Agreement
Consent to Conduct Business Electronically and Risk Disclosure
1. Applying Electronically. If you decide to apply
to establish a Trading Account with Solution Key you agree to receive a
Risk Disclosure Statement, Trader Agreement, Trader Account Letter, and
Off Exchange Transaction Disclosure electronically.
2. Electronic Communications. Risk Disclosure
Statement, Trader Agreement, Trader Account Letter, and Off Exchange
Transaction Disclosure, and any notices, instructions, agreements, or
any other communications regarding Transactions and your Account (all of
which are referred to herein as the "Communications") may be presented,
delivered, stored, retrieved, and transmitted electronically.
3. Executing Transactions Electronically. The
Agreement and Transactions will be executed using electronic records and
electronic signatures.
4. Consenting to Do Business Electronically. The
decision whether to do business electronically is yours, and you should
consider whether you have the necessary hardware and software
capabilities. Your consent to do business electronically, and our
agreement to do so, only applies to the establishment and maintenance of
your Account and the execution of Transactions in connection with your
Account.
5. Withdrawal of Consent. You have the right to
withdraw your consent to doing business electronically at any time.
Withdrawal is valid only to the bank account on behalf of the customers
themselves and cannot be sent to the account on behalf of another
person.
6. Changes to Your Contact Information. You should
keep us informed of any change in your electronic or mailing address or
other contact information.
7. Printing. You may print this document by selecting Print from the File menu.
8. Your Ability to Access Communications. When you
select the "I Agree" button below, you acknowledge that you have the
capability to access the Communications.
9. Consent to Electronic Communications. When you
select the "I Agree" button below, you consent to having all
Communications provided or made available to you in electronic form.
10. Consent to Executing Transactions
Electronically. When you select the "I Agree" button below, you consent
to executing the Agreement and Transactions by electronic record and/or
electronic signature.
Risk Disclosure Statement
Risk Disclosure Statement
This brief statement (even though not required for
OTC Trading) does not disclose all of the risks and other significant
aspects of trading in leveraged investments. In light of the risks, you
should undertake such transactions only if you understand the nature of
the contracts (and contractual relationships) into which you are
entering and the extent of your exposure to risk. You should carefully
consider whether trading is appropriate for you in light of your
experience, objectives, financial resources and other circumstances.
1. Effect of ‘Leverage’ or ‘Gearing’
Transactions in OTC accounts carry a high degree of
risk. The amount of initial margin is small relative to the value of
the OTC contract so that transactions are ‘leveraged’ or
‘geared’. A relatively small market movement will have a
proportionately larger impact on the funds you have deposited or will
have to deposit; this may work against you as well as for you. You may
sustain a total loss of initial margin funds and any additional funds
deposited with the firm to maintain your position. If the market moves
against your position or margin levels are increased, you may be called
upon to maintain your position. If the market moves against your
position or margin levels are increased, you may be called upon to pay
substantial additional funds on short notice to maintain your position.
If you fail to comply with a request for additional funds within the
time prescribed, your position may be liquidated at a loss.
2. Risk-reducing orders or strategies
The placing of certain orders (e.g. ‘stop-loss’
order, where permitted under local law, or ‘stop-limit’ orders)
which are intended to limit losses to certain amounts may not be
effective because market conditions may make it impossible to execute
such orders. Strategies using combinations of positions, such as
‘spread’ and ‘straddle’ positions may be as risky as taking
simple ‘long’ or ‘short’ positions.
3. Terms and conditions of contract
You should ask the firm with which you deal about
the terms and conditions of the specific currencies which you are
trading and associated obligations (e.g. the circumstances under which
you may become obligated to make or take delivery of the full currency
value).
4. Suspension or restriction of trading and pricing relationships
Market conditions (e.g. illiquidity) and/or the
operation of the rules of certain markets (e.g. suspension of trading in
any currency because of price limits, government intervention or
"circuit breakers") may increase the risk of loss by making it difficult
or impossible to effect transactions or liquidate/offset positions.
