Documents

Tap into the world of passive forex and CFD investing without breaking a sweat.

  • Privacy Policy
  • Cookie Policy
  • Risk Disclosure
  • Terms and Conditions
  • Client Services agreement
  • Conflicts of Interest Policy
Download PDF

1. Information Collection and Use

While using our Site, we may ask you to provide us with certain personally identifiable information that can be used to contact or identify you. Personal identifiable information may include, but is not limited to your name (“Personal Information”). The Company will be the controller of your personal data provided to, or collected by or for, or processes in connection with our services and regulated activities. The provision of “Your Data” is required from you to enable us to provide our services. We will inform you at the point of collecting information from you, whether you are required to provide the information to us. In the course of your registration as a client, signing up for a demo or a live account with MiltonPrime or filling in any form on our Website, subscribing to our services, news or offers, marketing communications or posting material, the following information about you (“Your Data”) will be collected and stored for administrative, service related and/or legal purposes. We will limit the collection of personal information to what is necessary to administer our business and carry out our regulated activities in an effort to provide you with superior service, Information that you provide to us directly:

  • Personal information, such as names, addresses, personal registration number, national identification number, passport number and email addresses etc (“Personal Information”), and
  • Financial Information, trading experience and employment information for appropriateness assessment will also be collected.

However, the meaning of data “provided to” MiltonPrime is not limited to this. It is also personal data resulting from observation of your activities (i.e where using a device or service). This may include:

  • History of website usage or search activities, details of your visits to our Website including, communication data;
  • Traffic and location data;
  • Website traffic pattern information, including IP address, operating system and browser type, for system administration and to report aggregate information to our advertisers. This kind of information is only used in masked or aggregated form, which means that the individual user will not be recognisable. These data do not identify any individual.
  • Communications between you and MiltonPrime via Live Chat, email, or telephone call.

Your e‐mail address may be used by MiltonPrime in relation to its products and services (including any marketing campaigns related to these products or services). If you do not wish to receive such marketing material and marketing communications, you can opt‐out at any time by clicking on “unsubscribe” or by sending us an email stating so.
Specifically, please refer to the below table for the type of date collected and the purpose of the relevant collection:

  1. Personal Information including Full Name, date of birth, address, citizenship, ID or passport number, social security number ‐ To meet our anti money laundering (AML) and other regulatory obligations in relation to Know Your Client (KYC) and client due diligence. To verify your identity using our verification processes.
  2. Contact Information including phone number and email address ‐ In order to send you correspondence in relation to the services provided and to fulfil our regulatory and compliance obligations.
  3. Financial sanctions and credit header information ‐ In order to perform our electronic AML screening checks and to comply with other fraud detection policies. This may generate further information on your credit history, criminal convictions or political interests leading to us making decisions based on the results of these checks.
  4. IP address ‐ When you visit our website, navigate through the pages or fill in any forms, we may collect your unique device number or IP address in order to set up your profile.
  5. Proof of identification & proof of address ‐ In order to comply with KYC and regulatory trade reporting and other AML obligations.

2. Log Data

Like many site operators, we collect information that your browser sends whenever you visit our Site (“Log Data”). This Log Data may include information such as your computer’s Internet Protocol (“IP”) address, browser type, browser version, the pages of our Site that you visit, the time and date of your visit, the time spent on those pages and other statistics. In addition, we may use third party services such as Google Analytics that collect, monitor and analyze.

3. Communications

We may use your Personal Information to contact you with newsletters, marketing or promotional materials and other information.

4. Cookies

Cookies are files with small amount of data, which may include an anonymous unique identifier. Cookies are sent to your browser from a web site and stored on your computer’s hard drive.

Like many sites, we use “cookies” to collect information. You can instruct your browser to refuse all cookies or to indicate when a cookie is being sent. However, if you do not accept cookies, you may not be able to use some portions of our Site.

5. Security

The security of your Personal Information is important to us, but remember that no method of transmission over the Internet, or method of electronic storage, is 100% secure. While we strive to use commercially acceptable means to protect your Personal Information, we cannot guarantee its absolute security.

Download PDF

COOKIES POLICY

Holiway Global Ltd (the “Company” or or “MiltonPrime” or “us”, “we”, or “our”) uses cookies
on https://miltonprime.com (the “Service”). By using the Service, you consent to the use of
cookies.
Our Cookies Policy explains what cookies are, how we use cookies, how third‐parties we may
partner with may use cookies on the Service, your choices regarding cookies and further
information about cookies

 

1. What are cookies?

Cookies are small pieces of text sent by your web browser by a website you visit. A cookie
file is stored in your web browser and allows the Service or a third‐party to recognize you
and make your next visit easier and the Service more useful to you. Cookies can be
“persistent” or “session” cookies.

 

2. How we use cookies?

When you use and access the Service, we may place a number of cookie files in your web
browser.
We use cookies for the following purposes: to enable certain functions of the Service, to
provide analytics, to store your preferences, to enable advertisements delivery, including
behavioral advertising. We use both session and persistent cookies on the Service and we
use different types of cookies to run the Service.

Cookies are frequently used on many websites on the internet and you can choose if and
how a cookie will be accepted by changing your preferences and options in your browser.
Some of our business partners (i.e. advertisers) use cookies on our Website(s). We have no
access to, or control over, these cookies.

The cookies do not contain personally-identifying information nor are they used to identify
you. You may choose to disable the cookies. However, you may not be able to access some
parts of our Website if you choose to disable the cookie acceptance in your browser,
particularly the secure parts of the Website.

 

3. Essential cookies

We may use essential cookies to authenticate users and prevent fraudulent use of user
accounts.

