Consent to Conduct Business Electronically and Risk Disclosure
1. Applying Electronically. If you decide to apply to establish a Trading Account with ASIA PACIFIC MICRO 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
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 â€˜Leverage’ or â€˜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 â€˜leveraged’ or â€˜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. â€˜stop-loss’ order, where permitted under local law, or â€˜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 â€˜spread’ and â€˜straddle’ positions may be as risky as taking simple â€˜long’ or â€˜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. ASIA PACIFIC MICRO offers trading in CFDs on shares, market indices, and futures; not trading in the underlying instruments themselves. CFD trading with ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO 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.
1. Internet and System failures: Since ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO, 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 ASIA PACIFIC MICRO 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, ASIA PACIFIC MICRO will not be liable for the resulting errors in account balances. ASIA PACIFIC MICRO 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.
This is a legal contract between ASIA PACIFIC MICRO (“ASIA PACIFIC MICRO”) 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 â€œCFDsâ€), futures, indices, foreign exchange, and/or shares through the OTC market (hereinafter referred to as â€œOTCâ€) with ASIA PACIFIC MICRO, 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 ASIA PACIFIC MICRO to non-sophisticated participants.
3. The market recommendations of ASIA PACIFIC MICRO are based solely on the judgment of ASIA PACIFIC MICRO personnel. These market recommendations may or may not be consistent with the market position or intentions of ASIA PACIFIC MICRO, its affiliates, and employees. The market recommendations of ASIA PACIFIC MICRO are based upon information believed to be reliable, but ASIA PACIFIC MICRO 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, ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO and only after proper documentation has been submitted and approved by ASIA PACIFIC MICRO. If Trader’s account is not being traded with Trader’s authorization, Trader must notify a ASIA PACIFIC MICRO Compliance Officer immediately.
5. ASIA PACIFIC MICRO 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. ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO. 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 ASIA PACIFIC MICRO , 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 ASIA PACIFIC MICRO. 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.
In consideration of ASIA PACIFIC MICRO 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 â€œCFDsâ€), futures, indices, foreign exchange, and/or shares through the OTC market (hereinafter referred to as â€œOTCâ€), which may be purchased or sold by or through ASIA PACIFIC MICRO for Trader’s accounts(s), Trader agrees as follows:
1. AUTHORIZATION TO TRADE. ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO margin in such amounts and in such forms as ASIA PACIFIC MICRO, in its sole discretion, may require. Such margin requirements may be greater or less than margins required by a counter party bank. ASIA PACIFIC MICRO may change margin requirements at any time. Trader agrees to deposit by immediate wire transfer such additional margin when and as required by ASIA PACIFIC MICRO and will promptly meet all margin calls in such mode of transmission as ASIA PACIFIC MICRO in its sole discretion designates. ASIA PACIFIC MICRO may at any time proceed to liquidate Trader’s account and any failure by ASIA PACIFIC MICRO to enforce its rights hereunder shall not be deemed a waiver by ASIA PACIFIC MICRO to enforce its rights thereafter. ASIA PACIFIC MICRO retains the right to limit the amount and/or total number of open positions which Trader may acquire or maintain at ASIA PACIFIC MICRO, 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. ASIA PACIFIC MICRO 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. ASIA PACIFIC MICRO reserves the right to refuse to accept any order. However, ASIA PACIFIC MICRO shall not be responsible for any loss or damage caused, directly or indirectly, by any events, actions or omissions beyond the control of ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO , 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 ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO, 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 ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO as security and subject to a general lien and right of set-off for liabilities of Trader to ASIA PACIFIC MICRO whether or not ASIA PACIFIC MICRO has made advances in connection with such securities, commodities, currencies or other property, and irrespective of the number of accounts Trader may have with ASIA PACIFIC MICRO. ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO as margin or security. ASIA PACIFIC MICRO shall at no time be required to deliver to Trader the identical property delivered to or purchased by ASIA PACIFIC MICRO for any account of Trader. This authorization shall apply to all accounts carried by ASIA PACIFIC MICRO for Trader and shall remain in full force until all accounts are fully paid for by Trader or notice of revocation is sent by ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO, (d) insufficient margin, or ASIA PACIFIC MICRO’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 ASIA PACIFIC MICRO any information requested pursuant to this agreement; or (f) any other circumstances or developments that ASIA PACIFIC MICRO deems appropriate for its protection, and in ASIA PACIFIC MICRO’s sole discretion, it may take one or more, or any portion of, the following actions: (1) satisfy any obligation Trader may have to ASIA PACIFIC MICRO, 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, ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO’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 ASIA PACIFIC MICRO’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 ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO, 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 ASIA PACIFIC MICRO’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 ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO 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) ASIA PACIFIC MICRO out of ASIA PACIFIC MICRO’s providing of services hereunder. ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO for interest on any and all amounts due from Trader to ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO’s principal overseas bank, or the maximum interest rate allowed by applicable law, whichever is lower. All such charges payable to ASIA PACIFIC MICRO by Trader shall be paid by Trader as they are incurred, or as ASIA PACIFIC MICRO in its sole and absolute discretion may determine, and Trader hereby expressly authorizes ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO and shall be deemed received only if actually delivered to ASIA PACIFIC MICRO. Failure of Trader to object timely shall be deemed ratification of all actions taken by ASIA PACIFIC MICRO or ASIA PACIFIC MICRO’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 ASIA PACIFIC MICRO. All communications so sent, whether by email, Live Support.
10. ASIA PACIFIC MICRO RESPONSIBILITIES. ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO’s control or anticipation. ASIA PACIFIC MICRO shall only be liable for its actions directly attributable to negligence, willful default or fraud on the part of ASIA PACIFIC MICRO. ASIA PACIFIC MICRO shall not be liable for losses arising from the default of any agent or any other party used by ASIA PACIFIC MICRO under this agreement. As OTC is not an exchange traded market, prices at which ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO may in its sole discretion require; and (c) ASIA PACIFIC MICRO is authorized to convert funds in Trader’s account for margin into and from such foreign currency at a rate of exchange determined by ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO’s carrying his/her account(s), Trader agrees not to hold ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO or from any of its representatives or any introducing agent or other entity with whom Trader is conducting his/her ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO 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) ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO or any such officer, director, affiliate, associate, stockholder or representative may not be consistent with the recommendations furnished to Trader by ASIA PACIFIC MICRO. Trader acknowledges that ASIA PACIFIC MICRO 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, ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO makes neither warranties nor representations concerning the Trading Agent, that ASIA PACIFIC MICRO shall not be responsible for any loss to Trader occasioned by the actions of the Trading Agent and that ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO promptly of any changes in such information.
15. DISCLOSURE OF FINANCIAL INFORMATION. The Trader represents and warrants that the financial information disclosed to ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO employee or agent regarding the trading in Trader’s ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO’s limited trading authorization, and any disputed transactions must be brought to the attention of ASIA PACIFIC MICRO’s Compliance Officer pursuant to the notice requirements of this Trader Agreement. Trader agrees to indemnify and hold ASIA PACIFIC MICRO harmless form all damages or liability resulting from Trader’s failure to immediately notify ASIA PACIFIC MICRO’s Compliance Officer of any of the occurrences referred to herein. All notices required under this section shall be sent to ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO. No waiver or amendment of this Agreement may be implied from any course of dealing between the parties or from any failure by ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO irrespective of any change or changes at any time in the personnel of ASIA PACIFIC MICRO or its successors, assigns, or affiliates. This Agreement including all authorizations, shall inure to the benefit of ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO upon the actual receipt by ASIA PACIFIC MICRO at its home office of written notice of termination, or at any time whatsoever by ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO, 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 ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO all damages, costs and expenses, including attorney’s fees, incurred by ASIA PACIFIC MICRO in the enforcement of any of the provisions of this Agreement and any other agreements between ASIA PACIFIC MICRO and Trader.
22. TERMS AND HEADINGS. The term “ASIA PACIFIC MICRO” shall be deemed to include ASIA PACIFIC MICRO, 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 ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO 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 ASIA PACIFIC MICRO. Trader understands that ASIA PACIFIC MICRO destroys such recordings at regular intervals in accordance with ASIA PACIFIC MICRO’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.