CUSTOMER ACCOUNT LETTER OF AGREEMENT
THIS CUSTOMER ACCOUNT LETTER OF AGREEMENT AND THE CUSTOMER AGREEMENT ANNEXED BELOW ARE LEGAL BINDING CONTRACTS – PLEASE READ IT CAREFULLY PRIOR TO ANY TRADING ACTIVITY.
IN CASE THERE IS ANYTHING YOU DO NOT UNDERSTAND IT IS RECOMMENDED THAT YOU SEEK SPECIALIST INDEPENDENT FINANCIAL AND/OR LEGAL ADVICE.
YOUR EXECUTION OF THE THIS AGREEMENT WILL BE TREATED AS YOUR INFORMED ACKNOWLEDGMENT THAT YOU HAVE CAREFULLY READ AND ARE PREPARED TO ACCEPT THE RISKS OUTLINED IN THIS AGREEMENT AND IN ANY OTHER DISCLOSURES, DISCLAIMERS AND/OR INFORMATION PROVIDED TO YOU IN CONNECTION WITH WHICH.
(1) PLEASE BE ADVISED THAT
LIDERFOREX (INCLUDING AFFILATED AND/OR RELATED COMPANIES) IS A MARKETING ENTITY FOR TRADING PLATFORM SERVICES DESIGNATED FOR TURKISH TRADERS.
(2) THE PROVIDER OF THE TRADING PLATFORM, OF YOUR TRADING ACCOUNT AND OF ALL THE TRADING SERVICES WHICH MAY BE AVAILABLE VIA THIS SITE IS LEADER CAPITAL LTD, WHICH IS A THIRD PARTY WHICH IS NOT RELATED TO LIDERFOREX, AND YOU SHALL HEREBY BY ENGAGING DIRECTLY AND SOLELY WITH LEADER CAPITAL LTD BY USING OR ACCESSING THIS SITE AND/OR ANY SITE SERVICE RELATED THERETO, YOU HEREBY AGREE THAT LIDERFOREX IS NOT PARTY TO ANY AGREEMENT OR REPERSENATION WITH OR TO YOU, WITH RESPECT TO THE TRADING PLATFORM, TRADING SERCIVES OR YOUR TRADING ACCOUNT AND THAT LIDERFOREX SHALL HAVE NO LIABLITY TO YOU OR TO ANY THIRD PARTY.
(3) In connection with opening an account with Leader Capital to speculate and/or purchase and/or sell foreign exchange in the international Over-the-Counter Foreign Currency markets (“OTC”), and the receipt of such other services and products as Leader Capital Ltd may, determine to offer from time to time in the future, you (the “Customer”) acknowledge that you have been advised and understands the following factors concerning trading in OTC, in addition to any risks disclosed under any disclaimers, and/or risk disclosure statement which has been provided to you :
a. OTC is not traded on a regulated exchange. There are no guarantees to the credit worthiness of the counter party of your currency position. Also, there may be certain cases in which trading liquidity decreases, causing trading in a certain currency(ies) to cease, thereby preventing the liquidation of an adverse position which may result in a substantial financial loss.
b. Trading in OTCE involves significant risks and that:
(i) Customer can lose more than your its initial margin and in certain circumstances Customer losses may be unlimited; and
(ii) if the market moves against Customer position or margin rates are increased there may be insufficient money in Customer’s account to satisfy margin requirements and Leader Capital Ltd may automatically liquidate any or all of your positions at a loss.
Leader Capital Ltd’s 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 Customer’s account and Customer 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. Leader Capital Ltd reserves the right to refuse to accept any order.
c. OTC accounts are not available through Leader Capital Ltd to non-sophisticated participants. 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.
d. The market recommendations of Leader Capital Ltd are based solely on the judgment of Leader Capital Ltd. Such market recommendations may or may not be consistent with the market position or intentions of Leader Capital Ltd, its affiliates, officers and/or personnel. Customer understands and hereby agrees that Customer is capable of, and solely responsible for, assessing the merits and risks of any trade it may enter into with Leader Capital Ltd.
e. Leader Capital Ltd deals with Customer on an execution-only basis and will not make personal recommendations or advise on the merits or suitability of purchasing, selling or otherwise dealing in particular investments or executing particular transactions, their legal, tax, accounting or other consequences or the composition of any account or any other rights or obligations attaching to such investments or transactions.
f. Customer should bear in mind that merely explaining the terms of a transaction or financial instrument or its performance characteristics does not itself amount to advice on the merits of the investment. If Customer considers that Customer have been provided with investment advice, Customer acknowledges that it is given without authority and Customer should not rely on it. The market information provided by Leader Capital Ltd is based upon information believed to be reliable, but Leader Capital Ltd cannot and does not guarantee the accuracy or completeness thereof or represent that following such information will eliminate the risk inherent in trading currency. Any market recommendations of, or information provided by, Leader Capital Ltd do not constitute an offer to buy or sell, or the solicitation of an offer to buy or sell, any OTC transaction.
g. Customer understands that Leader Capital Ltd does not permit its Customer representatives to either exercise discretion or manage an OTC account. If Customer’s account is not being traded with Customer’s authorization, Customer must notify Leader Capital Ltd immediately.
h. Customer understands that all accounts that it has with Leader Capital Ltd are non segregated and that Leader Capital Ltd will treat these accounts as such.
i. Customer understands that it must carefully review the reports relating to Customer’s trading posted online by Leader Capital Ltd. As per the Customer Agreement, any and all report(s) in the absence of an objection (as per the requirements below), be conclusive and binding on Customer, unless Leader Capital Ltd receive any objection from Customer in writing within two business days of the date of the relevant report or we notify Customer of an error in the confirmation within the same period. Objections may be made initially by email or by telephone, but must be confirmed thereafter in writing.
j. Customer understands that Leader Capital Ltd may establish rules and provisions for clients accounts, including and not limited to minimum account size, investment time period, commissions and fees, leverage size per instrument, mark ups, rules relating to stop losses and limits, rules relating to rollovers, rules relating to margin calls, or any other financial arrangement, and that such rules and provisions may be changed by Leader Capital Ltd from time to time.
k. The Customer has read and understands the Customer’s obligations and rights under this Customer Account Letter of Agreement and the following Customer Agreement and agrees and acknowledges that this Customer Account Letter and the following Customer Agreement will control the Customer’s relationship with Leader Capital Ltd. The Customer agrees that Customer is fully responsible for making all final decisions as to transactions effected for Customer’s account. Customer has considered the foregoing factors and in view of Customer’s present and anticipated financial resources, Customer is willing and able to assume the substantial financial risks of OTC trading.