5. Deposited cash and property
You should familiarize yourself with the
protections accorded money or other property you deposit for domestic
and foreign transactions, particularly in the event of a firm insolvency
or bankruptcy. The extent to which you may recover your money or
property may be governed by specific legislation or local rules. In some
jurisdictions, property which had been specifically identifiable as
your own will be pro-rated in the same manner as cash for purposes of
distribution in the event of a shortfall.
6. Commission and other charges
Before you begin to trade, you should obtain a
clear explanation of all commission, fees, markups, markdowns,
rollovers, interest rate differential and other charges for which you
will be liable. These charges will affect your net profit (if any) or
increase your loss.
7. Transactions in other jurisdictions
Transactions on currencies of other countries 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. Before you trade you should inquire about any rules relevant
to your particular transactions. 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. You should ask the firm with which you deal for
details about the types of redress available in both your home
jurisdiction and other relevant jurisdictions before you start to trade.
8. Currency risks
The profit and loss in transactions in foreign
currency-denominated contracts (whether they are traded in your own or
another jurisdiction) will be affected by fluctuations in currency rates
where there is a need to convert from the currency denomination of the
contract to another currency.
9. Trading facilities
OTC business is not traded on a regulated market
and therefore does not require open-outcry. Even though quotations or
prices are afforded by many computer-based component systems, the
quotations and prices may vary due to market liquidity. Many electronic
trading facilities are supported by computer-based component systems for
the order-routing, execution or matching 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 bank
and/or financial institution. Such limits may vary; you should ask the
firm with which you deal for details in this respect. Solution Key
offers trading in CFDs on shares, market indices, and futures; not
trading in the underlying instruments themselves. CFD trading with
Solution Key therefore does not entitle the Trader to dividends,
delivery, or possibly certain other characteristics of buying or selling
the underlying instrument. Furthermore, CFD and Foreign Exchange
trading with Solution Key is not conducted on any futures or stock
exchange and is not subject to the rules of any futures or stock
exchange.
10. Electronic trading
Trading on an electronic trading system may differ
not only from trading in the interbank market but also from trading on
other electronic trading systems. If you undertake transactions on an
electronic trading system, you will be exposed to risks associated with
the system including the failure of hardware and software. The result of
any system failure may be that your order is either not executed
according to your instructions or is not executed at all.
Disclaimers
1. Internet and System failures: Since Solution Key
does not control signal power, its reception or routing via Internet,
configuration of your equipment or reliability of its connection, we
cannot be responsible for communication failures, distortions, delays,
when you trade on-line (via Internet). Furthermore, any losses or
foregone profits in Trader's account are the responsibility of the
Trader and not Solution Key, even if software, hardware, or other system
failures or errors contributed to such losses or foregone profits.
2. Market risks and on-line trading: Trading
currencies involves substantial risk that is not suitable for everyone.
See Trader Agreement for more detailed description of risks. Trading
on-line, no matter how convenient or efficient, does not necessarily
reduce risks associated with currency trading.
3. Password protection: The Trader is obligated to
keep passwords secret and ensure that third parties do not obtain access
to the trading facilities. The Trader will be liable to Solution Key
for trades executed by means of the Trader’s password even if such use
may be wrongful.
4. Quoting errors: Should quoting errors occur due
to a dealer’s mistype of a quote, errors in an automatic price feed,
or an erroneous price quote from a dealer, such as but not limited to a
wrong big figure quote, Solution Key will not be liable for the
resulting errors in account balances. Solution Key reserves the right to
make the necessary corrections or adjustments on the account involved.
Any dispute arising from such quoting errors will be resolved on a basis
of a fair market value of a currency or CFD at the time such an error
occurred.
Account Letter
This is a legal contract between Solution Key
("Solution Key") its successors and assigns, and the party (or parties)
executing this document.