 

4. Persistent Cookies

We use persistent cookies for the following purposes:

  •  To help us recognize you as a unique visitor (a number) when you return to our
    website and to allow us to tailor content or advertisements to match your preferred
    interests or to avoid showing you the same adverts repeatedly.
  •  To compile anonymous, aggregated statistics that allow us to understand how users
    use our site and to help us improve the structure of our website.
  • To internally identify you by account name, name, email address, customer ID,
    currency and location (geographic and computer ID/IP address)
  •  To differentiate users who are on the same network to enable us to correctly
    allocate transactions to the appropriate account.
  • Within research surveys to ensure you are not invited to complete a questionnaire
    too often or after you have already done so.

5. Third‐party cookies

In addition to our own cookies, we may also use various third‐parties’ cookies to report usage
statistics of the Service, deliver advertisements on and through the Service, and so on.

6. What are your choices regarding cookies? How to delete and block cookies?

If you’d like to delete cookies or instruct your web browser to delete or refuse cookies, please
visit the help pages of your web browser. Please note, however, that if you delete cookies or
refuse to accept them, you might not be able to use all of the features we offer, you may not
be able to store your preferences, and some of our pages might not display properly.

You can choose to accept or decline cookies. Most web browsers automatically accept
cookies, but you can usually modify your browser setting to decline cookies if you prefer. This
may prevent you from taking full advantage of the website. Further information on deleting
or controlling cookies is available at www.AboutCookies.org .

7. Your consent

By continuing to use our Website, you are agreeing to our placing cookies on your computer
in order to analyse the way you use our Website. If you do not wish to accept cookies in
connection with your use of this Website, you must stop using our Website.
8. Where can you find more information about cookies

You can learn more about cookies and the following third‐party websites:
AllAboutCookies: http://www.allaboutcookies.org/
Network Advertising Initiative: http://www.networkadvertising.org/

Download PDF

RISK DISCLOSURE STATEMENT

1. Scope of the Risk Disclosure Statement: Holiway Global Ltd (hereinafter the “Company” or
“MiltonPrimePrime” or “us”) provides you with this Risk Disclosure Statement in order for you
to comprehend the risks that might arise when trading Contracts for Difference (the “CFDs”).
This Risk Disclosure Statement might not include all the relevant risks; thus, the Client must
go through this Risk Disclosure Statement along with the other Company’s legal
documentation available through our website and the online account opening. Upon deciding
of trading, you must ensure that you comprehend all the relevant risks and take into
consideration your level of experience. If deemed necessary, you should seek independent
legal opinion.

 

2. Trading foreign exchange and CFDs, and in general in margined FX involves a high degree of
risk including the risk of loss of the Customer’s entire Risk Capital deposited with
MiltonPrimePrime. Losses, in some cases, have the potential to extend beyond the
Customer’s Account Value. In consideration of MiltonPrimePrime agreeing to enter into FX
Contracts with its Customer(s) for this Account, MiltonPrimePrime requires all the
undersigned Customer(s) to analyze their financial objectives, financial status, investment
constraints and tax situation to determine whether FX trading is suitable. In addition, we
require our Customers to carefully read and acknowledge the MiltonPrimePrime Risk
Disclosure Statement that outlines without limitation the risks associated with trading
margined FX through MiltonPrimePrime.

Trading is very speculative and risky:

Trading CFDs and FX Contracts is highly speculative, involves a significant risk of loss and is not
suitable for all investors but only for those customers who:

a) understand and are willing to assume the economic, legal and other risks involved;
b) are experienced and knowledgeable about trading in derivatives and in underlying asset
types; and
c) are financially able to assume losses significantly in excess of margin or deposits because
investors may lose the total value of the contract not just the margin or the deposit.

Neither CFDs nor FX Contracts are appropriate investments for retirement funds. CFD and FX
transactions are among the riskiest types of investments and can result in large losses.
Customer represents, warrants and agrees that Customer understands these risks, is willing
and able, financially and otherwise, to assume the risks of trading CFDs and FX Contracts and
that the loss of Customer’s entire account balance will not change Customer’s lifestyle.

 

3. OTC Margined FX Trading involves a high amount of risk and is highly speculative.
Customer(s) agrees that they are in full understanding and willing to assume the legal,
economic, and other risks associated with the trading in margined FX, and are willing and able
to assume the loss of their entire Risk Capital, defined as those funds, that if lost, would not
change your lifestyle or your family’s lifestyle. As such, they further agree that margined FX
trading is not suitable for Retirement Funds. MiltonPrime encourages Customers to closely
manage outstanding open positions and to use prudent money management precautions
such as, but not limited to, Stop Loss Orders.

 

4. Excessive leverage available with Margined FX can lead to quick losses. Customer(s) agrees
that using a high degree of leverage, defined as the use of a small amount of capital to control
a larger amount of an Open Position, can result in large losses due to a price change(s) of open
Foreign Currency Contract(s) with MiltonPrime. MiltonPrime provides leverage on most
Currency Pairs for most customers of 100:1. With 100:1 leverage the Customer has the
potential to control 1,000,000 unit position with 10,000 units notional value in an Account.
MiltonPrime encourages its Customers to use only that portion of leverage that the Customer
is most comfortable with and to use money management precautions such as, but not limited
to, Stop Loss Orders for the purpose of limiting risk. MiltonPrime reserves, at its sole
discretion, the right to reduce or increase the amount of leverage given on any Currency Pair
at any time and without notice.

