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Customer Agreement

Version Jan 31, 2025

Notice to Customer: Please note that the Agreement has been updated and is effective as of January 31, 2025.

Introduction

This Agreement (the “Agreement”) is made and entered into, by and between:

FXnity Limited Liability Company or FXnity SOCIEDAD DE RESPONSABILIDAD LIMITADA (hereinafter referred to as the “Broker”or “Company”),

with a registered address at:

2nd Floor, JRC Consulting Group Office CRS Seguros Building,
600 meters west of Escazú Village, Escazú,
San Rafael, San José, Costa Rica

and

Customer means the person or persons who are recorded as having an Account with Broker. (hereinafter “Customer”, “Client” or “You” or “Your”).

Broker does not accept any Customer who is less than 18 years of age.

Collectively referred to as the “Parties.”

WHEREAS, the Broker is engaged in the business of providing investment brokerage services as described therein; and

WHEREAS, the Customer desires to engage the Broker to provide Services described in clause 1, and the Broker is willing to provide such services to the Customer, subject to the terms and conditions set forth in this Agreement.

NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, the Parties agree to the provisions of this document.

In this Agreement references to any law, statute or regulation or enactment shall include references to any statutory modification or re-enactment thereof or to any regulation or order made under such law, statute or enactment (or under such modification or re-enactment).

Definitions

“Account” shall mean the Client’s unique personalized Account established under the Agreement;

“Applicable Laws” refers to all existing and future laws, statutes, and regulations that are in force and relevant to the Parties at any given time;

“Leverage” is described as a borrowed capital used to increase or reduce the potential return of an investment;

“Financial Instruments” or “Products” means those instruments which could be provided by the Company pursuant to the Agreement

“Margin” is the requirement pre-set for each position/transaction based on the Leverage applicable to the Client’s Account;

“Margin Call” means a request for the payment of Margin;

“Margin Requirement” means the amount of Margin required to open and maintain a margined transaction;

“Regulations” refers to the normative legal acts of Costa Rica;

“System or Software” means any computer program, provided by the Broker, using which the Customer gets access to trading Financial Instruments (including the possibility of placing orders and conducting transactions), market data and other features, which are needed for execution of this Agreement;

“Technology” includes but is not limited to any program, software, source codes, tools, trade platform, processes, methods and knowledge related to the technology offered through the Services by the Broker to the Customer;

“Valid Communication Channels” means ways of communication under this Agreement which include e-mail, Ticket system, etc.

1. Scope of Services

1.1 The Broker agrees to provide investment brokerage services to the Customer, which shall include:

forex, commodities, crypto currencies as CFDs, indices and other asset classes.

1.2 Orders may be placed as market orders to buy or sell as soon as possible at the price obtainable in the market, or on selected products as limit and stop orders to trade when the price reaches a pre-defined level. Limit orders to buy and stop orders to sell must be placed below the current market price, and limit orders to sell and stop orders to buy must be placed above the current market price. If the bid price for sell orders or ask price for buy orders is reached, the order will be filled as soon as possible at the price obtainable in the market. Limit and stop orders are executed consistent with the Broker’s Best Execution Policy and are not guaranteed executable at the specified price or amount, unless explicitly stated by the Broker for the specific order.

1.3 The Broker shall act as agent for the Customer in relation to facilitating the execution of transactions. In case the Broker purports to act as principal for any transaction, the Broker shall duly inform the Customer of the same prior to the Customer entering the said transaction.

1.4 In case the Broker provides any kind of investment advice, information or recommendation to the Customer, the said advice, information or recommendation shall be of a non-binding nature unless otherwise specifically agreed in writing by the Broker and the Customer. For avoidance of doubt, the Broker shall not be held responsible for any positive or negative performance of a transaction entered into by the Customer based on any non-binding advice, information or recommendation.