In connection with opening an account to speculate
and/or purchase and/or sell Contracts For Difference (hereinafter
referred to as “CFDsâ€), futures, indices, foreign exchange, and/or
shares through the OTC market (hereinafter referred to as “OTCâ€)
with Solution Key, Customer (hereinafter referred to as Trader)
acknowledges that Trader has been advised and understands the following
factors concerning trading in leveraged OTC, in addition to those
contained in the following Risk Disclosure Statement and the Bankruptcy
Statement which have been provided to Trader.
1. OTC is not traded on a regulated exchange. There
are no guarantees to the credit worthiness of the counter party of your
Currency position. Every attempt has been made to deal with reputable
credit worthy banks/clearing houses. Also, there may be certain cases in
which trading liquidity decreases causing trading in a certain Currency
to cease, thereby preventing the liquidation of an adverse position
which may result in a substantial financial loss.
2. Trading in OTC is suitable only for those
sophisticated institutions or sophisticated participants financially
able to withstand losses which may equal the value of margins or
deposits. OTC accounts are not available through Solution Key to
non-sophisticated participants.
3. The market recommendations of Solution Key are
based solely on the judgment of Solution keys personnel. These market
recommendations may or may not be consistent with the market position or
intentions of Solution Key, its affiliates, and employees. The market
recommendations of Solution Key are based upon information believed to
be reliable, but Solution Key cannot and does not guarantee the accuracy
or completeness thereof or represent that following such
recommendations will eliminate the risk inherent in trading currency.
Any market recommendations of, or information provided by, Solution Key
do not constitute an offer to buy or sell, or the solicitation of an
offer to buy or sell, any OTC transaction.
4. Trader understands that Solution Key does not
permit its Account Executives to either exercise discretion or manage an
OTC account, or hold a power of attorney over an OTC account, unless
approved by an executive officer of Solution Key and only after proper
documentation has been submitted and approved by Solution Key. If
Trader’s account is not being traded with Trader’s authorization,
Trader must notify a Solution Key Compliance Officer immediately.
5. Solution keys margin policies and/or the
policies of those banks/clearing houses through which trades are
executed may require that additional funds be provided to properly
margin Trader’s account and that Trader is obligated to immediately
meet such margin requirements. Failure to meet margin calls may result
in the liquidation of any open positions with a resultant loss. Solution
Key also reserves the right to refuse to accept any order.
6. Trader understands that Trader must carefully
review the reports relating to Trader’s trading provided to Trader by
Solution Key. Pursuant to the Trader Agreement, all reports of execution
will be deemed final within twenty-four (24) hours and all statements
of account will be deemed final within one (1) day , unless the Trader
makes a written objection to these reports within this 24 hour period of
time to an executive officer of Solution Key , at its principal place
of business.
7. The Trader has read and understands the
Trader’s obligations and rights under the following Trader Agreement
and agrees and acknowledges that the following Trader Agreement will
control the Trader’s relationship with Solution Key. The Trader agrees
that Trader is fully responsible for making all final decisions as to
transactions effected for Trader’s account. Trader has considered the
foregoing factors and in view of Trader’s present and anticipated
financial resources, Trader is willing and able to assume the
substantial financial risks of OTC trading.
Trader Agreement
In consideration of Solution Key agreeing to carry
one or more accounts of the undersigned ("Trader") and providing
services to Trader in connection with the purchase and sale of Contracts
For Difference (hereinafter referred to as “CFDsâ€), futures,
indices, foreign exchange, and/or shares through the OTC market
(hereinafter referred to as “OTCâ€), which may be purchased or sold
by or through Solution Key for Trader’s accounts(s), Trader agrees as
follows:
1. AUTHORIZATION TO TRADE. Solution Key is
authorized to purchase and sell OTC for Trader’s account(s) in
accordance with Trader’s oral or written or computer instructions.