IF YOU DO NOT AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT, DO NOT USE OR ACCESS OUR SERVICES, AND INFORM US IN WRITING IMMEDIATELY. IT IS YOUR RESPONSIBILITY TO FIND OUT ALL NECESSARY INFORMATION ABOUT CURRENCY TRADING AND LEADER CAPITAL LTD TERMS AND CONDITIONS AND MAKE SURE THAT ALL RISKS AND ARRANGEMENTS ARE DISCUSSED AND CLEARLY UNDERSTOOD PRIOR TO ANY TRADING ACTIVITY.
This CUSTOMER AGREEMENT (including all other agreements and authorizations executed by Customer in connection with the maintenance of Customer’s account with Leader Capital Ltd regardless of when executed) (“Agreement”) sets forth the terms and conditions governing the undersigned (“Customer” or “You”) one or more accounts at Leader Capital Ltd and/or any of its subsidiaries, successors and assigns (“Leader Capital Ltd”), and all transactions in such account(s), and any and all services to be provided to Customer in connection with the purchase and sale of currency in Over-the-Counter Foreign Currency markets (hereinafter referred to as “OTC”), and the receipt of such other services and products as Leader Capital Ltd may, in its sole discretion, determine to offer from time to time in the future and which may be purchased or sold by or through Leader Capital Ltd for Customer’s accounts(s).
THE CUSTOMER HEREBY AGREES AS FOLLOWS:
1. AUTHORITY TO TRADE FOR CUSTOMER ACCOUNT(S)
Leader Capital Ltd is authorized to purchase and sell OTC for Customer’s account(s) in accordance with Customer’s oral or written or electronic (including via computer) instructions, subject to the terms of this Agreement and all annexes hereto.
If Customer’s account is titled as a joint account, Leader Capital Ltd is authorized to act on the instructions of any one owner, without further inquiry, with regard to trading in the account and the disposition of any and all assets in the account. Leader Capital Ltd shall have no responsibility for further inquiry into such apparent authority and no liability for the consequences of any actions taken or failed to be taken by Leader Capital Ltd in reliance on any such instructions or on the apparent authority of any such persons.
Passwords to Customer account(s) shall be for Customer’s personal use only and Customer shall keep it secret and not disclose to any third party nor allow any third party to use or otherwise gain access to the account or system in its name, account, and/or password. Customer is responsible for all information and/or instructions submitted through its access to the systems and in the event there is an erroneous entry of information for whatever reason Customer will be held responsible for all resultant financial obligations or liabilities.
Customer agrees to be conclusively responsible for any electronic, oral and written instruction (including, but limited to, any order) to Leader Capital Ltd from persons Leader Capital Ltd, in its sole judgment, believes are apparently authorized by Customer.
2. APPLICABLE REGULATION AND INTERBANKING SYSTEM RULES
This Customer Agreement and all transactions hereunder are 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 applicable laws, rules and regulations (hereinafter “Applicable Regulation”) so that: (i) if there is any conflict between this Customer Agreement and any Applicable Regulations, the latter will prevail; and (ii) Leader Capital Ltd may take or omit to take any action we consider necessary to ensure compliance with any Applicable Regulations and whatever Leader Capital Ltd do or fail to do in order to comply with them will be binding on you. Customer acknowledges that all transactions under this Agreement are subject to the aforementioned Applicable Regulation and Customer shall not thereby be given any independent legal or contractual rights with respect to such requirements.
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 Leader Capital Ltd 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.
3. MARGINS AND DEPOSIT REQUIREMENTS
Customer shall provide to and maintain with Leader Capital Ltd margin in such amounts and in such forms as Leader Capital Ltd, in its sole discretion, may require. Client must maintain the such margin requirement at all times.
Margin requirements are subject to change at any time in Leader Capital Ltd's sole discretion and without prior notice.
Margin (including additional margin when and as required) must be provided by or on behalf of Customer in cash or other collateral acceptable to Leader Capital Ltd (as determined by Leader Capital Ltd in its sole and absolute discretion), by immediate wire transfer, or other payment method acceptable to Leader Capital Ltd, Client will promptly meet all margin calls in such mode of transmission as Leader Capital Ltd in its sole discretion designates.
Such margin requirements may be greater or less than margins required by a counter party bank. Leader Capital Ltd may change margin requirements at any time. Leader Capital Ltd may at any time proceed to liquidate Customer’s account and any failure by Leader Capital Ltd to enforce its rights hereunder shall not be deemed a waiver by Leader Capital Ltd to enforce its rights thereafter.
Leader Capital Ltd retains the right to limit the amount and/or total number of open positions which Customer may acquire or maintain at Leader Capital Ltd, and to increase margin requirements in advance of earnings or other news or events, with or without notice, either before such events or retroactively or at any other time that it deems at its sole discretion.
Leader Capital Ltd 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 Customer’s, however Leader Capital Ltd reserves the right to refuse to accept any order. To avoid any doubt, Leader Capital Ltd shall not be responsible for any loss or damage caused, directly or indirectly, by any events, actions or omissions beyond the control of Leader Capital Ltd 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.
In the event that Customer directs Leader Capital Ltd to sell any margin, collateral, contract or other property and Leader Capital Ltd is unable to deliver such margin, collateral, contract or other property to a purchaser because Customer fails to deliver it to Leader Capital Ltd, Leader Capital Ltd may borrow or purchase any margin, collateral, contract or property necessary to make such delivery, and Customer hereby agrees to guarantee and hold Leader Capital Ltd harmless against any liability, claim, loss, damage, cost or expense, including attorneys’ fees that Leader Capital Ltd may sustain.
4. DELIVERY, ROLLOVERS
With respect to purchases or sales of Currencies through an OTC account, Customer shall instruct Leader Capital Ltd whether to deliver, offset or rollover the Currency position. Leader Capital Ltd, at its sole discretion, is authorized to deliver, offset or rollover, at Customer’s risk. any or all of the currency positions in the OTC account(s) for Customer’s account(s) . Upon the rollover or offset of a Currency position, such Customer’s account(s) shall be charged with commissions and /or interest.
