In these Conditions, the following words and expressions shall have the following meanings:
Account means a transaction account of the client with the Company.
Account Statement shall mean a periodic statement of the transactions credited or debited to an Account.
Agreement means the General Conditions, each Contract and any document amending and/or expressed to be supplemental to any or all thereof will together constitute a single agreement between the Client and the Company.
Client shall mean the individual person or legal entity being a customer of the Company; Contract shall mean any contract, whether oral or written, for the purchase or sale of any currency or other transaction relating thereto, entered into by the Company with the Client; Discretionary Account means an account where the Client has given authority to another person(s) to trade the account;
Services means the services to be provided by the Company under this Agreement.
Trading Platform shall mean any online trading platform made available by the Company;
Value Date means the date for settlement of a Contract specified in the applicable Contract Note.
2.1 The Client represents warrants and undertakes at the time this Agreement is made and the making of each Contract hereunder that
2.2 The Client agrees and acknowledges that:
According to the present Agreement, the Company opens and will operate accounts of the client with the purpose of fulfilment of operations by him on foreign exchange markets under conditions “spot” and all other markets according to the Agreement. Concerning any trading operation, the client and the Company act as principals, and the Company does not act as the agent or on behalf of the client. This means that while the Company will not come with the client to the other agreement, the client bears the full and direct responsibility for execution of any obligations on the made trading operations. If the client acts on behalf of someone’s name independent on that fact, whether this person is identified or not, the Company does not accept him as the client and does not carry any responsibility except in those cases when it is separately coordinated and stipulated.
The company will offer execution-only dealing services to you and such additional services as we may agree from time to time. We will not advise you on the merits or suitability of any transaction entered into pursuant to this Agreement. We will not manage nor monitor your investments. Our execution of any order on your behalf does not in any way imply any approval or recommendation of that transaction. Although we are not required to explain to you any risks that may arise because of a particular transaction, we have set out various risk disclosure attached to this Agreement for your information.
The Company will not unless specifically agreed to in writing with you, be acting in a fiduciary capacity or provide any personal recommendation to you in respect of, nor give any advice you on the merits of, any transaction in financial instruments. Accordingly, you should make your own assessment of any transaction that you are considering in the light of your own objectives and circumstances, including without limitation the possible risks and benefits of entering that transaction. You should not rely on any information, proposal or other communication from the Company as being a recommendation or advice in relation to that transaction.
Client shall provide to and maintain with the Company margin in such amounts and in such forms as the Company, in its sole discretion, may require. The Company may change margin requirements at any time. No previous margin requirement by the Company shall prevent the Company from increasing that requirement without prior notice. the Company retains the right to limit the amount and/or total number of open positions that Client may acquire or maintain at
the Company. the Company shall not be responsible for any loss or damage caused, directly or indirectly, by any events, actions or omissions including but not limited to loss or damage resulting, directly or indirectly, from any delays or inaccuracies in the transmission of orders and/or information due to a breakdown in or failure of any transmission or communication facilities. For example, in volatile market conditions, margin call may be delayed resulting in the possibility of a negative usable margin; a margin call may occur even if positions are hedged due to currency conversion rate or daily interest.
Our service is restricted to executing transactions at the quoted prices at your request. When executing transactions, we will not be executing orders on your behalf, and accordingly, we will not be subject to any obligation to take reasonable steps to obtain the best possible result for you.
We may require you to limit the number of open positions that you may have through us at any time. We may, in our sole and absolute discretion, closes out any one or more transactions in order to ensure that such positions limits are maintained.
Unless otherwise agreed by us, all dealing instructions must be given to us electronically through your trading platforms, our liquidity connection. We do hold the right to accept or reject any orders given via telephone or online chat programs.
A dealing instruction given by you shall not take effect until received by us. In the absence of fraud, gross negligence or willful misconduct on our part, we shall be entitled to act on your behalf upon instruction given or purporting to be given by you or any other person on your behalf without further inquiry as to the genuineness, authority or identity of any such person giving or purporting to give such instructions.
We may, in our sole and absolute discretion, refuse to accept any dealing instructions from you but will endeavor to notify you of any such refusal, without giving any reasons, promptly following receipt of your instructions. In addition, a dealing instruction that for any reason is not received by us in a way it can be processed shall be deemed rejected by us. We may cancel any instructions previously given by you if we have not acted on your instructions. We shall not be liable for any loss or damage (including direct, indirect or consequential loss or loss of profits) suffered by you or any third party in connection any action or inaction under this Section except to the extent that such loss or damage results directly from our or their fraud, gross negligence or willful misconduct.
Execution of a dealing instruction by us shall constitute a binding agreement by you and us on the terms of such instruction.
The client must pay the Company the commissions, fees, taxes and charges for dealing in all products provided for the client at the rates determined by the Company from time to time and notified to the Client in writing from time to time.
All fees and charges are due and payable immediately. Any sums due to us pursuant to this Agreement may be deducted by us from the proceeds of any transaction or debited from your account with us. In the event of late payment by you, overdue amounts shall bear interest at five per cent (5%) per month over the base rate of Edge Markets (or such lesser amount as may be permitted by applicable law).