2. GOVERNMENTAL, COUNTER PARTY INSTITUTION AND
INTERBANKING SYSTEM RULES. All transactions under this Agreement shall
be subject to the constitution, by-laws, rules, regulations, customs,
usage, rulings and interpretations of the counter party institution or
other interbank market (and its clearing organization, if any) where
executed and to all applicable laws and regulations. If any statute
shall hereafter be enacted or any rule or regulation shall hereafter be
adopted by any governmental authority, or a contract market or clearing
organization which shall be binding upon Solution Key and shall affect
in any manner or be inconsistent with any of the provisions hereof, the
affected provisions of this Agreement shall be deemed modified or
superseded, as the case may be by the applicable provisions of such
statute, rule or regulation, and all other provisions of this Agreement
and provisions so modified shall in all respects continue in full force
and effect. Trader acknowledges that all transactions under this
Agreement are subject to the aforementioned regulatory requirements and
Trader shall not thereby be given any independent legal or contractual
rights with respect to such requirements.
3. MARGINS AND DEPOSIT REQUIREMENTS. Trader shall
provide to and maintain with Solution Key margin in such amounts and in
such forms as Solution Key, in its sole discretion, may require. Such
margin requirements may be greater or less than margins required by a
counter party bank. Solution Key may change margin requirements at any
time. Trader agrees to deposit by immediate wire transfer such
additional margin when and as required by Solution Key and will promptly
meet all margin calls in such mode of transmission as Solution Key in
its sole discretion designates. Solution Key may at any time proceed to
liquidate Trader’s account and any failure by Solution Key to enforce
its rights hereunder shall not be deemed a waiver by Solution Key to
enforce its rights thereafter. Solution Key retains the right to limit
the amount and/or total number of open positions which Trader may
acquire or maintain at Solution Key, and to increase margin requirements
on individual share CFDs in advance of earnings or other news or
events, with or without notice, either before such events or
retroactively. Solution Key will attempt to execute all orders which it
may, in its sole discretion, choose to accept in accordance with the
oral or written or computer instructions of Trader’s. Solution Key
reserves the right to refuse to accept any order. However, Solution Key
shall not be responsible for any loss or damage caused, directly or
indirectly, by any events, actions or omissions beyond the control of
Solution Key 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 or
failure of any transmission or communication facilities.
4. AUTOMATIC ROLLOVER AND VOLUNTARY LIQUIDATION OF
ACCOUNT POSITIONS. Except as otherwise provided herein, or in the
Trading Procedures as in effect from time to time, unless Trader
provides to Solution Key written or oral instructions to liquidate an
open FOREX position in the Account (each, a "Spot FOREX Position") in
accordance with the subsequent provisions of this Section 4, that
position will be automatically rolled-over as an open position in the
Account to the next business day, successively, subject at all times to
the right of Solution Key , in its sole and absolute discretion, to
liquidate said position in accordance with the provisions of this
Agreement, including, without limitation, the provisions of Section 6
hereof. A Spot FOREX Position in the Account may be settled or
liquidated at any time by means of either (i) entering into an
offsetting Spot FOREX Transaction or (ii) making or taking delivery of
the specified quantities of foreign currency. In order to liquidate an
open Spot FOREX Position in the Account by selling or purchasing, as
applicable, an equal and opposite offsetting Spot FOREX Contract,
written instructions must be given to Solution Key by Trader.
Alternatively, in order to liquidate an open Spot FOREX Position in the
Account by means of delivering, or taking delivery, of the underlying
currency, written or oral instructions to this effect must be given to
Solution Key, together with sufficient funds and all documents necessary
to effectuate this mode of settlement.