 

5. FX trading experience periods of liquidity risk. Customer acknowledges that Liquidity Risk,
resulting from decreased liquidity of a currency pair, is usually due to unanticipated changes
in economic and/or political conditions. Customer also acknowledges that Liquidity Risk can
affect the general market in that all participants experience the same lack of buyers and/or
sellers. The Customer also understands that liquidity risk can be MiltonPrime specific due to
changes in liquidity available to MiltonPrime from an MiltonPrime Custodian of funds
interbank liquidity providers or specific to retail FX market makers due to a perception that
the risks of the market segment has increased. When liquidity decreases, Customers can
expect, at the minimum, to have wider bid to ask spreads as the supply of available bid/ask
prices, outstrips the demand. Decreases in liquidity can also result in “Fast Market” conditions
where the price of a currency pair moves sharply higher or lower or in a volatile up/down
pattern without trading in an ordinary step‐like fashion. In some instances, there may exist
the possibility that a trading bid and/or ask price for a FX pair or pairs are not available (a
situation where there is no liquidity). Although there may be instances when the aggregate
OTC FX market enters a “Fast Market” situation or periods where liquidity is in short or no
supply, it is important to note that, MiltonPrime prices, bid/ask spreads and liquidity will
reflect the prevailing interbank market liquidity for MiltonPrime. MiltonPrime can Liquidate
Positions of the Customer that do not have adequate margin: Because of the leverage
available with OTC Margined FX Trading and the potential for extreme volatility, an
MiltonPrime Custodian of funds reserves the sole discretionary right to liquidate Customer’s
Account(s) should the Margin in the Account not be sufficient to cover the potential risk of
loss. MiltonPrime graphically shows the Customer’s Liquidation Level on the Customers
MiltonPrime Margin Monitor. Should the Customer’s Account value go below the free of
programming bugs that can cause trading, position keeping or any other required
functionality of the Trading Platform and other relevant software applications associated with
MiltonPrime including but limited to clearing, market making and escrow Account software,
from becoming inoperable or without errors.

 

6. There is a Communication Risk that the Customer assumes. Although MiltonPrime will have
qualified representatives available on the telephone during business hours, a representative
may become unavailable due to communication or other malfunction, or high call volume.
The Customer acknowledges and agrees that they will hold harmless MiltonPrime for any loss
or missed trading opportunity resulting from any communication problems the Customer may
encounter.

 

7. MiltonPrime does not take responsibility for Money Managers. Should a Customer grant a
Money Manager trading discretionary trading authority or control over a Customer’s Account,
the Customer acknowledges that MiltonPrime does not take any responsibility for any action
done by that Third Party on the Customer’s behalf. The Customer grants Money Manager
trading authority for the Customers Account at it sole, and full risk. MiltonPrime reserves the
right to correct any transactions executed on misquoting errors: In the case when a quoting
error occurs that results in a Customer transaction done at an off‐market price, MiltonPrime
reserves the sole discretionary right to make the necessary corrections and adjustments to
the Customer’s Account whether it be in the favor of the Customer or not in the Customer’s
favor. Any change will be reported to the Customer either verbally or via an electronic method
such as but not limited to email.

 

8. Recommendations: All Market Recommendations made by MiltonPrime or any
representative of MiltonPrime are for informational purposes only. Any decision by the
Customer to buy or sell a foreign currency pair is an independent decision by the Customer.

Market recommendations made by MiltonPrime or a representative of MiltonPrime do not
constitute an offer to sell or buy any Foreign Currency pair from MiltonPrime or from any
other source that may provide straight through processing prices to the Customer.

MiltonPrime and its employees are not investment advisor(s) and have no fiduciary duty to
Customer and therefore is not liable for any losses incurred by the Customer as a result of
information or any recommendations made by MiltonPrime or representative of MiltonPrime.
Customer is at Risk if MiltonPrime should go out of business.

There is no guarantee that MiltonPrime as a business will be profitable. Consequently, there
exists a credit risk that MiltonPrime may be subject to losses, which could, in turn, jeopardize
the capital that the Customers have in their Accounts. Customer acknowledges that in the
event of insolvency, the Customer can only look to MiltonPrime for performance and return
of all Collateral and Margin that the Customer may have at MiltonPrime.

 

9. No guarantees of profit: There are no guarantees of profit nor of avoiding losses when trading
CFDs and FX Contracts. Customer has received no such guarantees from the Company or from
any of its representatives. Customer is aware of the risks inherent in trading CFDs and FX
Contracts and is financially able to bear such risks and withstand any losses incurred.

 

10. MiltonPrime may decide to exit the FX Business. As a result, the Customer agrees and
acknowledges that MiltonPrime may liquidate all Customer positions, and return margined
funds to the Customer at the sole discretion of MiltonPrime, at any time and for any reason.
MiltonPrime Customers do not hold MiltonPrime liable for any loss as a result of liquidation
of the Customers position either on an actual basis or as a result of missed profit
opportunities.

 

11. Customers are responsible for any reporting errors, of omission, and/or errors in details of
transactions including but not limited to the price contracts were executed, the currency pair
traded, the market direction (i.e., ”buy” or “sell”) of order, the type of order and/or any errors
in fees, charges or credits to the Customer’s Account including Any reporting and confirmation
errors but not limited to charges for executing a transaction, wiring funds, rolling over
position, and sweeping foreign currency balances into the home currency, require that the
customer notify MiltonPrime immediately upon discovery for review.

 

12. Risks from trades done using chat communication devices. MiltonPrime may utilize an
electronic conversational application or other similar chat application for the communication
and execution of some market orders. Trades done using chat applications or the telephone
should only be done if the Customer cannot execute using the Trading Platform. Although
currently not planned, MiltonPrime reserves the right to charge a commission for trades done
over chat applications. Should MiltonPrime charge a commission for chat application trades,
it will be reported on the MiltonPrime Website and be reflected as a line item debit in your
MiltonPrime Account Reports. All trades and charges done via chat applications are final.
Neither MiltonPrime nor third party chat application provider is responsible or liable if the
electronic logs of the electronic conversations are erased or never recorded because of error,
omission or any reason. MiltonPrime is also not liable should User Name, Password and
Account information be obtained knowingly or unknowingly by a Third Party and as a result,
trades done in the name of the Customer without his or her knowledge or authorization.