5. CHARGES AND PAYMENTS
Customer shall pay any and all fees arising out of Leader Capital Ltd providing services hereunder, including but not limited to brokerage fees, commissions interest payments and special service, all in accordance with the Leader Capital Ltd fee schedule then in effect (as it may be changed by Leader Capital Ltd, from time to time without notice). Without derogating from the generality of the foregoing, fees may include fees and charges such as: account transfer charges, telephone order charges or fees imposed by any interbank agency, order cancellation charges, statement charges, contract, market, bank, or other similar entities, all arising out of or in connection with Leader Capital Ltd's provision of services hereunder. Customer may incur additional fees for the purchase of optional, value added services we offer.
6. LIQUIDATION OF ACCOUNTS AND PAYMENT OF DEFICIT BALANCES
In the event of (a) the death or judicial declaration of incompetence of Customer; (b) insufficient margin, or Leader Capital Ltd's determination that any collateral deposited to protect one or more accounts of Customer is inadequate, regardless of current market quotations, to secure the account; (c) the filing of an attachment against any of Customer’s accounts carried by Leader Capital Ltd, (d) 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 Customer; (e) Customer’s failure to provide Leader Capital Ltd with any information requested pursuant to this agreement; or (f) any other circumstances or developments that Leader Capital Ltd deems appropriate for its protection, then Leader Capital Ltd's sole discretion, may take any or all of, the following actions:
(i) satisfy any obligation Customer may have to Leader Capital Ltd, either directly or by way of guaranty, out of any of Customer’s funds or property in Leader Capital Ltd's custody or control;
(ii) sell any or purchase any or all Currency contracts, securities held or carried for Customer; and/or
(iii) cancel any or all outstanding orders or contracts, or any other commitments made on behalf of Customer.
Any of the above actions may be taken without prior notice or demand to Customer and/or to , Customer’s representatives, executors, administrators, trustees, or assigns and regardless of whether the ownership interest shall be solely Customer’s or held jointly with others. Any sales or purchases, and liquidation of short or long positions, hereunder may be made according to Leader Capital Ltd’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 Leader Capital Ltd may purchase the whole or any part thereof free from any right of redemption. In liquidation of Customer’s long or short positions, Leader Capital Ltd may, in its sole discretion, offset in the same settlement or it may initiate new long or short positions in order to establish a hedge which in Leader Capital Ltd’s sole judgment may be advisable to protect or reduce existing positions in Customer’s account. Customer shall promptly pay upon demand, in the event the proceeds realized pursuant to this authorization are insufficient for the payment of all liabilities of Customer due to Leader Capital Ltd, the deficit and all unpaid liabilities, together with interest thereon equal to 3 (three) percentage points above the then prevailing prime rate at Leader Capital Ltd’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 any other costs and expenses that Leader Capital Ltd incur in connection with the collection of deficits, with respect to any of the account(s) of Customer.
7. COLLATERAL AND LENDING AGREEMENT
Leader Capital Ltd may in its discretion, at any time and from time to time, without notice to Customer, apply and/or transfer any or all funds or other property of Customer between any of Customer’s accounts.
Any and all of Customer’s property (including but not limited to funds, securities, and/or currencies) which Leader Capital Ltd (including any of its affiliates) may be carrying for Customer (either individually, jointly with other, or as a guarantor of the account of any other person) at any time, or which may at any time be in its possession or control or carried on its books for any purpose shall be held by Leader Capital Ltd as security and subject to a general lien and right of set-off for liabilities of Customer to Leader Capital Ltd.
Leader Capital Ltd is hereby: (i) authorized to pledge, re-pledge, hypothecate, invest or loan, either separately or with the property of other customers, to itself as broker or to others, any of the property of Customer held by Leader Capital Ltd as margin or security; and (ii) irrevocably appointed as attorney in-fact for Customer and is authorized, without notice to Customer, to execute and deliver any documents, give any notice and to take any actions on behalf of Customer, including the execution, delivery and filing of financing statements, that Leader Capital Ltd deems necessary or desirable to evidence or to protect Leader Capital Ltd’s interest with respect to any collateral.
The above shall apply to all accounts carried by Leader Capital Ltd for Customer and shall remain in full force until all accounts are fully paid for by Customer or notice of revocation is sent by Leader Capital Ltd. Any failure by Leader Capital Ltd to enforce its rights hereunder shall not be deemed a future waiver of such rights by Leader Capital Ltd. In the event that the collateral deemed acceptable to Leader Capital Ltd is at any time insufficient to satisfy Customer’s indebtedness or other obligations to Leader Capital Ltd, including obligations to provide margin in accordance with section 3 above, Customer shall promptly pay upon demand the entire amount of such deficit.
Leader Capital Ltd shall at no time be required to deliver to Customer the identical property delivered to or purchased by Leader Capital Ltd for any account of Customer.
Any and all notices, statements, reports, and/or any other communications by Leader Capital Ltd and Customer, will be posted online and may be transmitted to such address as Customer have designate (in writing) to Leader Capital Ltd.
9. STATEMENTS, REPORTS AND CONFIRMATION
Statements of accounts for Customer and/or Reports confirmation of orders and posted online by Leader Capital Ltd shall be deemed correct, conclusive and binding upon if not objected by Customer within two business days of their respective online posting.
CUSTOMER HEREBY CONSENTS TO RECEIVE ACCOUNT STATEMENTS AND TRADE CONFIRMATIONS ONLINE. LEADER CAPITAL LTD WILL PROVIDE CUSTOMER WITH PASSWORD-PROTECTED ACCESS TO ONLINE REPORTS. CUSTOMER WILL BE ABLE TO GENERATE DAILY, MONTHLY AND ANNUAL ACCOUNT STATEMENTS DETAILING TRANSACTION ACTIVITY, PROFIT AND LOSS STATEMENTS, OPEN POSITIONS, MARGIN BALANCES, ACCOUNT CREDITS AND DEBITS, ETC. HARD COPIES OF MONTHLY CUSTOMER STATEMENTS ARE AVAILABLE UPON REQUEST ONLY AND MAY INCUR AN ADDITIONAL CHARGE. STATEMENTS ARE DEEMED RECEIVED WHEN MADE AVAILABLE TO CUSTOMER BY LEADER CAPITAL LTD, REGARDLESS OF WHETHER CUSTOMER ACTUALLY ACCESSED THE STATEMENT. CUSTOMER IS RESPONSIBLE FOR ALERTING LEADER CAPITAL LTD TO ANY CHANGE IN THEIR E-MAIL ADDRESS.