5. COLLATERAL AND LENDING AGREEMENT. All funds,
securities, currencies, and other property of Trader which Solution Key
or its affiliates may at any time be carrying for Trader (either
individually, jointly with other, or as a guarantor of the account of
any other person,) or which may at any time be in its possession or
control or carried on its books for any purpose, including safekeeping,
are to be held by Solution Key as security and subject to a general lien
and right of set-off for liabilities of Trader to Solution Key whether
or not Solution Key has made advances in connection with such
securities, commodities, currencies or other property, and irrespective
of the number of accounts Trader may have with Solution Key. Solution
Key may in its discretion, at any time and from time to time, without
notice to Trader, apply and/or transfer any or all funds or other
property of Trader between any of Trader’s accounts. Trader hereby
also grants to Solution Key the right to pledge, re-pledge, hypothecate,
invest or loan, either separately or with the property of other
Traders, to itself as broker or to others, any securities or other
property of Trader held by Solution Key as margin or security. Solution
Key shall at no time be required to deliver to Trader the identical
property delivered to or purchased by Solution Key for any account of
Trader. This authorization shall apply to all accounts carried by
Solution Key for Trader and shall remain in full force until all
accounts are fully paid for by Trader or notice of revocation is sent by
Solution Key from its home office.
6. LIQUIDATION OF ACCOUNTS AND PAYMENT OF DEFICIT
BALANCES. In the event of (a) the death or judicial declaration of
incompetence of Trader; (b) the filing of a petition in bankruptcy, or a
petition for the appointment of a receiver, or the institution of any
insolvency or similar proceeding by or against Trader; (c) the filing of
an attachment against any of Trader’s accounts carried by Solution
Key, (d) insufficient margin, or Solution Key’s determination that any
collateral deposited to protect one or more accounts of Trader is
inadequate, regardless of current market quotations, to secure the
account; (e) Trader’s failure to provide Solution Key any information
requested pursuant to this agreement; or (f) any other circumstances or
developments that Solution Key deems appropriate for its protection, and
in Solution Key’s sole discretion, it may take one or more, or any
portion of, the following actions: (1) satisfy any obligation Trader may
have to Solution Key, either directly or by way of guarantee of
ownership, out of any of Trader’s funds or property in its custody or
control; (2) sell any or purchase any or all Currency contracts,
securities held or carried for Trader; and (3) cancel any or all
outstanding orders or contracts, or any other commitments made on behalf
of Trader. Any of the above actions may be taken without demand for
margin or additional margin, without prior notice of sale or purchase or
other notice to Trader, Trader’s personal representatives, heirs,
executors, administrators, trustees, legatees or assigns and regardless
of whether the ownership interest shall be solely Trader’s or held
jointly with others. In liquidation of Trader’s long or short
positions, Solution Key may, in its sole discretion, offset in the same
settlement or it may initiate new long or short positions in order to
establish a spread or straddle which in Solution Key’s sole judgment
may be advisable to protect or reduce existing positions in Trader’s
account. Any sales or purchases hereunder may be made according to
Solution Key’s judgment and at its discretion with any interbank or
other exchange market where such business is then usually transacted or
at a public auction or private sale, and Solution Key may purchase the
whole or any part thereof free from any right of redemption. Trader
shall at all times be liable for the payment of any deficit balance of
Trader upon demand by Solution Key and in all cases, Trader shall be
liable for any deficiency remaining in Trader’s account(s) in the
event of the liquidation thereof in whole or in part by Solution Key or
by Trader. In the event the proceeds realized pursuant to this
authorization are insufficient for the payment of all liabilities of
Trader due to Solution Key, trader shall promptly pay upon demand, the
deficit and all unpaid liabilities, together with interest thereon equal
to three (3) percentage points above the then prevailing prime rate at
Solution Key’s principal bank or the maximum interest rate allowed by
law, whichever is lower, and all costs of collection, including
attorney’s fees, witness fees, travel expenses and the like. In the
event Solution Key incurs expenses other than for the collection of
deficits, with respect to any of the account(s) of Trader, Trader agrees
to pay such expenses.