 

13. MiltonPrime has limited liability. The Customer agrees and acknowledges that MiltonPrime
shall not be liable to the Customer for any claims, losses, damages, costs or expenses,
including attorneys’ fees caused directly or indirectly by any events, actions or omissions,
without limitation, claims, losses, damages, costs and expenses, including attorney’s fees,
resulting from civil unrest, war, insurrection, international intervention, governmental action)
including, without limits, exchange controls, forfeitures, devaluations and nationalizations),
natural disasters, acts of God, market conditions, communication problems or any delay,
disruption, failure of any transmission or communication system or computer hardware or
software application whether supplied and belonging to MiltonPrime or from a third party
vendor that the Customer and MiltonPrime relies on to conduct execution and reporting
services.

 

14. Effect of “Leverage” or “Gearing”. FX contracts carry a high degree of risk. The amount of
initial margin is small relative to the value of the FX contract so that transactions are
“leveraged” or “geared”. A relatively small market movement may have a proportionately
larger impact on the funds Customer has deposited or will have to deposit. This may work
against Customer as well as for Customer. Customer may sustain a total loss of initial margin
funds and any additional funds deposited with the firm to maintain Customer’s position.

 

15. Risk‐reducing orders or strategies. Placing contingent orders, such as “stop‐loss” or “limit”
orders, particularly in volatile market conditions, will not necessarily limit Customer’s losses
to the intended amounts, since market conditions may make it impossible to execute such
orders. Strategies using combinations of positions, such as “spread” and “straddle” positions
may be as risky as taking simple “long” or “short” positions.

 

16. Charges. Before Customer begins to trade, Customer should obtain a clear understanding of
all charges for which Customer may be liable. These charges will affect Customer’s net profit
(if any) or increase Customer’s loss.

 

17. Electronic trading. Trading on an electronic trading system may differ not only from trading
in an open‐outcry market but also from trading on other electronic trading systems. If
Customer undertakes transactions on an electronic trading system, Customer will be exposed
to risks associated with the system including any failure of hardware and software. The result
of any system failure may be that Customer’s order is either not executed according to
Customer’s instructions or not executed at all. Since MiltonPrime does not control signal
power, its reception or routing via Internet, configuration of Customer’s equipment or
reliability of its connection, MiltonPrime cannot be responsible for communication failures,
distortions or delays when trading on‐line (via Internet). In no event shall MiltonPrime be
liable for speculative or expectancy damages for potential future lost profits.

 

18. Limitation of liability. Customer accepts any trading system provided by MiltonPrime “as is,”
and without warranties, express or implied, including, but not limited to, the implied
warranties of merchantability or fitness for a particular use, purpose or application;
timeliness; freedom from interruption; or any implied warranties arising from trade usage,
course of trading or course of performance. Under no circumstances shall MiltonPrime be
liable for any punitive, indirect, incidental, special or consequential loss or damages, including
loss of business, profits or goodwill. MiltonPrime shall not be liable to Customer by reason of
delays or interruptions of service or transmissions, or failures of performance of
MiltonPrime’s or its affiliate systems, regardless of cause, including, but not limited to, those
caused by hardware or software malfunction; regulatory action; acts of god; war, terrorism,
or our intentional acts. Customer recognizes that there may be delays or interruptions in the
use of our system, including, for example, those caused intentionally by MiltonPrime for
purposes of servicing the system. MiltonPrime does not guarantee that alternative trading
arrangements will be available at a particular time and MiltonPrime will not be held liable for
delays in entering an order.

 

19. Margin. MiltonPrime’s margin policies require that Customer’s Account be properly margined
at all times. Failure to meet margin requirements may result in the liquidation of any open
positions with a resultant loss. MiltonPrime reserves the right to liquidate all positions without
notice if an Account falls below Customer’s minimum margin requirement, in accordance with
MiltonPrime’s margin call policy.

 

20. Quoting errors. Should quoting errors occur, which may include, but are not limited to, a
mistype of a quote by MiltonPrime, a quote which is not representative of fair market prices,
an erroneous price quote from a MiltonPrime employee, such as but not limited to a wrong
big figure quote or an erroneous quote due to failure of hardware, software or
communication lines or systems and/or inaccurate external data feeds provided by third‐party
vendors, MiltonPrime will not be liable for the resulting errors in Account balances. The
foregoing list is not meant to be exhaustive and in the event of a quoting error, MiltonPrime
reserves the right to make the necessary corrections or adjustments on the Account involved.
In the event of a system error where interest is not charged or credited as scheduled,
MiltonPrime reserves the right to apply the missed interest to the Account at any time.

Should a quoting error occur (including responses to Customer requests), the Company is not
liable for any resulting errors in account balances and reserves the right to make necessary
corrections or adjustments to the relevant Account. Any dispute arising from such quoting
errors will be resolved on the basis of the fair market value, as determined by the Company
in its sole discretion and acting in good faith, of the relevant market at the time such an error
occurred. In cases where the prevailing market represents prices different from the prices the
Company has posted on our screen, the Company will attempt, on a best efforts basis, to
execute Transactions on or close to the prevailing market prices. These prevailing market
prices will be the prices, which are ultimately reflected on the Customer statements. This may
or may not adversely affect the Customer’s realized and unrealized gains and losses.

 

21. Third‐Party Authority. In the event that Customer grants trading authority or control over
Customer’s Account to a third‐ party trading advisor, such as a Money Manager, whether on
a discretionary or non‐discretionary basis, MiltonPrime shall in no way be responsible for
reviewing Customer’s choice of such trading advisor, or for making any recommendations
with respect thereto. MiltonPrime makes no representations or warranties concerning any
trading advisor; MiltonPrime shall not be responsible for any loss to Customer occasioned by
the actions of the trading advisor; and MiltonPrime does not, by implication or otherwise,
endorse or approve of the operating methods of any trading advisor. If Customer gives a
Money Manager authority to exercise any rights over Customer’s Account, Customer does so
at Customer’s own risk. Customer should regularly review the activity in Customer’s Account
to ensure that Customer approves of the transactions placed on Customer’s behalf by
Customer’s Money Manager.