10. ACCOUNT PROCEDURES - IDENTIFICATION
Customer acknowledges that applicable laws require financial institutions to obtain, verify, and record information identifying each person who opens an account and, accordingly, Customer has provided Leader Capital Ltd with certain identifying information and documents. Customer confirms that Customer has provided true, accurate, current and complete information during the registration process, and that Customer has not impersonated any person or entity, or misrepresented any affiliation with another person, entity or association, used false headers or otherwise concealed Customer's identity from Leader Capital Ltd for any purpose.
11. LIMITATION OF LEADER CAPITAL LTD RESPONSIBILITIES; LIMITATION OF WARRANTY AND LIABILITY
Leader Capital Ltd does not warrant that Leader Capital Ltd's trading platform or any services provided will be available without interruption or will be error free. Leader Capital Ltd 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 Leader Capital Ltd’s control or anticipation. The trading platform and any and all services, and/or information and/or actions which may provided under and/or in connection with this Customer Agreement are being provided "AS IS" without any representation or warranty of any kind whatsoever except as otherwise set forth herein.
In addition, orders must be placed allowing sufficient time to execute and to calculate necessary margin requirements. Customer acknowledges that at certain times it can be difficult or impossible to execute orders.
Any and All transactions and orders under this Agreement shall be carried out on behalf of Client and at Client’s sole responsibility, risk and expense. Leader Capital Ltd shall not be held responsible for any loss, damage or debt to the Client arising directly or indirectly out of or in connection with this Agreement or any Transactions made pursuant thereto.
Client declares that had all necessary information about currency trading and Leader Capital Ltd terms and conditions and made sure that it clearly understood all risks and arrangements contemplated by this Agreement, before signing this agreement and engaging in any trading activity.
By performing each and every Transaction pursuant to this Agreement, Client shall be deemed as having reread and resigned this Agreement including without limitation all annexes.
Client acknowledges and agrees that any oral information given to Client in connection with the accounts or otherwise in connection with the services hereunder, if given, may be unverified and incomplete and that any reliance on such information is at Client’s sole risk and responsibility.
Leader Capital Ltd makes no warranty, express or implied, that any pricing or other information provided by it (and/or any of its related parties), through the systems or by telephone or otherwise is correct or reflects current market conditions.
If a quoting error (known to Client or of which Client should reasonably know) occur due to a mistake by Leader Capital Ltd , Leader Capital Ltd will not be liable for the resulting errors in account balances. Leader Capital Ltd reserves the right to make necessary corrections or adjustments to the records of the account involved in any such error.
Internet, connectivity delays, and price feed errors sometimes create a situation where the prices displayed do not accurately reflect market rates. The concept of arbitrage and "scalping", or taking advantage of these Internet delays, cannot exist in an OTC market where the client is buying or selling directly from the market maker. Leader Capital Ltd does not permit the practice of arbitrage on Leader Capital Ltd's platform.
Leader Capital Ltd shall not be liable for losses arising from the default of any agent or any other party used by Leader Capital Ltd under this agreement. Leader Capital Ltd will not be liable for any losses or damages suffered or incurred by Customer relating to or as a result of Customer's use of Leader Capital Ltd's trading platform or services.
UNDER NO CIRCUMSTANCES SHALL LEADER CAPITAL LTD BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES THAT RESULT FROM THE USE OF, OR INABILITY TO USE, LEADER CAPITAL LTD'S TRADING PLATFORM OR PROVISIONS OR THE LACK AND/OR UNAVAILABILITY OF ANY AND ALL SERVICES INCLUDING BUT NOT LIMITED TO LOST PROFITS, LOSS OF BUSINESS, TRADING LOSS, LOSS OF DATA OR USE OF DATA, ANY UNAUTHORIZED ACCESS TO, ALTERATION, THEFT OR DESTRUCTION OF CUSTOMER'S COMPUTERS, COMPUTER SYSTEMS, DATA FILES, PROGRAMS OR INFORMATION, OR COSTS OF PROCUREMENT OF SUBSTITUE GOODS OR SERVICES, OR FOR ANY DIRECT OR INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY AND WHETHER OR NOT LEADER CAPITAL LTD HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.
Customer agrees that the terms in this Section 10 represent a reasonable allocation of risk, that this section is an essential element of this Agreement and that in its absence; the economic terms of this Agreement would be substantially different. This limitation applies whether the alleged liability is based on contract, tort, negligence, strict liability, or any other basis, even if Leader Capital Ltd has been advised of the possibility of such damage. Leader Capital Ltd has no liability or duty of indemnification related to unusable data, lost or corrupt Customer transactions or data, by whatever means, in whatever form. This limitation of liability additionally eliminates any duty or liability on the part of Leader Capital Ltd related to unusable date, lost or corrupt Customer transactions or data, resulting in part or in whole from third-party software or networking goods or services or from internet related problems or from actions or events outside of Leader Capital Ltd's control. Leader Capital Ltd disclaims any and all liability resulting from or related to any breach of Internet security or disruption, distortions or delays of Customer's connections to the internet, due to any reason. Leader Capital Ltd strictly forbids any form of manipulation of its prices, execution, and platform. Leader Capital Ltd reserves the right to investigate and review any account Leader Capital Ltd suspects of manipulation and withhold funds suspected of being derived from such activity. The foregoing list is not meant to be exhaustive and in the event of a quoting or execution error, arbitrage strategy or manipulation, Leader Capital Ltd reserves the right to make the necessary corrections or adjustments on the account involved. Any dispute arising from such quoting or execution errors or prohibited activities will be resolved by Leader Capital Ltd in its sole and absolute discretion.