7. COMMISSIONS AND OTHER ACCOUNT CHARGES. Trader
shall pay all such brokerage, commission, and special service charges
and regulatory fees as Solution Key may from time to time charge to the
Account, and all other charges (including, without limitation,
cross-currency overnight interest debits, mark-ups and mark-downs,
statement charges, idle Account charges, order cancellation charges,
Account transfer charges and other charges) and fees (including, without
limitation, fees imposed by any bank, clearing house, contract market
or regulatory or self-regulatory organization) Solution Key out of
Solution Key's providing of services hereunder. Solution Key may at any
time change its commission schedule, and increase or decrease the
charges and/or fees payable hereunder and there under without notice.
Trader agrees to be liable to Solution Key for interest on any and all
amounts due from Trader to Solution Key hereunder, including, without
limitation, the amount of required margin not timely deposited in the
Account, at an interest rate equal to two (2) percentage points above
the then prevailing prime rate at Solution Key's principal overseas
bank, or the maximum interest rate allowed by applicable law, whichever
is lower. All such charges payable to Solution Key by Trader shall be
paid by Trader as they are incurred, or as Solution Key in its sole and
absolute discretion may determine, and Trader hereby expressly
authorizes Solution Key to withdraw the amount of any such commissions
and other charges directly from the Account. In the event that the
deposits and/or credit balances in the Account are insufficient to cover
such commissions and other charges, the unpaid balance of such charges
shall automatically become a debit balance in the Account, to the extent
of such non-coverage, subject to the same terms relating thereto as are
described in Section 6 hereof.
8. STATEMENT AND CONFIRMATION. Reports of the
confirmation of orders and statements of Account for the Account shall
be deemed correct and shall be conclusive and binding upon Trader if not
objected to by Trader in writing within one (1) calendar days after
transmittal to Trader by email. Margin calls shall be deemed to be
conclusive and binding unless objected to by Trader immediately by
email. Written objections on Trader's part shall be directed to Solution
Key and shall be deemed received only if actually delivered to Solution
Key. Failure of Trader to object timely shall be deemed ratification of
all actions taken by Solution Key or Solution Key's agents.
9. COMMUNICATIONS. Reports, statements, notices and
any other communications may be transmitted such address as Trader may
from time to time designate in writing to Solution Key. All
communications so sent, whether by email, Live Support.
10. Solution Key RESPONSIBILITIES. Solution Key
will not be responsible for delays in the transmission of orders due to a
breakdown or failure of transmission or communication facilities,
electrical power outage or for any other cause beyond Solution Key’s
control or anticipation. Solution Key shall only be liable for its
actions directly attributable to negligence, willful default or fraud on
the part of Solution Key. Solution Key shall not be liable for losses
arising from the default of any agent or any other party used by
Solution Key under this agreement. As OTC is not an exchange traded
market, prices at which Solution Key deals at or quotes may or may not
be similar to prices at which other OTC market makers deal at or quote.
11. CURRENCY FLUCTUATION RISK. If Trader directs
Solution Key to enter into any currency Forex transaction: (a) any
profit or loss arising as a result of a fluctuation in the exchange rate
affecting such currency will be entirely for Trader’s account and
risk; (b) all initial and subsequent deposits for margin purposes shall
be made in U.S. dollars, in such amounts as Solution Key may in its sole
discretion require; and (c) Solution Key is authorized to convert funds
in Trader’s account for margin into and from such foreign currency at
a rate of exchange determined by Solution Key in its sole discretion on
the basis of the then prevailing money market rates.
12. RISK ACKNOWLEDGMENT. Trader acknowledges that
investment in leveraged and non-leveraged transactions is speculative,
involves a high degree of risk, and is appropriate only for persons who
can assume risk of loss of their entire margin deposit. Trader
understands that because of the low margin normally required in OTC
trading, price changes in OTC may result in significant losses. Trader
warrants that Trader is willing and able, financially and otherwise, to
assume the risk of OTC trading, and in consideration of Solution Key’s
carrying his/her account(s), Trader agrees not to hold Solution Key
responsible for losses incurred through following its trading
recommendations or suggestions or those of its employees, agents or
representatives. Trader recognizes that guarantees of profit or freedom
from loss are impossible of performance in OTC trading. Trader
acknowledges that Trader has received no such guarantees from Solution
Key or from any of its representatives or any introducing agent or other
entity with whom Trader is conducting his/her Solution Key account and
has not entered into this agreement in consideration of or in reliance
upon any such guarantees or similar representations.