1.5 The below shall apply with regards to all trades and transactions:

  • Same shall be effected in accordance with and subject to applicable Market Rules
  • Market Rules usually contact far-reaching powers in an emergency or otherwise undesirable situation

1.6 The Broker shall not provide any tax related advice to the Customer and the Customer is therefore advised to obtain independent professional advice accordingly.

2. Dealings between the Broker and the Customer

2.1 In case the Customer delegates any power(s) such as through a power of attorney to any person, the Customer shall duly inform the Broker of the same and submit relevant customer due diligence information and documents on the person to whom power were delegated.

2.2 The Broker shall not undertake the risk towards Customers for any loss, expense, cost or liability suffered or incurred by the Customer due to failure of the system, transmission failure or delays or similar technical errors unless the Broker has exercised gross negligence in connection herewith.

2.3 The Broker may offer real-time tradable prices to the Customer. Due to delayed transmission between the Customer and the Broker the price offered by the Broker may have changed before an order from the Customer is received by the Broker. If automatic order execution is offered to the Customer, the Broker shall be entitled to change the price on which the Customer’s order is executed to the market value at the time at which the order from the Customer was received.

2.4 The Trading Platform may be available in several versions, which may be differentiated in various aspects including, but not limited to the level of security applied, products and services available etc. The Broker shall not be liable to the Customer for any loss, expense, cost or liability suffered or incurred by the Customer due to the Customer using a version different from the Broker’s standard version with all available updates installed.

2.5 The Customer shall be responsible for all orders, and for the accuracy of all information, sent via the internet using the Customer’s name, password or any other personal identification means implemented to identify the Customer.

2.6 The Customer is obliged to keep passwords secret and ensure that third parties do not obtain access to the Customer’s trading facilities.

2.7 Regardless of the fact that the Trading Platform might confirm that a Contract is executed immediately when the Customer transmits instructions via the Trading Platform, it is the Settlement/Trade Confirmation forwarded by the Broker or made available to the Customer on the Trading Platform which solely constitutes the Broker’s confirmation of execution.

2.8 The Customer shall promptly give any instructions to the Broker , which the Broker may require. If the Customer does not give such instructions promptly, the Broker may, at its reasonable discretion, take such steps at the Customer’s cost, as the Broker considers necessary or desirable for its own protection or the protection of the Customer. This provision is similarly applicable in situations when the Broker is unable to obtain contact with the Customer.

2.9 In general, the Broker shall act according to instructions as soon as practically possible and shall, as far as trading instructions are concerned. However, if after instructions are received, the Broker believes that it is not reasonably practicable to act upon such instructions within a reasonable time, the Broker may defer acting upon those instructions until it is, in the Broker’s reasonable opinion, practicable to do so or as soon as possible notify the Customer that the Broker is refusing to act upon such instructions. The Broker shall not be bound by any contract which purports to have been made (whether or not confirmed by the Broker) at a price which:

  • The Broker is able to substantiate to the Customer was manifestly incorrect at the time of the transaction; or
  • was, or ought to have reasonably been known by the Customer to be incorrect at the time of the transaction. In which case the Broker reserves the right to either cancel trade all together or correct the erroneous price at which the trade was done to either the price at which the Broker hedged the trade or alternatively to the historic market price.

2.10 Trading strategies aimed at exploiting errors in prices and/or concluding trades at off market prices (commonly known as “sniping”) are not accepted by the Broker provided that the Broker can document that there on the time of the conclusion of the trade were errors in prices, commissions, or in the Trading Platform, and provided the Broker can render probable that the Customer, based on its trading strategy or other provable behavior, deliberate and/or systematically has exploited or attempted to exploit such an error, the Broker is entitled to take one or more of the following countermeasures:

  • adjust the price spreads available to the Customer;
  • restrict the Customer’s access to streaming, instantly tradable quotes, including providing manual quotation only;
  • retrieve from the Customer’s account any historic trading profits that the Broker can document have been gained through such abuse of liquidity at any time during the Customer relationship; and/or
  • terminate the Customer relationship immediately by giving written notice.