 

22. Disclosure Regarding Bankruptcy Protections. The transactions Customer is entering into
with MiltonPrime are not traded on an exchange. Therefore, Customer’s funds may not
receive the same protections as funds used to margin or guarantee exchange‐ traded futures
and options contracts, which receive a priority in bankruptcy. Since that same priority has not
been given to funds used for off‐exchange Forex trading, if MiltonPrime becomes insolvent
and Customer has a claim for amounts deposited or profits earned on transactions with
MiltonPrime, Customer’s claim may not receive a priority. Without a priority, Customer is a
general creditor and Customer’s claim will be paid, along with the claims of other general
creditors, from any monies still available after priority claims are paid. Even customer funds
that MiltonPrime keeps separate from its own operating funds may not be safe from the
claims of other general and priority creditors.

 

23. Volatile Market Conditions. Trading at times of extraordinarily volatile market conditions, e.g.
key news announcements may expose the Customer to additional risks, including the risk that
the Customer may not get the price him or her requests. MiltonPrime cannot and does not
guarantee its prices in times of extraordinary market volatility.’

In other words, Markets can be highly volatile. A Products value may fluctuate rapidly at times
of extraordinarily volatile market conditions. Such conditions are often unforeseeable and are
not controlled by you or MiltonPrime.

 

24. Simulated Conditions. Simulated conditions may differ from real conditions. Therefore,
Customers who trade on demo Accounts should not necessarily expect the same results from
live trading.

 

25. Referring Parties. IF YOU WERE REFERRED TO MiltonPrime BY AN INTRODUCING BROKER,
REFERRING PARTY OR THIRD‐PARTY ADVISOR (EACH, AN “IB”), PLEASE BE ADVISED THAT
MiltonPrime AND YOUR IB ARE WHOLLY SEPARATE AND INDEPENDENT FROM ONE ANOTHER
AND THERE EXISTS NO JOINT VENTURE OR PARTNERSHIP RELATIONSHIPBETWEEN THE
PARTIES. ADDITIONALLY, NEITHER IB NOR ANY OTHER EMPLOYEE OR AGENT OF IB IS AN
AGENT OR EMPLOYEE OF MiltonPrime.

a. MiltonPrime does not control, and cannot endorse or vouch for the accuracy or
completeness of any information or advice Customer may have received or may receive
in the future from Customer’s IB or from any other person not employed by MiltonPrime
regarding Forex trading or the risks involved in such trading.
b. MiltonPrime provides risk disclosure information to all new Customers when they open
Accounts. Customer should read that information carefully, and should not rely on any
information to the contrary from any other source.
c. Customer acknowledges that no promises have been made by MiltonPrime or any
individual associated with MiltonPrime regarding future profits or losses in Customer’s
Account. Customer understands that Forex trading is very risky, and that many people
lose money trading.
d. If an IB or any other third party provides Customer with information or advice regarding
Forex trading, MiltonPrime shall in no way be responsible for any loss to Customer
resulting from Customer’s use of such information or advice.
e. To the extent Customer has previously been led to believe or believes that utilizing any
third party trading system, course, program, research or recommendations provided by
IB or any other third party will result in trading profits, Customer hereby acknowledges,
agrees and understands that all Forex trading, including trading done pursuant to a
system, course, program, research or recommendations of IB or another third party
involves a substantial risk of loss. In addition, Customer hereby acknowledges, agrees and
understands that the use of a trading system, course, program, research or
recommendations of IB or another third party will not necessarily result in profits, or will
avoid losses or limit losses.
f. Because the risk factor is high in foreign currency trading, only genuine risk capital should
be used in such trading. If Customer does not have capital which the Customer can afford
to lose, Customer should not trade in the foreign currency markets.
g. Customer understands and acknowledges that MiltonPrime may compensate Customer’s
IB for introducing Customer to MiltonPrime and that such compensation may be on a per‐
trade basis or other basis.
h. Customer understands and agrees that if Customer’s Account with MiltonPrime is
introduced by an IB, that IB shall have limited access to information regarding Customer’s
MiltonPrime Account, but the IB shall not have the right to enter into any trades on
Customer’s MiltonPrime Account unless authorized by Customer under a power of
attorney between Customer and IB granting such IB the right to trade on Customer’s
Account.
i. Customer understands and acknowledges that Customer may have only one IB, a party
that originally referred Customer to MiltonPrime.
j. Customer may terminate Customer’s relationship with an IB by providing written notice
to MiltonPrime. Customer understands and acknowledges that Customer can not be
considered the client of any other IB. Should you have any questions regarding the risks
of trading in foreign currency; please contact your Account representative.

Download PDF

TERMS AND CONDITIONS

Customer agreement (“Agreement”) is entered into and between Holiway Global Ltd, a
Company regulated as Security Dealer by the Seychelles Financial Services Authority under
license number SD040, hereinafter (“Milton Prime”) with registered office at CT House,
Office 9D, Providence, Mahe, Seychelles and the undersigned individual or legal entity,
including corporation, limited liability company, trust or partnership, as applicable,
hereinafter (“Customer”) that wants to open a Customer Account (“Account”) with
MiltonPrime.

