. The Company guarantees on a non-discretionary basis “Negative Balance Protection” for the Client. This means that the Company ensures that losses/costs of the Client will never exceed the total balance held in the Client’s Trading Account. If any sub-account falls into negative equity, the Company reserves the right to transfer funds from one of the other sub-accounts in the structure to cover the deficit. Such transfer could cause one or more of the sub-accounts to be subject to stop-out. There may also be costs associated with such transfers, for example conversion fees if funds in different currencies are transferred. It is the client’s responsibility to maintain positive balances and fulfil margin requirements on all individual sub-accounts as well as on an aggregate level. The Company will monitor the client’s risk exposures and balances on a counterpart basis, and reserves the right to proceed with actions to manage the client’s aggregate risk towards the Company not limited on a sub-account basis.
Further to the above, in the event that the Company determines, at its sole discretion, that the Client voluntarily and/or involuntarily abuses the “Negative Balance Protection” offered by the Company, by way of, but not limited to, hedging his/her exposure using his/her Trading Account(s), whether under the same profile or in connection with another Client(s), then the Client accepts that the Company is entitled to treat this incident as a force majeure event and taken any or all of the actions outlined in paragraph 17.2. Note that Hedging is considered the act of entering into transactions or combination of transactions, such as holding long and short positions, in the same or correlated instruments at the same time, either by the Client or by the client acting in concert with others maintaining Trading Accounts with the Company.
18.5. The Company shall not have an obligation to make any Margin Call to the Client but in the event that it does, or in the event that the Trading Platform warns the Client that it reached a certain percentage of the Margin in the Trading Account, the Client should take any or any of the three options to deal with the situation:
(a) Limit his exposure (close trades); or
(b) Hedge his positions (open counter positions to the ones he has right now) while re-evaluating the situation; or
(c) Deposit more money in his Trading Account.
18.6. Failure to meet the Margin Requirements at any time or failure to take an action under paragraph 18.5 of this Client Agreement, gives us the right in in our sole discretion, to close any and all of your Open Positions whether at a loss or a profit without further notice to you. It is your responsibility to monitor, at all times, the amount deposited in your Trading Account against the amount of Maintenance Margin required as a result of your trading decisions and it
is understood that the Company has the right to take the actions of this paragraph, even if a Margin Call is not made under paragraph 18.5 of this Client Agreement.
18.7. Margin shall be paid in monetary funds in the Currency of the Client Account.
18.8. 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.
18.9. If you have more than one Trading Account with us, each Trading Account will be treated entirely separately. Therefore, any credit on one Trading Account (including amounts deposited as margin) will not discharge your liabilities in respect of any other Trading Account. It is your responsibility to ensure the required level of margin is in place for each Trading Account separately.
19. Settlement, Payments, Costs and Taxes
19.1. Upon completing a Transaction:
• You shall be liable for the Difference if the Transaction is:
(i) a Sell, and the closing price of the Transaction is higher than the opening price of the Transaction; or
(ii) a Buy, and the closing price of the Transaction is lower than the opening price of the Transaction.
• You shall receive the Difference if the Transaction is:
(i) a Sell, and the closing price of the Transaction is lower than the opening price of the Transaction; or
(ii) a Buy, and the closing price of the Transaction is higher than the opening price of the Transaction.
19.2. Unless we agree otherwise, all sums for which either Party is liable under paragraph 19.1 above are immediacy payable upon closing of the Transaction. You hereby authorise us to debit or credit your Trading Account with the relevant sums at the closing of each Transaction. It is understood that once you place an Order, until such Order is executed and the Transaction is closed, the Maintenance Margin shall not be used as collateral and hence shall be unavailable for withdrawal.
19.3. You shall be liable for any and all taxes, fees and assessments with respect to any Transaction you complete on the Trading Platform. It is your obligation alone to calculate and pay all taxes applicable to you in your country of residence, or otherwise arising as a result of your trading activity from the use of the Trading Platform.
19.4. Notwithstanding the above, if required by applicable law, the Company shall deduct at source from any payments due to you such amounts as are required by the tax authorities to be deducted in accordance with applicable law.
19.5. It is possible that other costs, including taxes, relating to transactions carried out on the Trading Platform may arise for which you are liable and which are neither paid via us nor imposed by us. Without derogating from your sole and entire responsibility to account for tax due, you agree that we may deduct tax, as may be required by the applicable law, with respect to your trading activity on the Trading Platform. You are aware that we have a right of set-off against any amounts in your Trading Account with respect to such tax deductions, and you hereby authorize us to withdraw amounts from your Trading Account with which to pay such taxes. You shall have no claim against us with regard to such deductions. You further agree that such deductions do not derogate from our rights to make Margin Calls under this Agreement.
19.6. You undertake to pay all stamp expenses relating to this Agreement and any documentation which may be required for the currying out of the Transactions under this Agreement.
19.7. It is hereby clarified that subject to the terms of this Agreement and the provisions of paragraph 23.1, the Difference is the only payment required by you for the Services. Notwithstanding the above, we reserve the right to charge additional fees or charges in the future, upon one month’s prior notice. The applicable fees or charges from time to time may be found on the Company’s Website. Company may vary its fees from time to time. The Company will send a Written Notice to the Client informing of any changes, before they come into effect. The variation will take effect from the date which the Company specifies in its notification to the Client.
19.8. Should your country of residence operate regulations or laws which restrict the use of currency or require you to report receipts and payments of that currency to a regulator or legal authority, you agree that you will fulfil any reporting obligations or obtain any required consents or approvals which may arise as a result of your use of the Trading Platform or associated transactions.
19.9. Prior to opening an account with the Company, the Client needs to consider any applicable charges such as spread(s), mark-up(s), commission(s), and overnight fee(s). The Client is solely responsible for requiring clarifications from the Company in relation to the above, if necessary. The Client may review all applicable charges, prior to entering into an agreement with the Company as well as at all times, on our Website(s).