2.11 If the Customer is more than one person (for example, joint accountholders):

  • the liabilities of each such person shall be direct, joint and several;
  • the Broker may act upon instructions received from anyone person who is, or appears to the Broker to be, such a person, whether or not such person is an Authorised Person;
  • any notice or other communication provided by the Broker to one such person shall be deemed to have been provided to all such persons; and
  • the rights of the Broker shall apply if an event described therein shall be deemed to have occurred in respect of any one of such persons.

2.12 The Customer agrees that the Broker may record all telephone conversations, internet conversations (chat), and meetings between the Customer and the Broker and use such recordings, or transcripts from such recordings, as evidence towards any party (including, but not limited to, any regulatory authority and/or court of law) to whom the Broker at its reasonable discretion sees it to be desirable or necessary to disclose such information in any dispute or anticipated dispute between the Broker and the Customer.

2.13 The Customer acknowledges that the Broker has the right to, but not the obligation to close directly opposite positions. This applies not only when the positions are held on the on the same account, but also when they are held on separate accounts.

2.14 If the Customer operates several Accounts (or subaccounts) and opposite positions are opened on different Accounts (or sub-accounts), The Broker may not close out such positions. The Customer is specifically made aware that unless closed manually, all such positions may be rolled over on a continuous basis and thereby consequently all incur a cost for such roll-over.

2.15 The Customer understands and accepts that the Broker is authorized to offer Financial Instrument(s) for purchase and/or sale, in accordance with instructions received by the Company from the Client. The Client hereby waives any defense in cases where such instructions were not in writing. Financial Instrument(s) will be bought/sold, and considered as transactions, based on reception, transmission and execution basis, for the Financial Instrument(s) offered to the Customer by the Company, as referred to, in some cases, as “leveraged products” or “leveraged financial instruments”.

2.16 Financial Instrument(s) shall be offered for transactions only within working hours of the relevant, underlined, assets. Financial Instruments, offered by the Broker, can be traded only within working hours of the specific Financial Instrument(s), as defined by the Broker.

2.17 The Client furthermore agrees and confirms that the Company may change Margin Requirement at its sole discretion at any time for all and any Financial Instrument(s) and that such change shall be applicable to the transaction(s) which will take place in the future, as well as to the existing open position(s)/transaction(s). The Client shall monitor their Account so that the Account has sufficient balance and equity to meet Margin Requirements.

2.18 In the event of default of the present Agreement, the Company has the right to retain the Client’s margin cash for as long as permitted by the applicable rules or for as long as the Client’s obligations to the Company are not executed. Further, the Company is entitled to extinguish the Client’s obligations under this Agreement with the Margin held by the Company.

2.19 The Company bears no responsibility in cases of delays, errors and/or omissions of any data, delivered to the Client, which is caused by the System, unless they result from gross negligence of the Company.

2.20 The Client acknowledges that the Company is not responsible for the speed of crediting or payment funds to the Client’s Account.

2.21 The Company bears no responsibility for any transmission errors, illegal network interventions, internet failures and/or interruptions that may occur while using the System. The Client further acknowledges the Company’s right to suspend the usage of System, in such occurrences, in order to avoid any further damage that the Client may experience.

2.22 The Company may suspend, temporarily or permanently, the use of the System by the Client, in cases where the Company becomes aware that the Client did not or does not comply with the Applicable Laws and Regulations. In cases of the Client’s failure to comply with the obligations, arising from this Agreement, the Company may request from the Client to return and/or destroy any/all software and/or hardware, provided by the Company to the Client, for the purpose of using the Company’s Service(s)

2.23 Client agrees that the Company has the right, in its sole discretion, but not the obligation, to liquidate all or any part of Client’s positions or assets in any of the Client’s Accounts, at any time and in any manner and through any market or dealer, without prior notice or Margin Call to the Client if at any time:

  1. Client’s Account has zero equity or is in deficit (i.e., negative equity);
  2. Client’s Account has insufficient equity to meet Margin Requirements;
  3. The Company anticipates (in its sole discretion) that the holding of an open position or any other position in the Client’s Account likely will result in a future margin violation (for example upon expiration of a derivative position);
  4. An event of default has occurred;
  5. This Agreement has been terminated;
  6. Client submits, and Company executes, an order for which the Client does not have sufficient funds;
  7. The Company determines (in its sole discretion) that the liquidation is necessary or advisable for the Company protection;

2.24 The Client shall be liable and will promptly pay for any deficiencies in the client’s Account that arise from such liquidation or remain after such liquidation. The Company has no liability for any loss sustained by the Client in connection with such liquidation, even if the Client re-establishes a liquidated position at a worse price. Client shall reimburse and hold the Company harmless for all actions, omissions, costs, fees (including, but not limited to, attorney’s fees), or liabilities associated with any such liquidation undertaken by the Company.

2.25 Client agrees that the Company also has the right, in its sole discretion, but not the obligation, to freeze all or any part of positions or assets held in the Client’s Account, due to the reasons stated in this Agreement. The Company may take these actions without prior notice to the Client.

2.26 Existing trading conditions may be modified, altered, suspended, or terminated or new conditions may be imposed, which will become new applicable trading terms and conditions.

2.27 In cases where the Client chooses to use trading algorithms, including expert advisors or trailing stops, the Company shall not be held responsible for any losses that may be incurred pursuant to their use. However, should the Company become aware that the Client utilizes the relevant trading algorithms in bad faith or contrary to the terms contained herein, the Company reserves the right to take necessary actions and terminate this Agreement

3. Customer Responsibilities

3.1 The Customer agrees to provide accurate and complete information to the Broker regarding their financial situation, investment objectives, risk tolerance, and any other relevant information.

3.2 The Customer acknowledges that investment decisions are solely their responsibility, and the Broker shall not be liable for any losses incurred by the Customer as a result of such decisions.

3.3 The Customer agrees and undertakes to provide all required information to the Broker that are necessary to enable it to conduct its due diligence process.

3.4 The Customer acknowledges that if the Customer’s account margin level reaches equal or less than 30 %, the Company has the right to close the Client’s open positions at its own discretion.

3.5 The Customer acknowledges the Customer’s sole responsibility to check its System settings, including but not limited to settings of a trading platform, instruments, commissions, Margin Requirements, Margin Call, before starting trading with Financial Instruments, placing orders

and conducting transactions. In case of Client’s failure to check and correct this data, the Client agrees to release the Company from any kind of liability.

3.6 The Client is solely responsible to maintain the hardware and software used by the Client for accessing the Company’s System, for the purpose of obtaining the Company’s Services, as to ensure being in good condition, free of bugs, viruses and/or other malfunction(s) that may be transmitted, and potentially create damages and/or loss of data obtained through the System.

3.7 The Customer acknowledges and confirms that they have read and understood this Agreement that has been made available in relation to Your account.

4. Risk Acknowledgement

4.1 The Customer acknowledges, recognises and understands that trading and investments in leveraged as well as non-leveraged Contracts is:

  • highly speculative;
  • may involve an extreme degree of risk; and
  • appropriate only for persons who, if they trade on margin, can assume risk of loss in excess of their margin deposit.

4.2 The Customer acknowledges, recognizes and understands that because of the low margin normally required in Margin Trades, price changes in the underlying asset may result in significant losses, which losses may substantially exceed the Customer’s investment and margin deposit.

4.3 When the Customer directs the Broker to enter into any transaction, any profit or loss arising as a result of a fluctuation in the value of the asset or the underlying asset will be entirely for the Customer’s account and risk.

4.4 The Customer warrants that the Customer is willing and able, financially and otherwise, to assume the risk of trading in speculative investments.