13. TRADING RECOMMENDATIONS. (a) Trader
acknowledges that (i) any market recommendations and information
communicated to Trader by Solution Key or by any person within the
company, does not constitute an offer to sell or the solicitation of an
offer to buy any OTC contract, (ii) such recommendation and information,
although based upon information obtained from sources believed by
Solution Key to be reliable, may be based solely on a broker’s opinion
and that such information may be incomplete and may be unverified, and
(iii) Solution Key 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 Trader. Trader
acknowledges that Solution Key and/or its officers, directors,
affiliates, associates, stockholders or representatives may have a
position in or may intend to buy or sell currencies, which are the
subject of market recommendations furnished to Trader, and that the
market position of Solution Key or any such officer, director,
affiliate, associate, stockholder or representative may not be
consistent with the recommendations furnished to Trader by Solution Key.
Trader acknowledges that Solution Key makes no representations
concerning the tax implications or treatment of contracts; and, (b)
Trader further acknowledges that should Trader grant trading authority
or control over Trader’s account to a third party ("Trading Agent"),
whether on a discretionary or non-discretionary basis, Solution Key
shall in no way be responsible for reviewing Trader’s choice of such
Trading Agent nor making any recommendations with respect thereto.
Trader understands that Solution Key makes neither warranties nor
representations concerning the Trading Agent, that Solution Key shall
not be responsible for any loss to Trader occasioned by the actions of
the Trading Agent and that Solution Key does not, by implication or
otherwise, endorse or approve of the operating methods of the Trading
Agent. If Trader gives Trading Agent authority to exercise any of its
rights over Trader’s account(s), Trader understands that Trader does
so at Trader’s own risk.
14. TRADER REPRESENTATIONS AND WARRANTIES. Trader
represents and warrants that: (a) Trader is of sound mind, legal age and
legal competence; and, (b) No person other than Trader has or will have
an interest in Trader’s account(s); and, (c) Trader hereby warrants
that regardless of any subsequent determination to the contrary, Trader
is suitable to trade OTC and is a sophisticated institution and/or
institutional participant; and, (d) Trader is not now an employee of any
exchange, any corporation in which any exchange owns a majority of the
capital stock, any member of any exchange and/or firm registered on any
exchange, or any bank, trust, or insurance company, and in the event
that Trader becomes so employed, Trader will promptly notify Solution
Key at its home office in writing of such employment; and, (e) All the
information provided in the information portion of this booklet is true,
correct and complete as of the date hereof and Trader will notify
Solution Key promptly of any changes in such information.
15. DISCLOSURE OF FINANCIAL INFORMATION. The Trader
represents and warrants that the financial information disclosed to
Solution Key in this document is an accurate representation of the
Trader’s current financial condition. The Trader represents and
warrants that the Trader has very carefully considered the portion of
the Trader’s assets which the Trader considers to be Risk Capital. The
Trader recognizes that Risk Capital is the amount of money the Trader
is willing to put at risk and if lost would not, in any way, change the
Trader’s lifestyle. The Trader agrees to immediately inform Solution
Key if the Trader’s financial condition changes in such a way to
reduce the Trader’s Net Worth, Liquid Assets and/or Risk Capital.
16. NO GUARANTEES. Trader acknowledges that Trader
has no separate agreement with Trader’s broker or any Solution Key
employee or agent regarding the trading in Trader’s Solution Key
account, including any agreement to guarantee profits or limit losses in
Trader’s account. Trader understands that Trader must authorize every
transaction prior to its execution unless Trader has delegated
discretion to another party by signing Solution Key’s limited trading
authorization, and any disputed transactions must be brought to the
attention of Solution Key’s Compliance Officer pursuant to the notice
requirements of this Trader Agreement. Trader agrees to indemnify and
hold Solution Key harmless form all damages or liability resulting from
Trader’s failure to immediately notify Solution Key’s Compliance
Officer of any of the occurrences referred to herein. All notices
required under this section shall be sent to Solution Key at its home
office.