In consideration of MiltonPrime’s agreement to carry one or more Accounts of the Customer
and provide services to the Customer in connection with the purchase and sale of over‐the‐
counter foreign currency exchange, CFD, or other derivatives contracts (“FX”), the Customer
agrees as follows:

A. TRADING

 

1. AUTHORIZATION TO TRADE

Subject to the terms and conditions of this Agreement and acceptance of the Customer’s
application to open an Account with MiltonPrime, the Customer hereby authorizes
MiltonPrime to maintain one or more Accounts in the Customer’s name and engage in FX
transactions for Customer’s Account in accordance with oral, written or electronic
instructions by the Customer and its authorized officers, partners, principals, employees or
other agents (“Representatives”). The Customer will bear the risk of all unauthorized
instructions by its Representatives and will indemnify and hold MiltonPrime harmless from
all claims, liabilities, losses, damages, fees, costs and expenses relating to or arising from
MiltonPrime’s reliance on such instructions, including any improper, unauthorized or
fraudulent instructions by the Representatives, except in cases of gross negligence or willful
misconduct by MiltonPrime. Unless expressly stated otherwise in writing, all transactions
entered into between MiltonPrime and Customer shall be governed by the terms and
conditions of this Agreement, as amended from time to time (including, without limitation,
MiltonPrime’s Disclosures and Trading Policies and Procedures). Finally, I confirm that I am
aged 18 years or over and that the information provided by me in this application is accurate
and correct.

B. ACCOUNTS

 

1. ACCOUNT APPROVALS AND MAINTENANCE.

MiltonPrime may reject Customer’s application or close Customer’s Account for any reason,
at MiltonPrime’s sole and absolute discretion. MiltonPrime may require Customer to provide
MiltonPrime with additional information or documentation in order for MiltonPrime to
continue carrying Customer’s Account. Customer acknowledges that MiltonPrime may, at any
time in its sole and absolute discretion, restrict trading, disbursements or transfers.
MiltonPrime may amend, change, revise, add or modify the Agreement at any time. The most
current Agreement will be posted to MiltonPrime’s Web
site https://Miltonprime.com/ Customer understands that this Agreement cannot be
modified by any verbal statements or written amendments that Customer seeks to make to
the Agreement without written acceptance from the General Counsel of MiltonPrime.
Customer acknowledges and agrees that Accounts are segregated in the MiltonPrime’s books
and records only, and Customer’s funds are not FDIC‐insured and are deposited with a
liquidity provider selected by MiltonPrime in its sole discretion.

 

2. JOINT ACCOUNT OWNERS.

If this Account is held by more than one (1) person, all of the joint holders agree to be jointly
and severally liable for the obligations assumed in this Agreement. If this Account is held in
trust, joint ownership, or partnership, the undersigned hereby agrees to indemnify, defend
and hold harmless MiltonPrime for any losses resulting from breach of any fiduciary duty of
the undersigned to the other holders and beneficiaries of this Account. Further, any one or
more of the joint owners shall have full authority for the Account and risk of the Account
owners, to buy, sell, and trade in transactions of foreign currencies or off‐ exchange options,
to deposit with and withdraw from MiltonPrime, currencies, securities, negotiable
instruments, and other property, including withdrawals to or for the individual use or Account
of the party directing the sale or of any other party, to receive and acquiesce in the
correctness of notices, confirmations, requests, demands and all other forms of
communications, and to settle, compromise, adjust, and give releases with respect to any and
all claims, demands, disputes, and controversies. Upon death or legal incapacity of any of the
undersigned, MiltonPrime is authorized to take such action in regard to the Account, as
MiltonPrime may deem advisable to protect itself against any liability, penalty or loss.
Customer agrees to notify MiltonPrime immediately upon the death or legal incapacity of any
joint owner. MiltonPrime may terminate this Agreement by written notice to any one of the
joint owners. In the event that MiltonPrime receives a notice of a dispute between or
conflicting instructions from joint account holders, MiltonPrime may, but is not required to,
place restrictions on the account, including restrictions on withdrawals or transfers from an
account, until MiltonPrime receives satisfactory documentations that the dispute has been
resolved or all joint account holders give MiltonPrime instructions.

 

3. INTEREST FREE ACCOUNT HOLDERS.

The undersigned account holder ratifies and confirms that he/she requires an Interest‐Free
Account in order to comply with Sharia law. Customer hereby consents and acknowledges
Company reserves the right to apply processing fees to Interest Free Accounts and shall
calculate and apply a profit or loss Adjustment to the Customer’s account using its posted
daily roll rates as the basis for calculation. Company shall calculate the profit or loss
Adjustment and debit or credit the Customer’s account at its own discretion without any prior
notice. It is also understood an Interest‐Free Account will be debited prior to the
disbursement of funds for every withdrawal request. MiltonPrime reserves the right to revoke
the Interest Free Trading account option and/or change the commission fee structure at any
time with or without notice.

 

4. MARGINS AND DEPOSIT REQUIREMENTS.

Customer shall provide and maintain margin in such amounts and in such forms as
MiltonPrime, in its sole discretion, may require. Customer agrees to deposit by immediate
wire transfer such additional margin when and as required by MiltonPrime, and will
immediately meet all Margin Calls in such mode of transmission as MiltonPrime shall, in its
sole discretion, designate. MiltonPrime may change margin requirements at any time without
prior notice. MiltonPrime retains the right to limit the amount and/or total number of open
positions that Customer may acquire or maintain at MiltonPrime. MiltonPrime reserves the
right to close any Customer positions at any time that it deems necessary. MiltonPrime shall
not be responsible for any loss or damage caused, directly or indirectly, by any events, actions
or omissions including but not limited to loss or damage resulting, directly or indirectly, from
any delays or inaccuracies in the transmission of orders and/or information due to a
breakdown in or failure of any transmission or communication facilities. For example, in
volatile market conditions a margin call may be delayed resulting in the possibility of a
negative usable margin; a margin call may occur even if positions are hedged, in the
jurisdictions where hedging is permitted by law, due to currency conversion rate volatility or
daily interest charges or credits.