4.5 The Customer agrees not to hold the Broker responsible for losses incurred as a consequence of the Broker carrying the Customer’s account and following its recommendations or suggestions or those of its employees, associates or representatives, unless the Broker has exercised gross negligence in connection herewith.

4.6 The Customer understands and agrees that the Broker shall not be responsible to conduct a continuous monitoring of transactions already entered into by the Customer. Therefore, the Broker shall not be help responsible for any performance of transactions developing differently from was the Customer had expected or developing at the disadvantage of the Customer.

5. Compensation

5.1 The Customer agrees to pay the Broker compensation for the investment brokerage services provided. The compensation structure includes adjustment of price spreads available to the Customer, applicable fees, commissions, or other charges.

5.2 The Customer authorizes the Broker to deduct any applicable fees, commissions, or charges from the Customer’s investment account(s) held with the Broker.

6. Representations and Warranties

6.1 The Broker represents and warrants that it is registered in Costa Rica.

6.2 The Customer represents and warrants that they have the legal capacity to enter into this Agreement and undertake the investment activities contemplated herein.

7. Confidentiality

7.1 The Parties acknowledge and agree that during the course of their engagement, confidential and proprietary information may be disclosed. Both Parties shall maintain the confidentiality of such information and shall not disclose it to any third party without the written consent of the other Party, unless required by law.

8. Termination

8.1 Either Party may terminate this Agreement immediately by providing a written notice.

9. Governing Law and Dispute Resolution

9.1 This Agreement shall be governed by and construed in accordance with the laws of Costa Rica without regard to its conflict of laws principles.

9.2 Any disputes arising out of or in connection with this Agreement shall be resolved through negotiation in good faith. If the Parties are unable to resolve the dispute through negotiation, they agree to submit the dispute to mediation or arbitration as per the applicable laws and in accordance with our dispute resolution policy.

10. Entire Agreement

10.1 This Agreement constitutes the entire agreement between the Parties and supersedes any prior discussions, understandings, or agreements, whether oral or written, relating to the subject matter hereof.

11. Amendments

11.1 This Agreement may be modified or amended by Broker at any time without prior consent from You. The Broker will provide Customer a notice of such amendment either on Broker’s website or via e-mail to Customer.

12. Severability

12.1 If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall continue to be valid and enforceable to the fullest extent permitted by law.

13. Accounts

13.1 The Broker will make available to the Customer a Settlement/Trade Confirmation in respect of any transaction or Contract entered into by the Broker with or for the Customer and in respect of any open position closed by the Broker for the Customer. Settlement/Trade Confirmations will normally be available instantly following the execution of the transaction.

13.2 An Account Summary and Account Statement are available to the Customer through the Trading Platform. The Account Summary will normally be updated periodically during the Broker’s opening hours. The Account Statement will normally be updated every Business Day with information for the previous Business Day. By accepting this Agreement, the Customer agrees not to receive any Account Statements or Account Summaries in printed form from the Broker.

13.3 Any notice or other communication to be provided by the Broker under the Terms, including Account Statements and Settlement/Trade Confirmations, may be sent by the Broker at its option to the Customer in electronic form by email or by display on the Customer’s account summary on the Trading Platform. The Customer is obliged to provide The Broker with an e-mail address for this purpose. An e-mail message is considered received by the Customer when sent from the Broker. The Broker is not responsible for any delay, alteration, re-direction or any other modification the message may undergo after transmission from the Broker. A message on the Customer’s account on the Trading Platform is considered received by the Customer the Broker has placed same on the platform.

14. Interest and Currency Conversions

14.1 Subject to the Clause below and save as otherwise agreed in writing, the Broker shall not be liable to:

  • pay interest to the Customer on any credit balance in any Account or on any other sum held by the Broker; or 
  • account to the Customer for any interest received by the Broker on such sums or in- connection with any Contract. 

14.2 The Customer is entitled to interest on the basis of the Customer’s positive Net Free Equity in accordance with the terms in the Broker’s Commissions, Charges & Margin Schedule.