Edge Markets Limited reserves the right to charge for all costs, such as expenses of acquiring Clients deposits and the cost of sending Clients money back, including commissions to banks, money transfer fees and commissions to intermediaries.
All funds, securities, commodities, currencies, and other property belonging to you that we or our affiliates may at any time be holding for you (either individually, jointly with another, or as a guarantor of the account of any other person) or that may at any time be in our or its possession or control or carried on our or its books for any purpose, including safekeeping, are to be held by us as security and subject to a general lien and right of set-off for any of your liabilities to us under this Agreement whether or not we have made advances in connection with such funds, securities, commodities, currencies or other property, and irrespective of the number of accounts you may have with us. We may, in our sole and absolute discretion and without notice to you, apply and/or transfer any or all funds or other property belonging to you between any of your accounts with us.
Without prejudice to any other rights to which we may be entitled, we may at any time and without notice to you set off any amounts (whether actual or contingent, present or future) owing between you and us. Furthermore, as a continuing security for the performance of all your Secured Obligations, you grant to us, with full title guarantee, a first fixed security interest in all funds, securities, commodities, currencies and other property now or in the future provided by you to us or to our order or under our direction or control or otherwise standing to the credit of your account under this Agreement or otherwise held by us or our affiliated companies or our nominees on your behalf. You agree that we shall be able to apply such funds, securities, commodities, currencies and other property in or towards satisfaction of all or any part of the Secured Obligations that are due and payable to us but unpaid.
You hereby represent that any funds, securities, commodities, currencies and other property that you transfer to us security under this Agreement are free from any lien, security interest or other encumbrance other than the lien created under this Agreement. You hereby also grant to us the right to pledge, re-pledge, hypothecate, invest or loan, either separately or with the property of other customers, to ourselves as broker or to others, any funds, securities, commodities, currencies and other property belonging to you which is held by us as margin or security.
The Client acknowledges and expressly accepts that the Company may record all telephone conversations between the parties. Such recordings shall remain the property of the Company, and the Client agrees, to the use thereof or transcript therefrom, as evidence by the Company in any dispute or anticipated dispute between the parties under this Agreement.
The Client authorizes the Company to rollover all Open Spot Positions in the Client's Trading Account, at the Client's risk, into the next settlement time period upon such terms as the Company determines in its sole discretion. The positions will be rolled over by debiting or crediting the Client's Trading Account with the amount calculated in accordance with the Company's Rollover/Interest Policy. In the absence of timely instructions from you, we are authorized, at our sole and absolute discretion, to rollover or offset all or any portion of the currency positions in your accounts or to make or receive delivery on your behalf upon such terms and by such methods deemed reasonable by us in our sole and absolute discretion.
Without prior notice to, or receiving further authority from the Client, the Company shall have the right to close out all or any part of any Contract and realize any other assets of the Client held by the Company, upon or at any time after the happening of any of the following events:
The client agrees that its monies and the monies of other clients of the Company will be combined and deposited by the Company in a Client Bank Account. The client acknowledges that all funds credited to the Client Bank Account maintained by the Company may be used by the Company to meet the default on any account of the client with the Company.
Messages, reports, notifications and other information form the Company can be communicated to the Client by any of the following:
Any outgoing correspondence of the Company is considered to be sent to the client after the process of transferring to the delivering services or when the information is received by transferring agent (Internet-provider for instance) for sending it to the clients no matter if it is received by client or not. Ingoing correspondence is delivered when it is received by the addressee in the Company.
The Client must inform the Company on any changes connected with the post address or other register information immediately by e-mailing us at: [email protected]
Orders on the trade account must be performed only via trade terminal or via phone if there is no access to the trade terminal. The client is responsible for security of the password received by him from the Company. This password will allow him to gain access to the trade account. Any transaction performed using the password is considered by the Company to be right, even if the password was used illegally by third party.
Transactions, performed online, are acknowledged when the transaction is finished. Transactions conducted via phone are acknowledged immediately in oral form and through the online trading systems in the next 24 hours. Reports and acknowledgements of the Client’s orders and transactions are correct and finished. The Client can object to any transaction via phone or via e-mail [email protected] no later than 24 hours after the transaction has been performed. Objections may be accepted following the Company’s acknowledgement of receiving and considering it via e-mail.
The Client’s refusal to objections on transactions appears to be acknowledgement and Agreement to all the actions performed by the Company. The Client understands and agrees that any mistakes that lead to losses or profits on his account will be corrected, and the balance of his account will be returned to the point before the error occurred as if there was none.
Since the Company does not control signal power, its reception or routing via Internet or any other means of electronic communication, configuration of Client’s equipment or reliability of its connection, the Company shall not be liable for any claims, losses, damages, costs or expenses, including attorneys’ fees, caused directly or indirectly, by any breakdown or failure of any transmission or communication system or computer facility, whether belonging to the Company, client, any market, or any settlement or clearing system when the Client trades online via Internet. The Client is obligated to keep passwords secret and ensure that third parties do not obtain access to the trading facilities. The Client will be liable to the Company for trades executed by means of the Client’s password even if such use may be wrong.