 

5. ROLLOVERS.

MiltonPrime may, in its sole discretion and without notice to Customer, offset Customer’s
open positions, roll over Customer’s open positions into the next settlement time period, or
make or receive delivery on behalf of Customer upon any terms and by any methods deemed
reasonable by MiltonPrime, in its sole discretion. Terms and/or methods for delivering,
offsetting, or rolling over Customer’s open positions may differ on a customer‐by‐customer
basis, at MiltonPrime’s sole discretion. Any positions held in Customer’s Account at 17:00 EST
may be rolled over to the next settlement date and the Account may be debited or credited
for the interest differential for the rollover period.

 

6. SETTLEMENT DATE OFFSET INSTRUCTIONS.

Offset instructions on currency positions open prior to settlement arriving at settlement date
must be given to MiltonPrime at least one (1) business day prior to the settlement or value
day. Alternatively, sufficient funds to take delivery or the necessary delivery documents must
be in the possession of MiltonPrime within the same period described above. If neither
instructions, funds nor documents are received, MiltonPrime may without notice, either
offset Customer’s position or roll Customer’s positions into the next settlement time period
or make or receive delivery on behalf of Customer upon such terms and by such methods
deemed reasonable by MiltonPrime in its sole discretion.

 

7. LIQUIDATION OF ACCOUNTS.

In the event of: (a) death or judicial declaration of incompetence of Customer or, in the case
of a legal entity, its dissolution or liquidation; (b) 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; (c) filing of an attachment against any of Customer’s Accounts carried
by MiltonPrime; (d) insufficient margin, or MiltonPrime’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; (e) Customer’s failure to provide MiltonPrime any
information requested pursuant to this Agreement; or (f) any other circumstances or
developments that MiltonPrime deems appropriate for its protection, and in MiltonPrime’s
sole discretion, it may take one or more, or any portion of, the following actions: (1) sell any
or purchase any or all FX contracts, securities or other property held or carried for Customer;
and (2) cancel any or all outstanding orders or contracts, or any other commitments made
with Customer. 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 Customer,
Customer’s personal or appointed representatives, heirs, executors, administrators, trustees,
legatees or assigns and regardless of whether the ownership interest shall be solely
Customer’s or held jointly with others.

 

8. MANAGED ACCOUNTS.

With regard to managed Accounts, a money manager (“Money Manager”) is a person or
entity authorized to make decisions with respect to an Account on behalf of the Account’s
beneficial owners, including a trustee, custodian, conservator, guardian, executor,
administrator, attorney‐in‐fact, or investment advisor or other person to whom Customer has
granted trading authority over an Account. Customer understands and agrees that
MiltonPrime may, but is not required to, review any action or inaction by a Money Manager
with respect to an Account and is not responsible for determining whether a Money
Manager’s action or inaction satisfies the standard of care applicable to such Money
Manager’s handling of the Account. Customer further understands and agrees that
MiltonPrime is not responsible for determining the validity of a person’s or entity’s status or
capacity to serve as a Money Manager. Customer agrees to hold MiltonPrime and its officers,
directors, employees, agents and affiliates harmless from any liability, claim, or expense,
including attorneys’ fees and disbursements, as incurred, for the actions or non‐actions of
Customer’s Money Manager.

C. CUSTOMER REPRESENTATIONS

 

1. GENERAL REPRESENTATIONS AND WARRANTIES.

 

Customer represents and warrants that:

a) Customer is of sound mind, legal age and legal competence;
b) Customer (if not a natural person) is duly organized and validly existing under the
applicable laws of the jurisdiction of its organization;
c) Execution and delivery of this Agreement and all transactions contemplated
hereunder have been duly authorized by Customer and will not violate any statute,
rule, regulation, ordinance, charter, by‐law or policy applicable to Customer;
d) Each person executing and delivering this Agreement has been duly authorized by
Customer to do so;
e) No person other than the Customer has or will have an interest in Customer’s Account;
f) Regardless of any subsequent determination to the contrary, Customer is suitable to
trade FX,
g) 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 that trades
the same instruments as those offered by MiltonPrime, and in the event that
Customer becomes so employed, Customer will promptly notify MiltonPrime via e‐
mail of such employment;
h) Customer has read and understands the Risk Disclosure Statement, Arbitration
Agreement and Trading Policies contained in this Agreement;
raised short term interest rates to over 20% to dissuade currency speculators from selling
Sterling against other currencies when the Pound Sterling came under pressure by
speculators. In this situation, those who were short STG and long US Dollars were forced to
rollover their spot positions at a large debit from one spot settlement date to the next. By
doing so the Bank of England was attempting to dissuade currency speculators from selling
STG over spot and rolling over the position from one day to the next. The action was intended
to force those who were short STG, to cover their positions before the end of the day forcing
an underlying bid into the currency. Year‐end and quarter‐end periods can also cause unusual
spikes in short‐ term interest rates that may cause temporary spikes in rollover debits and
credits. Customers acknowledge that there exists a rollover risk to currency positions.
MiltonPrime will display the rollover debits or credits for the respective currencies’ pairs in
the MiltonPrime application and automatically update Customer Reports to reflect the cash
flow. MiltonPrime reserves the right to change the credits or debits at its sole discretion if the
original amounts are in wrong due to an error or omission.

7. Sweep rates for currency balances other than USD are determined by MiltonPrime and
may be independent of prices found elsewhere in the Interbank market.
Profits that are calculated in a foreign currency are “swept” into dollars when the open
positions are closed and the Profit and Loss realized. For example, if a Customer buys one (1)
lot of USD/JPY at 115.00 and sells the same one (1) lot at 116.00, the realized profit on the
transaction would be:

Since the realized profit is in Yen, the amount must be swept into US dollars by selling Yen
and buying USD. If the exchange rate for the USD/JPY exchange rate is 116.05, the 100,000
Yen are converted and swept into USD at 116.05 creating a USD realized profit of $861.70
(100,000 / 116.05 = $861.70). When trading in currencies where the secondary currency is
USD (i.e., EUR/USD and GBP/USD), the realized profit and loss is already stated in USD. As a
result, the Profit or Loss does not have to be swept. There is No Guarantee of Profit from
Trading with MiltonPrime: Customer acknowledges that neither MiltonPrime nor any of its
representatives guarantees to the Customer that they will profit from trading or investing in
FX. Customer further acknowledges that they could sustain the loss of their entire Risk Capital
deposited in their Account and are financially able to withstand any losses incurred.