19.10. The Client should note that not all charges are represented in monetary terms and may appear, for instance, in pips; therefore, the Client needs to ensure that he/she understands the cost that the pip amounts to.
19.11. The Company reserves the right to charge monthly maintenance fee per Trading Account assuming that the Trading Account has sufficient funds to cover such fee. This maintenance fee depends on the Client categorization and/or type of Trading Account and/or volume of Orders
and/or amount of deposits. The applicable maintenance fees may be found on the Company’s Website.
19.12. The Client should note that any applicable charges shall be instantly deducted from his/her Trading Account(s).
20. Deposits and Withdrawals
20.1. The Trading Account shall be activated upon the Client depositing the Initial Margin, according to the type of Client Account, as determined by the Company in its discretion from time to time.
20.2. The Client may deposit funds into the Trading Account at any time during the course of this Agreement. Deposits will be made via wire transfer or any other the methods accepted by the Company from time to time. The Company will not accept third party or anonymous payments in the Client Account. Deposits for Margin and any other deposits due will, unless otherwise agreed or specified by us, be required in the Currency of the Trading Account, based on your country of origin as specified in your address and as shall be specified on the Trading Platform. We shall not, and you shall not request us to, convert any monies standing to your credit or which have been paid by you into your Trading Account in one currency to another currency. The detailed information about deposit options is shown on the Website.
20.3. 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 if the Company is not duly satisfied as to the legality of the source of funds.
20.4. If the Client makes a deposit, the Company shall credit the relevant Trading Account with the relevant amount actually received by the Company within one Business Day following the amount is cleared in the bank account of the Company.
20.5. If the funds sent by the Client are not deposited in the Trading Account when they were supposed to, the Client shall notify the Company and request from the Company to make a banking investigation of the transfer. The Client agrees that any charges of the investigation may be deducted from his Trading Account or paid directly to the bank performing the investigation. The Client understands and agrees that in order to perform the investigation the Client shall have to provide the Company with the requested documents and certificates.
20.6. The Company shall effect withdrawals of Client funds upon the Company receiving a relevant request from the Client in the method accepted by the Company from time to time. It is understood that all Trading Account withdrawals are subject to a minimum withdrawal amount. The minimum withdrawal amount for all payment methods is USD 100, SAR 375, KWD 30 and EUR 90.
20.7. Upon the Company receiving an instruction from the Client to withdraw funds from the Client Account, the Company shall process the Client’s request to withdraw funds on the same
day that the request was made, or the next working day if the Client’s request is received outside of normal trading hours, provided that the following requirements are met:
• the withdrawal instruction includes all necessary information;
• the instruction is to make a transfer to the originating account (whether that is a bank account, a payment system account etc.) from which the money was originally deposited in the Trading Account or at the Client’s request to a bank account belonging to the Client;
• the account where the transfer is to be made belongs to the Client;
• at the moment of payment:
o the amount specified in the withdrawal instruction (including all payment charges) does not exceed the Client’s Balance (minus any credit amount provided by us to the Client’s Trading Account or bonus not eligible for withdrawal where applicable), in case the Client has no Open Positions; or
o The amount specified in the withdrawal instruction (including all payment charges) does not exceed 80% of the Client’s Balance (minus any credit amount provided by us to the Client’s Trading Account or Bonus not eligible for withdrawal where applicable), in case the Client maintains Open Positions.
• there is no Force Majeure event which prohibiting the Company from effecting the withdrawal.
• the Client is fully verified according to Verification guidelines set forth on the Website and/or the present Agreement and/or made available to him/her via email.
The Client acknowledges and agrees that, where the requirements outlined in paragraph 20.7 are not met, the Company will be entitled to cancel the said withdrawal request and/or request additional information/documents. It is agreed that if the client fails to provide the Company with the requested information within one (1) week from the day the request was made, the Company will be entitled to cancel the said withdrawal request.
20.8. It is agreed and understood that withdrawals will only be effected towards the Client. The Company will not to make withdrawals to any other third party or anonymous account.
20.9. The manner in which we remit monies to you will be in our absolute discretion. The Company reserves the right to decline a withdrawal request of the Client asking for a specific transfer method and the Company has the right to suggest an alternative.
20.10. All payment and transfer charges of third parties will be borne by the Client and the Company shall debit the relevant Trading Account for these charges.
20.11. Withdrawal fees may apply from time to time depending on the Client or type of Trading Account. The applicable fees may be found on the Company’s Website, at General Fees section.
20.12. Mistakes made by the Company during transfer of funds shall be refunded to the Client. It is understood that should the Client provide wrong instructions for a transfer, the Company may be unable to correct the mistake and the Client may have to bear the loss.
20.13. We reserve the right to seek reimbursement from you, if we receive a charge-back from any credit card issuer or with respect to any other payment method, for any reason. We may obtain such reimbursement by charging your Trading Account, deducting amounts from future payments owed to you, charging your credit card or obtaining reimbursement from you by any other lawful means. All bank charges howsoever arising will be deducted from your Trading Account.
20.14. If we receive, for any reason, a dispute, claim, and/or chargeback from your credit card issuer or any other payment method you use, you acknowledge that we have the right to take any or all of the following measures, at our discretion:
• immediately close any or all of your open Transactions whether at a loss or a profit and debit or credit, respectively, your Trading Account in accordance with Section 19.2, with or without any notice; and/or
• immediately place restrictions on your Trading Account with or without any notice, including: i) the restriction on making deposits using any payment method to your Trading Account, even in cases of margin calls(s), ii) the restriction on requesting withdrawals from your Trading Account, and iii) the restriction on opening new positions on the Trading Platform; the duration of the restrictions will be set at the Company’s discretion and/or
• Terminate the present Agreement and/or
• Impose a charge of “USD 150-research fee” to your Trading Account upon receiving the chargeback by our merchant provider to cover our investigative expenses, to prove that you did make the deposit and you hereby authorise us to charge this amount to your Trading Account or credit card.
21. Safeguarding of Client Money
21.1. The Company will promptly place any Client money it receives into one or more segregated account(s) with reliable financial institutions such as a credit institution or a bank.