14.3 The Broker may vary such interest rates and/or thresholds for interest calculation without notice when changes are to the Customer’s advantage, or the grounds for changes are due to external circumstances beyond The Broker’s control. Such circumstances are:

  • Changes in the monetary or credit policies domestic or abroad that affect the general interest level in a way that is of importance to The Broker;
  • Other changes in the general interest level, including in the money and bond markets, that is of importance to The Broker;
  • Changes in the relationship with The Broker’s Counterparties, which affect The Broker’s cost structures.

15. Pledge Agreement

15.1 Any and all Security transferred to the Broker by the Customer or held by the Broker or by the Broker’s Counterparties on behalf of the Customer is pledged as a security for any liability that the Customer may have or get towards the Broker. Without limitation such Security shall comprise the credit balances on Accounts, the securities registered as belonging to the Customer on the Broker’s books, and the value of the Customer’s open positions with the Broker.

15.2 If the Customer fails to fulfill any obligation under this Agreement, the Broker is entitled to sell any pledged Security immediately without any notice or court action. Such sale shall take place by the means that the Broker in its reasonable discretion determines and at the price that the Broker in its reasonable discretion determines to be the best obtainable.

16. Dealing with Counterparties

16.1 In order to give effect to the Customer’s instructions, the Broker may instruct a Counterparty selected at the Broker’s discretion and the Broker shall do so where the transaction is to be subject to the rules of an exchange or market of which the Broker a member is not.

16.2 The Broker shall not be responsible for errors committed by such Counterparties unless it is proven that the Broker has not acted with sufficient care when selecting the Counterparty.

17. Default and Default Remedies

The provisions contained in this Clause supplement any other rights that the Broker or any of its associates have according to this Agreement, including but not limited to the Pledge Agreement referred above, and furthermore any other rights the Broker has.

17.1 The Broker reserves the right to retain, or make deductions from, any amounts which the Broker owes to or is holding for the Customer if any amounts are due from the Customer to the Broker or the Broker’s associates.

17.2 The Customer authorises the Broker, at the Broker’s discretion, at any time and without notice, to sell, apply, set-off and/or charge in any manner any or all of the Customer’s property and/or the proceeds of any of the same of which the Broker or any of its associates or Agents has custody or control, in order to discharge any or all of the Customer’s obligations to the Broker or to the Broker’s associates.

17.3 Each and any of the following events shall constitute an Event of Default in relation to all of a Customer’s Contracts, Margin Trades, securities and other business with the Broker (regardless of whether the Event of Default only relates to part of the business with The Broker):

  • if the Customer fails to make any payment or fails to do any other act required under this Agreement or by The Broker at its reasonable discretion;
  • if the Customer fails to remit funds necessary to enable The Broker to take delivery under any Contract on the first due date;
  • if the Customer fails to provide assets for delivery, or take delivery of assets, under any Contract on the first due date;
  • if the Customer dies or becomes of unsound mind;
  • if an application is made in respect of the Customer for any action pursuant to Bankruptcy Act or any equivalent act applicable to the Customer or, if a partnership, in respect of one or more of the partners, or if a company, that a receiver, trustee, administrative receiver or similar officer is appointed;
  • if a petition is presented for the winding-up or administration of the Customer;
  • if an order is made or a resolution is passed for the winding-up or administration of the Customer (other than for the purposes of amalgamation or reconstruction with the prior written approval of The Broker);
  • if any distress, execution or other process is levied against any property of the Customer and is not removed, discharged or paid within seven days;
  • if any security created by any mortgage or charge becomes enforceable against the Customer and the mortgagee or chargee takes steps to enforce the security or charge;
  • if any indebtedness of the Customer or any of its subsidiaries becomes immediately due and payable, or capable of being declared so due and payable, prior to its stated maturity by reason of default of the Customer (or any of its subsidiaries) or the Customer (or any of its subsidiaries) fails to discharge any indebtedness on its due date;
  • if the Customer fails to fully comply with obligations under this Agreement or any Contract, including refraining from complying with Margin requirements.