17. NO WAIVER OR AMENDMENT. No provision of this
Agreement may be waived or amended unless the waiver or amendment is in
writing and signed by both Trader and an authorized officer of Solution
Key. No waiver or amendment of this Agreement may be implied from any
course of dealing between the parties or from any failure by Solution
Key or its agents to assert its rights under this Agreement on any
occasion or series of occasions. No oral agreements or instructions to
the contrary shall be recognized or enforceable. This instrument and the
attachments hereto embody the entire agreement of the parties,
superseding any and all prior written and oral agreements and there are
no other terms, conditions or obligations other than those contained
herein.
18. GOVERNING LAW AND JURISDICTION. This Agreement,
and the rights and obligations hereunder of the parties hereto, shall
in all respects be governed by, and construed and enforced in all
respects by the international laws governing such matters.
19. BINDING EFFECT. This Agreement shall be
continuous and shall cover, individually and collectively, all accounts
of Trader at any time opened or reopened with Solution Key irrespective
of any change or changes at any time in the personnel of Solution Key or
its successors, assigns, or affiliates. This Agreement including all
authorizations, shall inure to the benefit of Solution Key and its
successors and assigns, whether by merger, consolidation or otherwise,
and shall be binding upon Trader and/or the estate, executor, trustees,
administrators, legal representatives, successors and assigns of Trader.
Trader hereby ratifies all transactions with Solution Key affected
prior to the date of this Agreement, and agrees that the rights and
obligations of Trader in respect thereto shall be governed by the terms
of this Agreement.
20. TERMINATION. This Agreement shall continue in
effect until termination, and may be terminated by Trader at any time
when Trader has no open Currency position(s) and no liabilities held by
or owed to Solution Key upon the actual receipt by Solution Key at its
home office of written notice of termination, or at any time whatsoever
by Solution Key upon the transmittal of written notice of termination to
Trader; 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 Trader
of any obligations arising out of any deficit balance.
21. INDEMNIFICATION. Trader agrees to indemnify and
hold Solution Key, its affiliates, employees, agents, successors and
assigns harmless from and against any and all liabilities, losses,
damages, costs and expenses, including attorney’s fees, incurred by
Solution Key arising out of Trader’s failure to fully and timely
perform Trader’s agreements herein or should any of the
representations and warranties fail to be true and correct. Trader also
agrees to pay promptly to Solution Key all damages, costs and expenses,
including attorney’s fees, incurred by Solution Key in the enforcement
of any of the provisions of this Agreement and any other agreements
between Solution Key and Trader.
22. TERMS AND HEADINGS. The term "Solution Key"
shall be deemed to include Solution Key, its divisions, its successors
and assigns; the term "Trader" shall mean the party (or parties)
executing the Agreement; and the term "Agreement" shall include all
other agreements and authorizations executed by Trader in connection
with the maintenance of Trader’s account with Solution Key regardless
of when executed. The paragraph headings in this Agreement are inserted
for convenience of reference only and are not deemed to limit the
applicability or affect the meaning of any of its provisions.
23. RECORDINGS. Trader agrees and acknowledges that
all conversations regarding Trader’s account(s) between Trader and
Solution Key personnel may be electronically recorded with or without
the use of an automatic tone warning device. Trader further agrees to
the use of such recordings and transcripts thereof as evidence by either
party in connection with any dispute or proceeding that may arise
involving Trader or Solution Key. Trader understands that Solution Key
destroys such recordings at regular intervals in accordance with
Solution Key’s established business procedures and Trader hereby
consents to such destruction.
24. INTEREST/PREMIUM. Interest on open positions is paid on a daily basis, regardless of position direction.
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