21.2. Although the Company shall exercise due skill, care and diligence in the selection of the financial institution, it is understood that there are circumstances beyond the control of the Company and hence the Company does not accept any liability or responsibility for any resulting losses to the Client as a result of the insolvency or any other analogous proceedings or failure of the financial institution where Client money will be held.
21.3. The financial institution (of paragraph 21.1) where Client money will be held may be within or outside the EEA. It is understood that the legal and regulatory regime applying to any such financial institution outside the EEA will be different from that of the EEA. Hence, in the event of the insolvency or any other equivalent failure or preceding 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 an EEA country.
21.4. The financial institution to which the Company will pass Client money (as per paragraph
21.1) may hold it in an omnibus account. Hence, in the event of the insolvency or any other analogous proceedings in relation to that financial institution, the Company may only have an unsecured claim against the financial institution on behalf of the Client, and the Client will be exposed to the risk that the money received by the Company from the financial institution is insufficient to satisfy the claims of the Client.
21.5. It is understood that the Company may hold Client money and the money of other clients in the same account (omnibus account).
21.6. The Company shall not account to the Client for profits or interest earned on Client money (other than profit gained through trading Transactions from his Trading Account(s) under this Agreement) and the Client waives all right to interest.
21.7. The Company may deposit Client money in overnight deposits and will be allowed to keep any interest.
22.1. The Company shall have a general lien on all funds held by the Company on the Client’s behalf until the satisfaction of the Client’s obligations.
23. Netting and Set-Off
23.1. 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.
23.2. 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.
23.3. The Company has the right to combine all or any Client Accounts opened in the Client name and to consolidate the Balances in such accounts and to set-off such Balances in the event of termination of the Agreement.
24. Inactive and Dormant Client Accounts
24.1. Fees may be payable by you by virtue of the fact that the Trading Platform is continually provided to you for trading, regardless of your actual use. If there are no transactions (deposits, withdrawals or trading activity) on your Trading Account for a period of at least one (1) month or more, the Company reserves the right, to charge a monthly inactivity fee on your Trading Account, in return for the provision of the continued availability of your Trading Account. You agree that you are liable to and will pay the applicable fee as notified to you from time to time and that we may deduct such fee from any funds held by us on your behalf. The monthly inactivity fee shall increase as the total period of inactivity increases. The exact fee schedule will be calculated according to the currency denomination of your Trading Account and is set out as follows or as changed by the Company from time to time and notified to the Client:
Monthly Trading Account Inactivity Fee
0 to 1
1 to 2
$100 or the equivalent amount in the client’s currency as per the exchange rate that
2 to 6
$150 or the equivalent amount in the client’s currency as per the exchange rate that
6 to 12
$750 or the equivalent amount in the client’s currency as per the exchange rate that
day followed by the below
If there is no client-initiated activity for 12 months, then the account is classified as
dormant. Dormancy fees shall be $1,500 or the equivalent amount per month. Should
the client wish to re-activate his account, he/she must contact the Company directly
and pay a fee of the amount of $2,000.
25.1. The Company may upgrade the Client Account, convert Trading 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.
25.2. The Company may also change any terms of the Agreement for any of the following reasons:
a. Where the Company reasonably considers that:
i. the change would make the terms of the Agreement easier to understand; or
ii. the change would not be to the disadvantage of the Client;
b. To cover:
i. the involvement of any service or facility the Company offers to the Client; or
ii. the introduction of a new service or facility; or
iii. the replacement of an existing service or facility with a new one; or
iv. 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;
c. To enable the Company to make reasonable changes to the services offered to the Client as a result of changes in:
i. the banking, investment or financial system; or
ii. technology; or
iii. the systems or Platform used by the Company to run its business or offer the Services hereunder;
d. As a result of a request of FSA or of any other authority or as a result of change or expected change in Applicable Regulations;
e. 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.
25.3. As long as the Client is able to end the Agreement without charge, the Company may change any of the terms of the Agreement for any serious reason not listed under paragraph 25.2 of this Client Agreement.
25.4. For any change made under paragraphs 25.2 and 25.3 herein, the Company shall provide the Client with advance notice of at least five (5) 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.
25.5. When the Company provides Written Notice of changes under paragraph 25.2 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 the Client wishes to terminate the Agreement and not accept the change. The 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.
25.4. The Company shall have the right to review its costs, fees, charges, commissions, financing fees, overnight fees, trading conditions, execution rules, roll over policy and trading times, found on the Company’s website and/or Platform, from time to time. Such changes shall be effected on the Website and /or the Platform 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 5 Business Days where the where the Client is natural person and three Business Days where the Client is a legal person. 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. The 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.
26. Commencement, Termination and Results of Termination
26.1. 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 Trading Account has been opened for him.
26.2. Without prejudice to the Company’s rights under this Agreement to terminate it immediately without prior notice to the Client, the Company may terminate this Agreement with immediate effect by giving at least seven (7) Business Days Written Notice to the Client. The Client shall have the right to terminate this Agreement with immediate effect by giving at least seven Business Days Written Notice to the Company.
26.3. 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.
26.4. 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.
26.5. 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 Trading
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.
26.6. 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 Trading Account(s);
• The Company has the right to convert any currency in the Trading Accounts;
• The Company has the right to close out the Client’s Open Positions;
• In 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. In the event that the Client fails to provide instructions or the Client cannot be reached at his last known address, the Company shall forward such funds (at its sole discretion) directly to his bank account as notified to us or by way of a check sent by mail to the address recorded in his Registration Data. It is the Client’s responsibility to update his Registration Data, the company having no liability towards the Client for any lost money.
27. Event of Default
27.1. Each of the following constitutes an “Event of Default”:
• The failure of the Client to perform any obligation due to the Company.
• If a bankruptcy application is made in respect of the Client (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 28 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 27.2. of this Client Agreement.
• An action set out in paragraph 27.2 is required by a competent regulatory authority or body or court.