In addition to any limitations of liability specified elsewhere in this Agreement, Leader Capital Ltd shall not be held liable and is released from all claims and losses incurred in such regard if the claim or loss was caused or contributed to by (i) the actions or omission to act on the part of Customer, (ii) forged or unauthorized signatures on any document or communication in connection with Customer's account or this Agreement, (c) system malfunction, equipment failure (whether Customer's equipment or Leader Capital Ltd's equipment), system interruption or system unavailability, (d) delays, failure or errors in implementing any instruction, or (e) inaccurate or incomplete instructions received by Leader Capital Ltd from Customer.
12. RISK ACKNOWLEDGMENT
Customer acknowledges that investment in leveraged and non-leveraged transactions are speculative, involves a high degree of risk, and is appropriate only for persons who can assume risk of loss of their entire margin deposit. Customer acknowledges that Customer has received no such guarantees from Leader Capital Ltd or from any of its representatives or any introducing agent or other entity with whom Customer is conducting his/her Leader Capital Ltd account and has not entered into this agreement in consideration of or in reliance upon any such guarantees or similar representations. Customer warrants that Customer is willing and able, financially and otherwise, to assume the risk of OTC trading, and in consideration of Leader Capital Ltd’s carrying his/her account(s), Customer agrees not to hold Leader Capital Ltd responsible for losses incurred through following its trading recommendations or suggestions or those of its employees, agents or representatives. Customer understands that because of the low margin normally required in OTC trading, price changes in OTC may result in significant losses. Customer recognizes that guarantees of profit or freedom from loss are impossible in OTC trading.
Customer acknowledges that Leader Capital Ltd makes no representations concerning the tax implications or treatment of contracts; and, (b) Customer further acknowledges that should Customer grant trading authority or control over Customer’s account to a third party ("Trading Agent"), whether on a discretionary or non-discretionary basis, Leader Capital Ltd shall in no way be responsible for reviewing Customer’s choice of such Trading Agent nor making any recommendations with respect thereto. Customer understands that Leader Capital Ltd makes no warranties nor representations concerning the Trading Agent, that Leader Capital Ltd shall not be responsible for any loss to Customer occasioned by the actions of the Trading Agent and that Leader Capital Ltd does not, by implication or otherwise, endorse or approve of the operating methods of the Trading Agent. If Customer gives Trading Agent authority to exercise any of its rights over Customer’s account(s), Customer understands that Customer does so at Customer’s own risk
13. TRADING RECOMMENDATIONS
Leader Capital Ltd deals with Customer on an execution-only basis and does not make personal recommendations or advise on the merits or suitability of purchasing, selling or otherwise dealing in particular investments or executing particular transactions, their legal, tax, accounting or other consequences or the composition of any account or any other rights or obligations attaching to such investments or transactions.
Leader Capital Ltd 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 Customer.
Customer acknowledges that any market recommendations and information communicated to Customer by Leader Capital Ltd 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. Customer acknowledges that Leader Capital Ltd 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 Customer, and that the market position of Leader Capital Ltd or any such officer, director, affiliate, associate, stockholder or representative may not be consistent with the recommendations furnished to Customer by Leader Capital Ltd.
Customer further acknowledges that such recommendation and information, although based upon information obtained from sources believed by Leader Capital Ltd to be reliable, may be based solely on a broker’s opinion and that such information may be incomplete and may be unverified.
14. CURRENCY FLUCTUATION RISK
If Customer directs Leader Capital Ltd to enter into any foreign currency exchange transaction: (a) any profit or loss arising as a result of a fluctuation in the exchange rate affecting such currency will be entirely for Customer’s account and risk; (b) all initial and subsequent deposits for margin purposes shall be made in U.S. dollars, in such amounts as Leader Capital Ltd may in its sole discretion require; and (c) Leader Capital Ltd is authorized to convert funds in Customer’s account for margin into and from such foreign currency at a rate of exchange determined by Leader Capital Ltd in its sole discretion on the basis of the then prevailing money market rates.
15. CUSTOMER REPRESENTATIONS AND WARRANTIES
Customer hereby warrants and represents that:
(a) if Customer is a natural person, Customer is of sound mind, legal age and legal competence.
(b) if Customer is not a natural person, (i) Customer is duly organized and validly existing under the applicable laws of the jurisdiction of its organization; (ii) execution and delivery of this Agreement and all Contracts and other transactions contemplated hereunder and performance of all obligations contemplated under this Agreement and all other transactions contemplated hereunder have been duly authorized by Customer; and (iii) each person executing and delivering this Agreement and all other transactions contemplated hereunder on behalf of the Customer performing the obligations contemplated under this Agreement and all other transactions contemplated hereunder on behalf of Customer, has been duly authorized by Customer to do so.
(c) Customer hereby warrants that regardless of any subsequent determination to the contrary, Customer is suitable to trade OTC and is a sophisticated institution and/or institutional participant; Customer is willing and financially able to sustain a total loss of funds as a result of engaging in transactions which may be performed in connection with its activities under this Agreement.
(d) Customer 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 Customer becomes so employed, Customer will promptly notify Leader Capital Ltd, at Leader Capital Ltd's home office, in writing, of such employment;
(e) No person other than Customer has or will have an interest in Customer’s account(s) and Customer has not granted and will not grant a security interest in Customer’s account with Leader Capital Ltd (other than the security interest granted to Leader Capital Ltd hereunder) to any person without Leader Capital Ltd’s prior written consent. Customer has full beneficial ownership of all collateral and will not grant any security interest in any collateral to any person (other than the security interest granted to Leader Capital Ltd hereunder) without Leader Capital Ltd’s prior written consent;
(f) Any and all information supplied by or for Customer in connection with this Agrement and/or Customer’s account(s), including but not limited to with respect of Customer’s financial position or other matters is accurate, complete and not misleading;
(g) Customer will review this Agreement each time it is amended; Customer will execute and deliver all documents, give all notices, make all filings and take such other actions as Leader Capital Ltd, in its sole discretion, deems necessary or desirable to evidence or perfect any security interest in favor of Leader Capital Ltd or to protect Leader Capital Ltd’s interests with respect to any Collateral;
(h) Customer will not affect any transaction in Customer’s account unless Customer understands this Agreement, and Customer agrees that in effecting any transaction it is deemed to represent that it has read and understands this Agreement as in effect at the time of such transaction;
(i) Customer shall not use its account(s) and/or the systems for any illegal activity.