Upon the occurrence of an Event of Default, the Broker shall at its discretion be entitled to:

  • sell or charge in any way any or all of the Customer’s collateral, assets and property which may from time to time be in the possession or control of The Broker or any of its associates or Agents or call on any guarantee, without any notice or court order. Sale of Security, assets and property shall take place by means that The Broker in its reasonable discretion determines and at the price that The Broker in its reasonable discretion determines to be the best obtainable, provided that The Broker shall provide a 7-day notice period before realizing Security of any Customer, unless immediate sale is necessary to avoid or limit a loss;
  • buy or sell any Security, investment or other property where this is, or is in the reasonable opinion of The Broker likely to be, necessary in order for The Broker to fulfill its obligations under any Contract and the Customer shall reimburse The Broker for the full amount of the purchase price plus any associated costs and expenses;
  • deliver any Security, investment or property to any third party, or otherwise take any action The Broker considers to be desirable in order to close any Contract; iv require the Customer immediately to close and settle a Contract in such manner as The Broker may in its reasonable discretion request;
  • require the Customer immediately to close and settle a Contract in such manner as The Broker may in its reasonable discretion request; to enter into any foreign exchange transaction, at such market rates and times as The Broker may determine, in order to meet obligations incurred under a contract

17.4 The Customer authorises the Broker to take any or all of the steps described in this Clause without notice to the Customer and acknowledges that the Broker shall not be responsible for any consequences of it taking any such steps, unless The Broker has exercised gross negligence in connection herewith. The Customer shall execute the documents and take the action as The Broker may request in order to protect the rights of The Broker and its associates under this Agreement or under any agreement the Customer may have entered into with The Broker’s associates.

17.5 If the Broker exercises its rights to sell any Security or property of the Customer under this Clause, it will effect such sale, without notice or liability to the Customer, on behalf of the Customer and apply the proceeds of sale in or towards discharge of any of the Customer’s obligations to the Broker or to the Broker’s associates.

17.6 Without prejudice to the Broker’s other rights under this Agreement or under prevailing law, the Broker may, at any time and without notice, combine or consolidate any of the accounts maintained by the Customer with the Broker or any of its associates and off-set any and all amounts owed to, or by, the Broker or any of its associates in such manner as the Broker at its reasonable discretion may determine.

18. Indemnity and Limitations of Liability

18.1 The Customer is obliged to compensate the Broker for all losses, taxes, expenses, costs and liabilities whatsoever (present, future, contingent or otherwise and including reasonable legal fees) which may be suffered or incurred by the Broker as a result of or in connection with:

  • the Customer’s breach of this Agreement;
  • The Broker entering into any transaction or Contract; or
  • The Broker taking any of the steps which The Broker is entitled to take in an Event of Default; unless and to the extent only that such losses, taxes, expenses, costs and liabilities are suffered or incurred as result of The Broker ‘s gross negligence or willful default.

18.2 This right to compensation shall survive any termination of the Customer relationship.

Without prejudice to any other clauses, The Broker shall not be liable for:

  • any loss (including consequential and other indirect losses), expense, cost or liability (together referred to as “Loss”) suffered or incurred by the Customer as a result of or in connection with the provision of the Services unless and to the extent that such Loss is suffered or incurred as a result of The Broker’s gross negligence or willful default;
  • any Loss due to actions taken by The Broker according to its rights under this Agreement, or;
  • any consequential or other indirect loss suffered or incurred by the Customer whether arising from The Broker’s negligence or otherwise.

18.3 Especially, the Customer acknowledges, recognizes and accepts that any market recommendation and any information communicated by The Broker does not constitute an offer to buy or sell or the solicitation of an offer to buy or sell a Contract and that such recommendation and information, although based upon information from sources believed by the Broker to be reliable, may be based solely on a broker’s opinion and that such information may be incomplete and may be unverified and unverifiable. The Broker makes no representation, warranty or guarantee as to, and shall not be responsible for, the accuracy or completeness of any information or trading recommendation furnished to the Customer.