• The Client involves the Company in any type of fraud or illegality or breach of Applicable Regulations or is at risk of involving the Company in any type of fraud or illegality or breach of Applicable Regulations.
• In cases of material violation by the Client of the requirements established by legislation of Seychelles or other countries, such materiality determined in good faith by the Company.
• If the Company suspects that the Client is engaged into money laundering activities, or terrorist financing, or card fraud, or other criminal activities.
• The Company reasonably suspects that the Client performed a prohibited action as set out in paragraphs 2.13.-2.15, 4.2. and 4.4 of this Client Agreement.
• The Company reasonably suspects that the Client performed Abusive Trading.
• The Company reasonably suspects that the Client opened the Client Account fraudulently.
27.2. 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:
• Terminate this Agreement immediately without prior notice to the Client.
• Cancel any Open Positions.
• Temporarily or permanently bar access to the Platform or suspend or prohibit any functions of the Platform.
• Reject or Decline or refuse to transmit or execute any Order of the Client.
• Restrict the Client’s trading activity.
• In the case of fraud, reverse the funds back to real owner or according to the instructions of the law enforcement authorities of the relevant country.
• Cancel of profits gained through Abusive Trading.
• Immediately cancel all trades that were executed by the client.
• Take legal action for any losses suffered by the Company.
28. Representations and Warranties
28.1. You agree that each of the following representations and warranties are deemed repeated each time you open or close a Transaction by reference to the circumstances prevailing at such time:
• the Registration Data provided to us during the download and registration for the Trading Platform and at any time thereafter is complete, true, accurate and not misleading in all respects and the certificates provided are authentic;
• you are of sound mind, legal age and legal competence;
• you are duly authorized to execute and deliver the Client Agreements, to open each Transaction and to perform your obligations hereunder and thereunder and have taken all necessary action to authorize such execution, delivery and performance;
• you understand how the Transactions hereunder operate before you place an offer to open a Transaction on the Trading Platform. By doing so, you warrant that you understand the terms and conditions of the Client Agreements, and any legal and financial implications thereof;
• you have read and understands the Risks Disclosure and Warnings Notice found on the
• you have taken all reasonable steps to understand the specifications and characteristics of the Trading Platform and the associated hardware, software, data processing and telecommunication systems and networks required to access and operate the Trading Platform;
• You are 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;
• any person representing you in opening or closing a Transaction will have been, and the person entering into the Client Agreements on your behalf is, duly authorized to do so on your behalf;
• you are not an employee of any Underlying Market, a corporation in which any Underlying Market owns a majority of the capital stock, a member of any Underlying Market and/or firm registered on any Underlying Market or any bank, trust or insurance company that trades in Financial Instruments covered under this Agreement between us;
• you will not enter into any Transaction for the purposes of arbitrage, Scalping or to exploit any temporal and/or minor inaccuracy in any rate or price offered on the Trading Platform;
• you have obtained all relevant governmental or other authorizations and consents required by you in connection with the Client Agreements and in connection with opening or closing Transactions and such authorizations and consents are in full force and effect and all of their conditions have been and will be complied with;
• the execution, delivery and performance of the Agreement and your use of the Trading Platform including each Transaction you complete thereto will not violate any law, ordinance, charter, by-law or rule applicable to you, in the jurisdiction in which you are resident, or any agreement by which you are bound or by which any of your assets are affected;
• other than in exceptional circumstances you will not send funds to your Trading Account from any bank account other than as stipulated in the Registration Data. Whether exceptional circumstances exist will be determined by us from time to time;
• 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;
• you are 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 you have not disclosed this already in the Account Opening Application Form, you will inform the Company as soon as possible will notify the Company if at any stage during the course of this Agreement you become a Politically Exposed Person;
• from time to time we may offer money bonuses by way of promotion. Details of the terms and conditions associated with such money bonuses can be found on the “limited time promotions” page of the website and may vary from time to time. You warrant you will abide by the restrictions and limitations in force in respect of these bonuses should you qualify for one. A breach of any of these restrictions and limitations will invalidate or render void any bonuses and associated trading gains;
• you confirm that you have regular access to the internet and consent to the Company
providing you with information, including, without limitation, information about amendments to the terms and conditions, costs, fees, this Agreements, Policies and information about the nature and risks of investments by posting such information on the Website and/or email.
28.2. Any breach by you of any of the representations and warranties set forth in paragraph 27.2 or anywhere else in the Client Agreements renders any Transaction voidable from the outset or capable of being closed by us at our then prevailing prices, in our absolute discretion.
29.1. You agree to indemnify, and hold us, our affiliates, employees, agents and successors harmless, from and against any and all liabilities, losses, damages, costs and expenses, including attorney fees, we incur arising out of your failure to fully and timely perform your obligations under the Client Agreement or any Third Party Licenses, or as a result of your breach of any warranty, representation or covenant made by you under the Client Agreement or any Third Party Licenses. Without derogating from the generality of the foregoing, you agree to be fully and personally liable for the due settlement of every Transaction entered into using your Account Credentials on the Trading Platform, including any and all taxes, fees and assessments that may be payable with respect to a Transaction to any governmental entity. You agree to indemnify us fully in respect of all liabilities, costs and losses whatsoever as we may incur as a result, direct or indirect, of your failure to perform or settle a Transaction, including with respect to Financial Institutions which we contract with to execute Transactions on your behalf.
29.2. You also agree to promptly pay us all damages, costs and expenses, including legal fees, we have incurred in the enforcement of any of the provisions of the Client Agreement.
30.1. We, specifically, do not warrant that:
• the Trading Platform will meet your individual requirements and it is therefore your responsibility to ensure that the facilities and functions of the Trading Platform meet your requirements;
• your equipment, software, and communication connections will be compatible with the hardware and software we employ to provide the Trading Platform;
• the use of the Trading Platform will be uninterrupted, secure or error-free or free of bugs and you agree that the existence of any minor errors or bugs shall not constitute a breach of this Client Agreement;
• we will be able to prevent third party disruptions of and to the operation of the Trading Platform;
• errors will be corrected in the Trading Platform; or
• we will detect every bug in the Trading Platform.