(j) Customer agrees to, and shall at all times comply with all applicable laws, statutes and regulations and Customer hereby declares that the execution and delivery by Customer of this Agreement and all other transactions contemplated hereunder, and performance of all of Customer’s obligations contemplated under this Agreement and any other transaction contemplated hereunder, will not violate any statute, rule, regulation, ordinance, charter, by-law or policy applicable to Customer .
(k) Customer will at all times obtain and comply, and do all that is necessary to maintain in full force and effect, all necessary authority, powers, consents, licenses and authorizations to enable Customer to lawfully perform this Customer Agreement and any and all transaction
(l) Customer will promptly notify Leader Capital Ltd if (i) Customer become aware of any detail supplied by or for Customer n respect of your financial position or other matters being inaccurate, incomplete or misleading when supplied or provided or (ii) any such detail or information subsequently becomes inaccurate, incomplete or misleading;
(m) Upon demand, Customer will promptly provide Leader Capital Ltd with such information as we may reasonably require or request in relation to any of the matters referenced in this Section 14 or, without limiting the generality of the foregoing, to ensure compliance with any applicable law and/or regulation.
(n) This Agreement, each transaction made hereunder and the obligations created under or in connection with them both are binding upon Customer (including and/or its estate, executor, trustees, administrators, legal representatives, successors and assigns) and enforceable against Customer (including and/or its estate, executor, trustees, administrators, legal representatives, successors and assigns) in accordance with their terms and do not and will not violate the terms of any regulation, order, charge or agreement by which Customer is bound or which Customer or any of its assets are subject;
(o) Without limiting the foregoing, Customer understands that laws regarding financial contracts vary throughout the world, and it is Customer's obligation alone to ensure that Customer fully complies with any law, regulation or directive, relevant to Customer's country of residency with regards to the use of the Web site. For avoidance of doubt, the ability to access to Leader Capital Ltd's Web site does not necessarily mean that Leader Capital Ltd's services, and/or Customer's activities through it, are legal under the laws, regulations or directives relevant to Customer's country of residency. The systems, website and services do not constitute, and may not be used for the purposes of, an offer or solicitation to anyone in any jurisdiction in which such offer or solicitation is not authorized, or to any person to whom it is unlawful to make such an offer or solicitation. Access to this Web site, and the offering of financial contracts via this site, may be restricted in certain jurisdictions, and, accordingly, users accessing this site are required to inform themselves of, and to observe, such restrictions.
(p) The moneys invested in Customer's account with Leader Capital Ltd do not originate from drug trafficking, abduction, or any other criminal or illegal activity.
16. NO ARBITRAGE
Internet, connectivity delays, and price feed errors sometimes create a situation where the price displayed on the trading systems do not accurately reflect the market rates. Leader Capital Ltd does not permit and Customer may not engage in the practice of arbitrage and “scalping”. Transactions and accounts that in Leader Capital Ltd’s sole discretion are deemed to rely on price latency arbitrage opportunities may be revoked at Leader Capital Ltd discretion and at Customer’s sole liability, cost and expense. Leader Capital Ltd reserves the right to make the necessary corrections or adjustments on any and all account involved. Any dispute arising from such quoting or execution errors will be resolved by Leader Capital Ltd in its sole and absolute discretion.
17. ISLAMIC ACCOUNTS
It is clarified that an Islamic account (account which is not charged with premiums and/or rollovers and/or interest) is a benefit given solely for religious reasons to a person who is Islamic and cannot receive or pay interest due to his religion. It is strictly forbidden to abuse this benefit in any manner whatsoever or to use it in any manner except as foresaid. Leader Capital Ltd reserves the right to cancel the aforesaid benefit at any time and take any actions necessary such as cancelling client transactions, adjusting client account balances etc, which might be required in Leader Capital Ltd's absolute discretion due to abuse of this benefit.
18. NO GUARANTEES
Customer understands that Customer must authorize every transaction prior to its execution unless Customer has delegated discretion to another party by signing Leader Capital Ltd’s limited trading authorization, and any disputed transactions must be brought to the attention of Leader Capital Ltd’s Compliance Officer pursuant to the notice requirements of this Customer Agreement. Customer agrees to indemnify and hold Leader Capital Ltd harmless form all damages or liability resulting from Customer’s failure to immediately notify Leader Capital Ltd’s Compliance Officer of any of the occurrences referred to herein. All notices required under this section shall be sent to Leader Capital Ltd at its home office. Customer acknowledges that Customer has no separate agreement with Customer’s broker or any Leader Capital Ltd employee or agent regarding the trading in Customer’s Leader Capital Ltd account, including any agreement to guarantee profits or limit losses in Customer’s account.
19. INTRODUCING BROKERS
If Customer’s account has been introduced to Leader Capital Ltd by an introducing broker (“IB”), Customer understands and acknowledges that Leader Capital Ltd may compensate IB for introducing Customer to Leader Capital Ltd and that such compensation may be on a per trade or other basis.
20. PRIVACY STATEMENT AND DISCLOSURE OF CUSTOMER INFORMATION
Leader Capital Ltd will not share or sell information regarding customers and/or prospective customers, except to its employees, agents, partners, and associates as required in the ordinary course of business, including, but not limited to, Leader Capital Ltd's banking or credit relationships, or to other persons as disclosed in Leader Capital Ltd's Privacy Statement. Leader Capital Ltd may also disclose to any regulatory agencies and law enforcement authorities’ information regarding Customer and Customer’s transactions in response to a request for such information or in response to a court order or subpoena. Leader Capital Ltd will share or sell statistical information without disclosing Customer's identity.
21. JOINT ACCOUNTS
If more than one natural person executes this Agreement, all such natural persons agree to be jointly and severally liable for the obligations assumed in this Agreement.
Each of such natural persons has authority: (i) to trade for the account subject to any applicable laws and the Leader Capital Ltd terms and conditions specified herein, (ii) to receive all correspondence and documents in respect to the account, (iii) to receive or withdraw money from the account, (iv) to execute agreements relating to the account, and (v) to deal with Leader Capital Ltd fully. Leader Capital Ltd has the authority to require joint action by the parties of the account in matters of the account. Leader Capital Ltd has possession over the security of the account individually or jointly. If a death occurs to one or more of the tenants, Leader Capital Ltd shall be notified in writing and shown proof of a death certificate. All expenses due at the date of notification shall be charged to the account. Up to the time valid written notification is provided to Leader Capital Ltd, each tenant is presumed to have equal share in the joint account.