19. Force Majuere

19.1 The Broker shall not bear any liability for failure to perform their obligations under this Agreement if such failure resulted from force majeure circumstances occurring after the date of this Agreement, which Broker could reasonably foresee nor prevent.

19.2 Force majeure circumstances shall mean events, which are beyond the control of the Broker, and which occurrence does not entail liability of the Broker. Such events, inter alia, include natural calamities, revolts, hostilities, strikes, economic embargo, decisions of governmental or industry regulatory authorities or local self-government authorities, pandemics, and other circumstances directly affecting the performance of this Agreement.

20. Termination

On termination, the Broker and the Customer undertake to complete all Contracts that are already entered into or under execution and this Agreement shall continue to bind both parties in relation to such transactions. The Broker is entitled to deduct all amounts due to it before transferring any credit balances on any Account to the Customer and it is entitled to postpone such transferring until any and all Contracts between The Broker and the Customer are closed. Furthermore, the Broker is entitled to require the Customer to pay any charges incurred in transferring the Customer’s investments.

21. Complaint Handling

The Customer may make a complaint to the Company by sending an email to [email protected]. The Company shall address any complaint received in accordance with its Complaint Handling Policy.

22. Notices

Any notices shall be sent by e-mail to [email protected]

Annexure

Risk Disclosure Statement
  • Orders

The placing of certain orders (e.g. “stop-loss” orders, where permitted under local law, or “stop-limit” orders), which are intended to limit losses to certain amounts, may not be adequate given that markets conditions make it impossible to execute such orders, e.g. due to illiquidity in the market. Strategies using combinations of positions, such as “spread” and “straddle”‘ positions may be as risky as taking simple “long” or “short” positions.

  • Restriction of Trading and Pricing

Market condition (e.g. illiquidity) and/or the operation of the rules of certain markets (e.g., the suspension of trading in any contract or contract month because of price limits or “circuit breakers”) may increase the risk of loss by making it difficult or impossible to effect transactions or close/ offset positions. If you have sold options, this may increase the risk of loss. Normal pricing relationships between the underlying asset and a derivative do not always exist. The absence of an underlying reference price may make it difficult to judge “fair” value.

  • Commission and Other Charges

Before you begin to trade, you should obtain a clear explanation of all commission, fees and other charges for which you will be liable. These charges will affect your net profit or loss.

  • Transactions in Other Jurisdictions

Transactions on markets in other jurisdictions, including markets formally linked to a domestic market, may expose you to additional risk. Such markets may be subject to regulation, which may offer different or diminished investor protection. Your local regulatory authority will be unable to compel the enforcement of the rules of regulatory authorities or markets in other jurisdictions where your transactions have been effected.

  • Currency Risk

The profit or loss in transactions in foreign currency-denominated contracts in another currency than your account currency will be affected by fluctuations in currency rates where there is a need to convert from the currency denomination of the contract to the account currency.

  • Trading Facilities

Most open-outcry and electronic trading facilities are supported by computer-based component systems for the order-routing, execution, matching, registration or clearing of trades. As with all facilities and systems, they are vulnerable to temporary disruption or failure. Your ability to recover certain losses may be subject to limits on liability imposed by the system provider, the market, the clearing house and/or member firms. Such limits may vary: you should ask the firm with which you deal for details in this respect.

  • Off-Exchange Trades

In some jurisdictions firms are permitted to effect off-exchange transactions. The firm with which you deal may be acting as your counterpart to the transaction. It may be difficult or impossible to liquidate an existing position, to assess the value, to determine a fair price or to assess the exposure to risk. For these reasons, these transactions may involve increased risks. Off-exchange transactions may be less regulated or subject to a separate regulatory regime. Before you undertake such transactions, you should familiarize yourself with applicable rules and attendant risks.