30.2. You acknowledge that we do not control the transfer of data over telecommunications facilities, including without limitation the internet, nor are we responsible for communication failures, distortions or delays when trading online (via the internet or a mobile service).
30.3. You acknowledge that the trading you conduct on the Trading Platform is not conducted on a recognised Exchange, rather they are undertaken over the counter (OTC) and as such they may expose the Client to greater risks than regulated exchange transactions.
30.4. We hereby further disclaim any, and shall have no, liability or loss resulting from or related to any:
• disruption of your connections to the internet;
• loss to or corruption of any of your data or records, whether stored on the Trading Platform or not, or lack of back-up thereof;
• security breaches resulting in part or in whole from third-party software or networking goods or services or from actions or events outside of our reasonable control;
• provision of security-related services that we may voluntarily provide outside the scope of the Client Agreement; and
• use of the Trading Platform that is not in strict compliance with the Client Agreement, or any technical documentation we provide to you or make available to you by any other means, including without limitation, on our Website;
• 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;
• any person obtaining your Account Credentials prior to the Client’s reporting to the Company of the misuse of the same;
• unauthorized third persons having access to information, including electronic addresses, electronic communication, personal data and Account Credentials 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, found on the Company’s
• any changes in the rates of tax;
• any actions or representations of the Introducer;
• the contents, correctness, accuracy and completeness of any communication spread by the use of the Trading Platform;
• any acts or omissions (including negligence and fraud) of the Client;
• if you are relying on functions such as Trailing Stop, Expert Advisor and Stop Loss Orders;
• the occurrence of Slippage; and
• Currency risk materializing.
30.5. With respect to any Financial Data or other information that we or any third party service provider provide to you in connection with your use of the Trading Platform:
• we and any such provider are not responsible or liable if any such data or information is inaccurate or incomplete in any respect;
• we and any such provider are not responsible or liable for any actions that you take or do not take based on such data or information;
• you will use such data or information solely in accordance and for the purposes set forth in the Client Agreements;
• such data or information is proprietary to us and to third party providers as applicable, and you will not retransmit, redistribute, publish, disclose or display in whole or in part such data or information to third parties except as required by applicable regulations; and
• you will use such data or information solely in compliance with any applicable laws and regulations.
31. Limitation of Liability
31.1. We shall not be liable to you for any loss, save in cases of gross negligence, fraud or willful default on our behalf.
31.2. Without prejudice to paragraph 31.1, our aggregate liability to you in respect of all claims arising out of or in connection with the Client Agreement will be limited to the aggregate amount of the deposits less withdrawals on your Trading Account.
31.3. Subject to paragraphs 31.2 and of this Client Agreement, you will be liable to us for:
• any loss (whether direct or indirect) of revenue or profits;
• any loss (whether direct or indirect) of anticipated savings;
• any loss (whether direct or indirect) of goodwill or injury to reputation;
• any loss (whether direct or indirect) of business opportunity or arising from business interruption;
• any loss (whether direct or indirect) of or corruption to data;
• indirect, consequential, incidental, exemplary, punitive or special loss or damage in each case arising out of or in connection with the Client Agreements including without limitation as a result of breach of contract, negligence or any other tort, under statute or otherwise, and regardless of whether either party knew or had reason to know of the possibility of the loss, injury or damage in question.
31.4. Nothing in the Client Agreements will exclude, limit or restrict either Party’s liability for death or personal injury resulting from the negligence of that Party (or anyone on its behalf) or any other matter in respect of which liability cannot by applicable law be limited.
31.5. Nothing in this paragraph 31 will exclude, limit or restrict either Party’s liability for fraud or fraudulent misrepresentation committed by that Party (or anyone on its behalf).
31.6. Our liability, to the extent applicable, for infringement of third party intellectual property rights shall be limited to breaches of rights subsisting in Seychelles.
31.7. The Client Agreements set out the full extent of our obligations and liabilities in respect of the supply of the Trading Platform. In particular, there are no conditions, warranties, representations or other terms, express or implied, that are binding on us except as specifically stated in the Client Agreements. Any condition, warranty, representation or other term concerning the supply of the Trading Platform which might otherwise be implied into, or incorporated in, the Client Agreements, or any collateral contract, whether by statute, common law or otherwise, is hereby excluded to the fullest extent permitted by law.
31.8. We shall not be held liable and are released from all claims and losses arising out of:
a. any act or omission by any person obtaining access to your Trading Account or Account Credentials, whether or not you have authorized such access;
b. delay, failure or error by you in implementing any reasonable instruction we have provided to you;
c. inaccurate or incomplete instructions received by you;
d. any reliance or use by you or any other third party with access to your Trading Account of any Financial Data, whether to complete a Transaction on the Trading Platform or for any other purpose whatsoever:
32. Authority to Trade
32.1. You hereby authorize us to act on any instruction given or appearing to be given by you on the Trading Platform.
32.2. We shall be entitled, and you hereby authorize us, to rely upon any oral, electronic or written communication or instruction received from you. You agree that:
• once logged on to the Trading Platform following entry of the Account Credentials, we are authorized to act upon instructions without enquiring as to the validity of the instructions and to consider the instructions of like force and effect as written orders made by you;
• following log-in to the Trading platform, nothing in this paragraph will oblige us to verify the validity of each instruction or the signatures prior to every trade; and
• you shall bear the risk of all instructions, whether authorized, unauthorized, improper or fraudulent, even if it transpires such instructions were provided without your authority. You shall indemnify us against and save us harmless from all losses, costs, fees, damages, expenses, claims, suits, demands and liabilities whatsoever that we may suffer or incur or that may be brought against us, in any way relating to or arising out of our acting upon, delay in acting upon or refusal to act upon any such instructions or information.