If this Agreement is executed by a trust, unincorporated association, partnership, custodian or other fiduciary, such customer agrees to indemnify, defend, save and hold free and harmless Leader Capital Ltd for any liabilities, claims, losses, damages costs and expenses, including attorneys fees, resulting directly or indirectly from breach of any fiduciary or similar duty or obligation or any allegation thereof, including attorneys fee.
22. GOVERNING LAW AND JURISDICTION
Notwithstanding the country of residence of Customer, this Agreement shall be governed by and interpreted in accordance with the laws of England and Wales, without regard to conflicts of law principles thereof. If any part of this Agreement is unlawful, void or unenforceable, that part will be deemed severable and will not affect the validity and enforceability of any remaining provisions.
The parties recognize Leader Capital Ltd’s electronic and magnetic recordings as evidence when settling disputable matters. The competent courts in London, England shall have exclusive jurisdictions over any and all matters arising out of or in connection with this Agreement.
This Agreement shall continue in effect until termination, and may be terminated:
(i) By Customer at any time upon three business days prior written notice when Customer has no open Currency position(s) and no liabilities held by or owed to Leader Capital Ltd upon the actual receipt by Leader Capital Ltd at its home office of written notice of termination, or at any time whatsoever by Leader Capital Ltd upon the transmittal of written notice of termination to Customer; 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 Customer of any obligations arising out of any deficit balance.
(ii) By Leader Capital terminate this Agreement at any time upon three business days prior written notice, except that we may terminate this Customer Agreement immediately if Customer fail to observe or perform any provision of this Customer Agreement, or at any time at which Customer have no open Transactions in its account.
Upon such termination any and all amounts payable by Customer to Leader Capital Ltd will become immediately due and payable, including:
a. all outstanding commissions, fees and other charges;
b. any losses incurred by Leader Capital Ltd as a result of or in connection with such termination; and
c. any losses and expenses realized in closing out any transactions or settling or concluding outstanding obligations incurred by Leader Capital Ltd on Customer’s behalf.
24. INTELLECTUAL PROPERTY AND CONFIDENTIALITY
All copyright, patents, trademark, trade secret and other intellectual property rights in the trading systems, the website in its totality, its contents and any related materials (“Leader Capital Ltd IP”) shall remain at all times the sole and exclusive property of Leader Capital Ltd and/or its third party service providers and Customer shall have no right or interest in the Leader Capital Ltd IP except for the right to access and use the Leader Capital Ltd IP as specified herein.
Customer acknowledges that the Leader Capital Ltd IP is confidential and has been developed through the expenditure of substantial skill, time, effort and money. The Customer will protect the confidentiality of the Leader Capital Ltd IP and not allow website access to any third party. Customer will not publish, distribute, or otherwise make available to third parties any information derived from or relating to the Leader Capital Ltd IP. Customer will not copy, modify, de-compile, reverse engineer, or make derivative works of the Leader Capital Ltd IP or in the manner in which it operates.
Without derogating from the generality of the foregoing, the End user License Agreement (EULA) document attached hereto as Appendix A, set forth the rights and limitations set forth by the third party provider that owns rights in and to the trading platform made available to Customer in connection with this Agreement.
Customer agrees to indemnify and hold Leader Capital Ltd, 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 Leader Capital Ltd arising out of Customer’s failure to fully and timely perform Customer’s obligations herein or should any of Customer's representations and warranties fail to be true and correct.
Without derogating from the foregoing, Customer also agrees to pay Leader Capital Ltd promptly all damages, costs and expenses, including attorney’s fees, incurred in the enforcement of any of the provisions of this Agreement and any other agreements between Leader Capital Ltd and Customer.
Customer agrees and acknowledges that all conversations regarding Customer’s account(s) between Customer and Leader Capital Ltd personnel may be electronically recorded with or without the use of an automatic tone warning device. Customer 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 Customer or Leader Capital Ltd. Customer understands that Leader Capital Ltd destroys such recordings at regular intervals in accordance with Leader Capital Ltd’s established business procedures and Customer hereby consents to such destruction.
27. AMENDMENTS AND MODIFICATIONS
Customer understands, acknowledges and agrees that Leader Capital Ltd may amend or change this Agreement at any time. Leader Capital Ltd will provide notice to Customer of any such amendment or change by posting the amendment or change to the Website or by sending an e-mail message to Customer. Customer agrees to be bound by the terms of such amendment or change on the earlier of: (i) ten (10) days after Leader Capital Ltd has posted notice of such amendment or change to the Website; or (ii) on the date of the entry of any order other than a liquidating order. In the event that Customer objects to any such change or amendment, Customer agrees to liquidate Customer’s open positions and instruct Leader Capital Ltd regarding the disposition of all assets in Customer’s account within ten (10) business days after notice of the amendment or change has been posted to the Website. No waiver or amendment of this Agreement may be implied from any course of dealing between the parties or from any failure by Leader Capital Ltd or failure of Leader Capital Ltd's 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.
28. COLLECTION OF TAXES
It is Customer's obligation alone to calculate and pay all taxes applicable to Customer in Customer's country of residence, or otherwise arising as a result of Customer's trading activity from the use of the Leader Capital Ltd's services.
Without derogating from Customer's sole and entire responsibility to perform tax payments, Customer agrees that Leader Capital Ltd may deduct tax, as may be required by the applicable law, but is not obligated to do so, from the results of the activity with Leader Capital Ltd.. Leader Capital Ltd. shall have no liability and Customer shall have no claim towards Leader Capital Ltd with regard to such deductions.
29. CONTRACTS FOR DIFFERENCE (CFDs):
Without limiting to the generality of the above under this Agreement the following may also specifically apply with respect to CFDs:
A daily financing charge may apply to each CFD open position at the closing of Leader Capital Ltd’s trading day as regard to that CFD. LEADER CAPITAL LTD RESERVES THE RIGHT TO CHANGE THE METHOD OF CALCULATING THE FINANCING CHARGE, THE FINANCING RATES AND/OR THE TYPES OF CFDs TO WHICH THE FINANCING CHARGE APPLIES
For certain types of CFDs, a commission is payable by Customer to open and close CFD positions. Such commission payable will be debited from Customer’s account at the same time as we open or close the relevant CFD.