The On-Line Facility is provided “as is” and neither we nor any of our Service Providers makes any representations or warranties of any kind whatsoever regarding (i) the availability, currency, accuracy or completeness of the On-Line Facility, (ii) the results to be obtained by you or anyone else from the use of the On-Line Facility, and (iii) any third party content accessible on or through the On-Line Facility. Neither we, our affiliates, nor any of our or their directors, officers, employees and agents shall be liable for any loss or damage (including direct, indirect or consequential loss or loss of profits) suffered by you or any third party in connection with the provision of any services to which this Agreement applies except to the extent that such loss or damage results directly from our or their fraud, gross negligence or willful misconduct.
The Company shall not be held responsible for any loss or damage caused, directly, indirectly, by any events, actions or omissions beyond our control including, without limitation, loss or damage resulting, directly or indirectly, from any delays or inaccuracies in the transmission of orders and/or information due to a breakdown in, delay or failure of any transmission, communication or computing facilities.
Should quoting, execution or other errors occur, which may include, but are not limited to, a dealer’s mistype of a quote, a quote or trade that is not representative of fair market prices, an erroneous price quote from a trader, such as but not limited to a wrong big figure quote or an erroneous quote due to failure of hardware, software or communication lines or systems and/or inaccurate data feeds provided by us or third or third-party vendors, we will not be liable for the resulting errors in account balances or trading losses. The foregoing list is not meant to be exhaustive. In the event of quoting or execution error, we reserve the right to make the necessary corrections or adjustments on the account involved. Any dispute arising from such quoting, execution or other errors will be resolved by us in our sole and absolute discretion.
Internet Connectivity delays and price feed errors sometimes create a situation where the prices displayed on the trading platform or liquidity connection do not accurately reflect the market rates. We do not permit the practice of latency arbitrage or taking advantage of these internet delays. Transactions that rely on price latency arbitrage opportunities may be revoked. We reserve the right to make the necessary corrections or adjustments on the account involved in our sole and absolute discretion.
We shall have no obligation to contact you to advise upon appropriate action in light of changes in market conditions or otherwise. The foreign exchange market is highly speculative and volatile. Following execution of any transaction, you are solely responsible for making and maintaining contact with us for the purpose of monitoring the position of ensuring that any further instructions are given on a timely basis. We shall not be responsible for any loss caused directly, indirectly, actually or alleged as a result of any inability or failure by you to do so.
You acknowledge that (i) any market information or third party recommendations communicated to you by or through us or any affiliate, is not based on any assessment of your financial position or investment objectives and does not constitute advice or an offer to sell or the solicitation of an offer to buy any rolling spot foreign exchange contract, (ii) such information or recommendations, although based upon information obtained from sources believed by us to be reliable, may be based solely or partly on a third party’s opinion and that such information may be incomplete and may be unverified, and (iii) we make no representation, warranty or guarantee as to, and shall not be responsible for, the accuracy or completeness of any information or recommendation furnished to you. You acknowledge that we make no representations concerning the tax implications or treatment of transactions entered by you.
You agree to indemnify and hold us, our affiliates, our Service Providers, and any of our or their directors, officers, employees and agents harmless from and against any and all liabilities, losses, damages, costs and expenses, including legal fees and costs, incurred by us in connection with the provision of our services to you provided that any such liabilities, losses, damages, costs and expenses have not arisen for our fraud, gross negligence or willful misconduct.
Edge Markets and its affiliates are not liable for incidental, special, consequential, indirect or punitive damages for any reason (including loss of data or other business or property damage), even if Customer has advised of such a claim. The aggregate liability of Edge Markets and its affiliates shall not exceed the fees that Customer has paid under this Agreement during the thirty
(30) days immediately preceding the date on which Customer first asserts the applicable claim. Customer agrees that the pricing for the Service would be substantially higher but for these limitations.
Edge Markets Limited and its affiliates provide services in respect of a wide range of investment- related activities to many different clients, some of which we or another Edge Markets Limited affiliated entity may have an interest, relationship or arrangement that is material in relation to a transaction effected with or for you (or the investment that is the subject of the transaction) or that could give rise to a conflict of interest.
We shall not be obliged to disclose to you or take into consideration any fact, matter or finding that might involve a breach of duty or confidence to any other person, or that comes to the notice of any of our directors, officers, employees or agents but does not come to the actual notice of the individual or individuals dealing with you.
In the event of a joint account:
This Agreement shall continue in effect until termination, and may be terminated by Client at any time when Client has no open position(s) and no liabilities held by or owed to the Company upon the actual receipt by the Company of written notice of termination via e-mail, or at any time whatsoever by the Company upon the transmittal of written notice of termination to Client; provided, that such termination shall not affect any transactions previously entered into and shall not relieve either party of any obligations set out in this agreement nor shall it relieve Client of any obligations arising out of prior transactions entered into in connection with this Agreement.
The Client acknowledges that neither the Company nor its staff trade on a discretionary basis. If a staff member of the Company approaches the client to trade the client account on a discretionary basis, the clients must reject such an offer and inform the Company immediately.