32.3. Without derogating from the above, we will not be under any duty to act in accordance with any instruction if we reasonably believe that:
• the person who provided such an instruction was acting in excess of his authority;
• acting upon such an instruction would infringe any law, rule, regulation or the Client Agreements; or
• in the event that we have accepted an offer to perform a Transaction that we later suspect falls within points (a) and (b) hereunder this paragraph 32.3, we may, in our absolute discretion, either close such a Transaction at the then prevailing price quoted on the Trading Platform or treat the Transaction as having been void from the outset.
• Nothing in this paragraph shall be construed as an obligation on our part to inquire about the authority of any person who purports to represent you.
32.4. Any offer to open or close a Transaction (including an Order) must be made by you through the Trading Platform only. Written offers to open or close a Transaction, including offers sent by fax, email or text message will not be accepted.
32.5. If we receive an offer to open or close a Transaction other than in accordance with paragraph 32.4, we may act on such an offer, in our absolute discretion, however we will not be responsible for any loss, damage or cost that you suffer or incur arising out of any error, delay or omission in our acting or refusing to act on such an offer.
33. Relationship of the Parties
33.1. You will open each Transaction with us as principal and not as agent for any person. This means that unless we have otherwise agreed in writing, we will treat you as our Client for all purposes and you will be directly and personally responsible for performing your obligations under each Transaction entered into by you. If you act in connection with or on behalf of someone else, whether or not you identify that person to us or not, we will not accept that person as a Client of ours and we will accept no obligation to them unless otherwise specifically agreed in writing.
34. Communication, Written Notices and Language
34.1. Unless the contrary is specifically provided in this Agreement, any notice, request or other communication (other than Orders which shall be given only in accordance to paragraph 34.2 hereunder) to be given to the Company by the Client under the Agreement shall be sent to the Company’s address below (or to any other address which the Company may from time to time specify to the Client for this purpose) by email, facsimile, post if posted in Seychelles, or airmail if posted outside Seychelles, or commercial courier service and shall be deemed delivered only when actually received by the Company at the contact details appearing in the first page.
34.2. It is agreed and understood that Orders shall be placed on the Trading Platform and shall not be communicated to the Company in any other means. Only when the Platform is not operational, Orders may be placed via phone.
34.3. In order to communicate with the Client, the Company may use any of the following methods: email, Platform’s internal mail, facsimile transmission, telephone, post, commercial courier service, air mail or the Company’s Website.
34.4. The Company shall contact the Client at the contact details on his Registration Data. Hence, the Client has an obligation to notify the Company immediately of any change in the Client’s contact details.
34.5. 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.
34.6. Any communications sent to the Client (documents, notices, confirmations, statements, reports etc.) are deemed received:
(a) If sent by email, within one hour after emailing it and provided the email has left from the
(b) If sent by the Platform’s internal mail, immediately after sending it.
(c) 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.
(d) If sent by telephone, once the telephone conversation has been finished.
(e) If sent by post, seven (7) calendar days after posting it.
(f) If sent via commercial courier service, at the date of signing of the document on receipt of such notice.
(g) If sent by air mail, eight (8) Business Days after the date of their dispatch.
(h) If posted on the Company Webpage, within one hour after it has been posted.
34.7. The Language in which the Client may communicate with the Company is English, which is the Company’s official language. From time to time, the Company may employee staff who speak the Client’s native language, in which case the Client may find it more convenient to communicate with the Company in that language. However, it is clarified that all documents and information provided by the Company shall be in English. 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 and the Client should also refer to the English version and the Website for information on the Company and its policies.
35. Entire Agreement
35.1. The Client Agreement set out the entire agreement and understanding between the parties in respect of the matters dealt with in them. They supersede any previous agreement or understanding between you and us in respect of their subject matter.
35.2. You represent and agree that in entering into the Client Agreement you do not rely on, and will have no remedy in respect of, any statement, representation, warranty or understanding (whether negligently or innocently made) of any person (whether party to the Client Agreements or not) other than as expressly set out in the Client Agreement.
36.1. 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.
37.1. Any failure to exercise or any delay in exercising a right or remedy provided by the Client Agreement will not constitute a waiver of the right or remedy or a waiver of any other rights or remedies. A waiver of a breach of any of the terms of the Client Agreement will not constitute a waiver of any other breach and will not affect the other terms of the Client Agreement.
37.2. The rights and remedies provided by the Client Agreement are cumulative and (except as otherwise provided in the Client Agreements) are not exclusive of any rights or remedies provided at law or in equity.
38.1. You may not assign or transfer any of your rights or delegate any of your obligations under the Client Agreements, whether by operation of law or otherwise, either on a permanent or temporary basis to a third party without our prior written consent.
38.2. You acknowledge and agree that we may assign our rights or obligations under the Client Agreements or the entire Agreement to a successor of all or substantially all of our business or assets without prior written consent but subject to providing previous five (5) Business Days Written Notice to you. The Company may sell, transfer or otherwise share some or all of your assets, including among others your Registration Data, personal information and Log Data, in connection with a merger, acquisition, reorganization or sale of all or substantially all of our shares or assets, or in the event of our bankruptcy and may also transfer your Client money under the same circumstances.
38.3. Without derogating from the above, you acknowledge and agree that we may assign our rights or obligations under the Client Agreements or the entire Agreement, at our sole discretion, to any other licensed member company of our group, without prior written consent but subject to providing at least five (5) Business Days prior Written Notice to you. The Company may sell, transfer or otherwise share some or all of your assets, including among others your Registration Data, personal information and Log Data, in connection with such assignment/transfer and may also transfer your client money under the same circumstances.
39.1. In cases where the Client is introduced to the Company through a third person such as a business introducer or associate network who performs marketing for the Company (both called “Introducer”), the Client acknowledges that the Company is not responsible or accountable for the conduct and/or representations of the Introducer and the Company is not bound by any separate agreements entered into between the Client and the Introducer. It is also made clear that the Introducers are not authorised to bind the Company in any way, to offer credit in the Company’s name, to offer guarantees against losses, to offer investment services or legal, investment or tax advice in the Company’s name.
39.2. The Client acknowledges and confirms that the Company may pay the Introducer with a fee. If such fees apply they will be disclosed to the Client according to Applicable Regulations.