LEADER CAPITAL LTD RESERVES THE RIGHT TO VARY THE METHOD OF CALCULATION OF THE COMMISSION, THE COMMISSION RATES AND/OR THE TYPES OF CFDS TO WHICH THE COMMISSION APPLIES BY PRIOR NOTICE ON THE LEADER CAPITAL LTD WEBSITE.
IN ADDITION, CUSTOMER IS LIABLE FOR ALL TAXES APPLICABLE TO CUSTOMER WITH RESPECT TO CFD TRANSACTIONS AND WE URGE CUSTOMER TO SEEK EXPERT TAX ADVICE AS REGULATIONS MAY DIFFER DEPENDING ON JURISDICTION. WE OFFER NO ADVICE WITH REGARD TO CFD TAXATION AND SHALL NOT BE LIABLE FOR ANY TAX RELATED CONSEQUENCES BORNE BY CUSTOMER.
The profits occurring on closed CFD positions will be credited to Customer’s balance and similarly the losses settled on closed CFD positions will be debited from Customer’s balance. Unrealized profits or losses, such as profit or losses on open positions, won’t be credited or debited on Customer’s balance. Nevertheless, such unrealized profits and losses will be taken into account in order to determine the margin and thus to decide whether or not Customer will be entitled to purchase a CFD and, if yes, in what amount.
30. ENTIRE AGREEMENT
The Agreement, including Appendixes and together with all their schedules embodies the entire Agreement between Leader Capital Ltd and the Customer, superseding any and all prior written and oral agreements.
The System is the trading interfaces and/or the applications that enables access from different computers, operating systems, browsers, etc such as website (WebTrader) or mobile device (Trader for iPhone), etc ("Editions") to a trading platform owned by a third party ("Third Party Trading Platform") and intended for trading in Over-The-Counter ("OTC") traded instruments, such as Spot Forex and Contract for Differences (CFD's).
INTELLECTUAL PROPERTY RIGHTS
The System is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. The System is licensed, not sold, in the form of a revocable, non-exclusive, non-transferable, non-sub licensable license to use the System strictly in accordance with these terms, including the warranty disclaimers, and the limitations of liability.
All ownership, title and intellectual property rights in and to the System (including but not limited to any images, photographs, animations, video, audio, music, text and “applets” incorporated into the System), are owned by System Supplier and/or the Third Party. You may not modify the System and/or any copyright or trademark included in the System.
You may not sell, rent, lease or lend the System. You may not copy, reverse engineer, decompile, or disassemble the System. The Software is licensed as a single product and its component parts may not be separated. Without prejudice to any other rights of the System Supplier, failure to comply with these Terms or violation of these Terms may result in suspension or deactivation of your use of the System with or without notice.
DISCLAIMER OF WARRANTIES
YOU ACKNOWLEDGE THAT THE SYSTEM MAY NOT WORK ERROR FREE. THERE IS NO WARRANTY THAT THE FUNCTIONS CONTAINED IN THE SYSTEM WILL MEET YOUR REQUIREMENTS OR THAT THE OPERATION OF THE SYSTEM WILL BE UNINTERRUPTED OR ERROR FREE. ALSO, THERE IS NO WARRANTY OR CONDITION OF TITLE, QUIET ENJOYMENT, QUIET POSSESSION, CORRESPONDENCE TO DESCRIPTION OR NON-INFRINGEMENT, WITH REGARD TO THE SYSTEM. THE ENTIRE RISK AS TO THE QUALITY OF OR ARISING OUT OF USE OR PERFORMANCE OF THE SYSTEM OR THE USE OF THE INTERNET GENERALLY, IF ANY, REMAINS WITH YOU.
THE SYSTEM AND THE USE OF THE SYSTEM PRODUCT THROUGH AN INTERNET CONNECTION ARE PROVIDED ON AN "AS IS" BASIS AND WITH ALL FAULTS, AND ALL WARRANTIES AND CONDITIONS ARE DISCLAIMED, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, ANY (IF ANY) IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF LACK OF VIRUSES, OF ACCURACY OR COMPLETENESS OF RESPONSES, OF RESULTS, AND OF LACK OF NEGLIGENCE OR LACK OF WORKMANLIKE EFFORT, ALL WITH REGARD TO THE SYSTEM AND USE OR INABILITY OF USE THEREOF. YOU HEREBY SPECIFICALLY AGREE AND ACKNOWLEDGE THAT THE ABOVE WARRANTY IS EXHAUSTIVE, AND IS IN LIEU OF ANY OTHER WARRANTY, EXPRESS OR IMPLIED.
LIMITATION OF LIABILITY
IN NO EVENT SHALL SYSTEM SUPPLIER OR ITS SUPPLIERS OR THE THIRD PARTY TRADING PLATFORM OWNER, BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS OR CONFIDENTIAL OR OTHER INFORMATION, FOR BUSINESS INTERRUPTION, FOR PERSONAL INJURY, FOR LOSS OF PRIVACY, FOR FAILURE TO MEET ANY DUTY INCLUDING OF GOOD FAITH OR OF REASONABLE CARE, FOR NEGLIGENCE, AND FOR ANY OTHER PECUNIARY OR OTHER LOSS WHATSOEVER) WITH RESPECT TO THE SYSTEM AND THE USE OR INABILITY OF USE THEREOF, OR OTHERWISE UNDER OR IN CONNECTION WITH ANY PROVISION OF THESE TERMS, EVEN IN THE EVENT OF THE FAULT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, BREACH OF CONTRACT OR BREACH OF WARRANTY OF SYSTEM SUPPLIER OR ANY SUPPLIER, AND EVEN IF SYSTEM SUPPLIER OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT SHALL SYSTEM SUPPLIER OR ITS DIRECTORS, OFFICERS, EMPLOYEES, CONTRACTORS AND AGENTS BE LIABLE FOR LOST PROFITS, LOST SALES, LOST BUSINESS, LOST OPPORTUNITY, LOST INFORMATION, LOST OR WASTED TIME OR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (HOWEVER ARISING, INCLUDING NEGLIGENCE) ARISING OUT OF, OR WITH RESPECT TO THE SYSTEM PRODUCT AND THE USE OR INABILITY OF USE THEREOF.
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