40. Complaints and Disputes
40.1. If the Client wishes to report a complaint, he should follow the Company’s procedures, which can be found at www.axiainvestments.com.
40.2. 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.
40.3. The Client’s right to take legal action remains unaffected by the existence or use of any complaints procedures referred to above.
41. Governing Law and Jurisdiction
41.1. The interpretation, construction, effect and enforceability of the Client Agreements shall be governed by the Laws of Seychelles, and you and we agree to submit to the exclusive jurisdiction of the Seychelles courts for the determination of disputes. You agree all Transactions carried out on the Trading Platform are governed by Seychelles Laws regardless of the location of the Registered User.
41.2. 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.
42. Multiple Account Holders
42.2. 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.
42.3. 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).
43. Inducements and Conflicts of Interest
43.1. It is understood that by entering into the Client Agreement, you consent that the Company is, without exception, the execution venue for all orders and acts as principal and not as agent on the Client’s behalf; contractually the Company is the sole counterparty to the Client’s trades and any execution of orders is done in the Company’s name.
43.2. In promoting and marketing our services, we may engage affiliates. The activities of such affiliates are solely to introduce you as potential client to us. They are not permitted to offer any form of investment advice, legal advice, inducement, recommendation or portfolio management to you or to handle any of your funds or cash. The Client is hereby informed that the Company pays the affiliates mentioned above on fixed commissions per referral and/or variable commissions calculated as a percentage of deposits and/or volume of Orders of referred clients. For more details on these commissions, you may contact the Company and the Company hereby undertakes to provide the relevant clarifications.
Appendix 1 – FX and CFD TRADING TERMS
1.1. This Appendix 1 is applicable only to those Clients trading in the Financial Instruments of Contracts for Differences for all types of Underlying Assets available with the Company from time to time such as Currency Pairs (for FX Contracts), Equity Indices, base or precious Metals, Forwards, Commodities, Stocks, Shares Indices, Futures, ETFs and Cryptocurrencies. Although the term FX / FX Contract is a type of a Contract for Difference, it is mentioned separately to mean the type of CFD where the Underlying Asset is a Currency Pair.
2. Opening and Closing Orders/Transactions
2.1. In order to open a Transaction in an FX and CFD on the Trading Platform, you must either open a Buy or a Sell, at the price quoted by the Trading Platform at the time of such Transaction. In order to close a Transaction, you 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 Transaction, at the price quoted by the Trading Platform at the time of such closing offer. Transactions or open positions cannot be transferred to other FX and CFD providers or their platforms. Full details of our Order Execution Policy can be found on the Website.
2.2. The Trading Platform will provide a Buy quote and a Sell quote for each Underlying Asset traded on the Trading Platform. You acknowledge that upon opening a Buy or closing a Sell, you may only do so at the price quoted by the Trading Platform to purchase such Underlying Asset. You further acknowledge that upon opening a Sell or closing a Buy, you may only do so at the price quoted by the Trading Platform to sell such an Instrument.
2.3. On the Trading Platform, you shall be entitled to make an offer to open a Transaction at the best available rate on the Trading Platform (“Market Order”) at the time of opening such a Transaction, unless you specify a particular price in which to make an offer to open a Transaction (“Pending 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 submitted. You agree that your offer to open a Market Order may be accepted at a lower price or higher price than the price indicated by you in your Market Order. If you choose to open a Market Order, your offer will be accepted at the next available price offered on the Trading Platform.
2.4. With respect to a Pending Order, the price at which a Transaction is completed may not always be at the exact rate displayed when the order is submitted. You agree that your offer to open a Pending Order may be accepted at a lower or higher price, than the price indicated by you in your Pending Order as specified on the Trading Platform from time to time. If you offer to open a Pending Order, your offer may be accepted at the price indicated by you in your offer. At any time prior to acceptance of a Pending Order, you may cancel the Pending
Order without any further liability. If you choose to open a Pending Order, your offer will be accepted at the best possible rate offered on the Trading Platform.
2.5. Orders can be placed and (if allowed) changed within the Trading Hours for each type of FX and CFD appearing on the Company’s Trading Platform, as amended from the Company from time to time. The Client agrees that the Orders to open a position if accepted by the Company outside the Trading Hours may not be capable of execution should the market not trade at the price requested once Trading Hours commence.
2.6. Pending Orders, not executed, shall remain effective through the next trading session (as applicable). 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.
2.7. Market Orders not executed because there is not enough volume to fill them, will not remain effective and will be cancelled.
2.8. Pending 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 Trading Account Equity reaches zero.
2.9. Pending Orders may be removed by the Client before they are executed.
2.10. Stop loss and Take Profit orders may be changed by the Client as long as they are higher in distance than a specific level (depending on the trading symbol).
2.11. The Client may change the expiration date of Pending Orders or delete or modify a Pending Order before it is executed. In order to change the expiry, the Client will need to cancel the Order and place e a new one.
2.12. FX and CFD Orders on currencies are executed as follows:
• Take Profit (T/P) orders are executed at requested prices or better;
• Stop Loss (S/L) orders are executed at next available price in the market after the order is triggered;
• Stop Loss (S/L) orders set to lock positions are executed at next available price in the market after the order is triggered;
• Pending orders are executed at requested prices or better;
• Buy Stop and Sell Stop orders for position opening are executed at next available price in the market after the order is triggered.
2.13. The Client acknowledges and agrees that due to market volatility and factors beyond its 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 available price in the market. For example, with respect to a Close at Loss, in the case of a Buy to close, the price of an Underlying Asset such Order 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 such Order may suddenly decrease below the Close at Loss price, without ever reaching such price.
2.14. 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.
2.15. In the event that the Company is unable to proceed with an Order, with regard to price or size or other reason, the Company not send a re-quote to the Client (with the price it is willing to deal until the price the Client asks is available). The Order will be rejected and the Client will need to place another Order.
3. Stop and Limits
3.1. We may, in our sole discretion, allow you to specify a closing price for a Transaction through a “Close at Loss” and “Close at Profit” order, subject always to the terms of the Client Agreements and any other terms and conditions we may implement from time to time.
3.2. Upon your offer and our acceptance of your Order, you hereby authorize us 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 you. We may, in our sole discretion, close the Transaction when the price quoted by us on the Trading Platform equals or exceeds the price accepted by us for such an Order. You acknowledge that we will not be required to close any Transaction if you are not in compliance with any of the factors set forth in paragraph 15.14 of this Client Agreement.
3.3. We may, in our sole discretion, allow you to request the opening or closing of a Transaction, including a “Close at Loss” and “Close at Profit” Order, within a specific time period determined by you. If we have accepted such a request, we may in our sole discretion, close the Transaction within such specific time period. You acknowledge and agree that we shall not be obliged to close such a Transaction outside such specific time period or which does not otherwise comply with any other limitations agreed upon with respect to such Transaction.
3.4. We may, in our sole discretion, accept an offer to place a Trailing Stop in relation to a “Close at Loss”. You acknowledge that the original price level set forth in a Close at Loss may be amended as the market on the Trading Platform moves in your favor. Whilst your trailing “Close at Loss” is still in effect, you agree that each change in the market by at least one hundredth of a percentage point (referred to as “Pips” on the Trading Platform) in your favor shall constitute a new offer by you to raise the level of your trailing “Close at Loss” by one hundredth of one
percentage point. Changes in a Pip will be rounded to the nearest absolute value in your base currency based on your country of origin, as shall be specified on the Trading Platform.
3.5. You acknowledge and agree that due to market volatility and factors beyond our control, we cannot guarantee that an Order will be executed at the level specified in your Order, for example, an Order may be closed at a worse price than as originally specified by you in such an Order. In such an event, we will close the Transaction at the next best price. For example, with respect to a Close at Loss, in the case of a Buy, the price of an Underlying Asset underlying such Order may suddenly decrease below the Close at Loss price, without ever reaching such price. In the case of a Sell, the price of an Underlying Asset underlying such Order may suddenly increase above the Close at Loss price, without ever reaching such price.
3.6. With respect to a Close at Profit where the price for an Underlying Asset moves to your advantage (for example, if the price goes down as you buy or the price goes up as you sell), you agree that we can (but do not have to) pass such price improvement on to you. For example, in the case of a Buy, the price of an Underlying Asset underlying such Order may suddenly increase above the Close at Profit price, without ever reaching such price. In the case of a Sell, the price of an Underlying Asset underlying such Order may suddenly decrease below the Close at Profit price, without ever reaching such price.
3.7. 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 requested price and the Company bears no responsibility whatsoever.
3.8. 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.
4. Premium (or Overnight Fees)
4.1. Any open Transaction held by the Client at the end of the trading day of the Underlying Market or over the weekend when the relevant Underlying Market is closed, shall automatically be rolled over to the next business day to avoid an automatic close. You acknowledge that when rolling such Transactions to the next Business Day, a Premium will be either added or subtracted from your Account with respect to such Transaction (“Rolling”). It is understood that during the first 7 days of opening of the first position, there are no Premium (Overnight Fees) charged on any positions. On the 8th day after the opening of the first position, the Company will start charging the Premium. The Premium amount is a constant monetary value per lot and is based on a number of factors including among others, whether the Transaction is a Buy or a Sell, interest rates, Underlying Asset differentials, daily price fluctuations and other economic and market related factors. The Premium for each Underlying Asset is displayed in the “details” link for each specific Underlying Asset on the Trading Platform.
4.2. In deciding whether to open a Transaction for a specific Underlying Asset, you acknowledge that you are aware of the Premium.
4.3. You hereby authorize us to add or subtract the Premium to or from your Trading Account for any open Transactions that have accrued a Premium, in accordance with the applicable rate thereto, each day at 00:00 GMT+2 DST off.
5. Future Contract Expiry and Rollover
5.1. On Future Contracts, we may, in our sole and absolute discretion, set an Expiry Date and time for a specific Instrument.
5.2. For Future Contracts on our Trading Platform we may, at our absolute discretion, set an automatic Rollover to the next tradable contract. Rollover dates are unique to each type of contract being traded and vary in duration and are displayed in the Trading Platform in the details link for each Future. Where an automatic Rollover occurs, the original position will remain open and continue trading on the next contract. In these cases, an adjustment will be made to your balance in order to reflect the difference between the price of the expired contract and the price of the new contract. For more information on the balance adjustment calculation please refer to General Fees Document. Clients with open positions who do not wish to have their positions rolled over onto the next contract should close their positions before the schedule Rollover.
We may, at our sole and absolute discretion, with respect to an Instrument which has an automatic Rollover, remove the automatic Rollover and set back an Expiry Date. Such a change will effect both new positions and existing open positions. In such circumstances, we will notify you by email prior to such change to any existing trade, however, you acknowledge that it is your responsibility to make yourself aware of the specific Instrument details available on the Trading Platform.
In respect of a Rollover of an open position, it is your responsibility to ensure that your trading account has sufficient cleared funds to meet the margin required on any relevant new trade to be entered into as part of a Rollover.
We reserve the right acting reasonably and in accordance with our regulatory obligations to require you to close out Transactions in a timely manner in the event that a trading instrument is removed from the Trading Platform. Where Transactions remain open for more than 7 (seven) days following our requirement for you to close them out, we reserve the right to close such Transactions on your behalf at the last available price.
6.1. All FX and CFDs available with the Company have spreads which appear on the Trading 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 Trading Platform and/or the Website and the Client is responsible to check for updates regularly.
6.2. The Company offers spreads depending on each asset.
6.3. Spreads may not all be represented in monetary terms, but may also appear in other units such as pips, the value of which can vary depending on the instrument. You will be able to find the value of a pip across all of our instruments on our Website, by accessing each underlying on our Platform.
6.4. Spreads may increase during major announcements, due to volatile and illiquid market conditions, and/or late night hours.