8. There is No Guarantee that MiltonPrime will be able to execute stop loss orders, limit
orders or OCO Orders at the Customer Entered Price.
Customer acknowledges and agrees that there may be market, liquidity or other conditions
that will prevent MiltonPrime from executing Customers specific Stop Loss Orders, Limit
Orders or OCO Orders at the Customer designated price. In some cases the orders will be
executed at prices that are less favorable to the price entered and desired by the Customer.
The Customer acknowledges and agrees that they are still responsible for trades executed at
levels different from their orders and that MiltonPrime is not liable for failure to do so.

9. There is technology risk inherent in trading online or via a software application.
Although MiltonPrime has invested a lot of resources developing, testing, configuring and
integrating the Trading Platform and other relevant software and hardware, the Customer
acknowledges and agrees that MiltonPrime does not guarantee that the Customer will be able
to successful execute transaction, monitor their positions, or perform other essential tasks of
MiltonPrime while using the public Internet and other technology from MiltonPrime or from
third party vendors known or not known for which MiltonPrime may rely on. MiltonPrime
cannot control, without limitation, the routing, Internet connectivity, reliability of customer
or MiltonPrime equipment, network connections or any other technology hardware
malfunction caused by MiltonPrime hardware, hardware and connectivity that makes up the
public Internet, or hardware at the Customers location. Nor does MiltonPrime guarantee,
although all effort has been made to the contrary, that the Trading Platform and Associated
Back Office and Broker Software Interfaces nor any other code or application including but
not limited to the interface with MiltonPrime liquidity provider(s) or the interface with the
escrow Account institution or other technology application that would come under the
heading software, are error‐free and would not lead to communications problems, computer
software or hardware breakdowns, malfunctioning errors, and any and all problems or
glitches associated with computer problems or any other technical cause or causes . Customer
acknowledges and agrees that MiltonPrime provides Trading Platform and Associated Back
Office and Broker Software Interfaces “as is,” without any warranties of merchantability,
fitness for a particular purpose, or other express or implied warranties.

 

10. PAYMENTS AND REFUND POLICY

MiltonPrime and all its sites use several Merchant Solutions (“Merchant Solutions”) for online
payment, order processing, order delivery, and other merchant solutions. Billing occurs at the
time of or shortly after your transaction. If a credit card is being used for a transaction,
MiltonPrime may obtain preapproval for an amount up to the amount of the order. You agree
that you will pay for all products you purchase through the Merchant Solutions, and that
MiltonPrime may charge your credit card for any products purchased.

All sales of products are final. Fees paid for products and services are non‐refundable. Prices
for products offered via the Merchant Solutions may change at any time, and the Merchant
Solutions does not provide price protection or refunds in the event of a price reduction or
promotional offering.

If a product becomes unavailable following a transaction but prior to download, your sole
remedy is a refund. If technical problems prevent or unreasonably delay delivery of your
product, your exclusive and sole remedy is either replacement or refund of the price paid, as
determined by MiltonPrime.

 

11. PAYMENT AGENT

 

MFSC HOLDINGS LIMITED, a company incorporated under the laws of Cyprus with incorporation
number ΗΕ 406018 and registered address at 30 Tempon, Engomi, 2408, Nicosia, Cyprus, is the
Payment Agent of Holiway Global Ltd. The Payment Agent is a related party which has a service
agreement with Holiway Global Ltd to provide the below services:

a. Act as a Payment Agent of The Company;

b. Enter into a business relationship or execute agreements with third parties such as payment
providers, E-Wallet companies for the purpose of processing or facilitating transactions on
behalf of The Company;

c. Shall receive settlements of transactions by counter-parties such as payment services
providers or receive payments from these counterparties on behalf of The Company

d. The transactions and funds remittance will be done through the payment provider to the bank
account of the Service Provider. Subsequently, the Service Provider undertakes to transfer the
funds to The Company’s bank account(s).

Clients are engaging directly with Holiway Global Ltd, and their rights are not being affected as
a result of this agreement. The general Terms Conditions the Client has consented to remain
unaffected. It is the responsibility of Holiway Global Ltd to safeguard Clients’ funds and to
manage payments to Clients and handle general complaints. Clients must submit such
complaints directly to Holiway Global Ltd.

Download PDF

HOLIWAY GLOBAL LTD

Holiway Global Ltd (hereafter the “Company”) is a limited liability company incorporated and
registered under the laws of Seychelles, with Company number 8425062-1 and a registered
address at 2nd Floor, 9A Building- CT House, Providence, Mahe, Seychelles. The Company is
authorized and regulated by the Financial Services Authority in Seychelles (“FSA”) under the
license number [to be added] for the provision of the investment services specified in this Client
Service Agreement (hereafter the “Agreement”).

The Client is requested to read the Agreement and make sure it understands the following terms
prior accepting the Agreement and use the Company’s services.

Scope and Application: This Agreement governs the relationship between the Client and the
Company and is electronically executed. The Client is required to accept these terms provided
that it has read and agrees with the terms of the Agreement by checking and/or clicking the
respective acceptance checkbox during the Online Account Opening Procedure which is further
explained below.

For the avoidance of any doubt, this Agreement has the same legal effect and confers the same
legal rights upon the parties as if it had been signed. The Client hereby acknowledges and agrees
that by completing and submitting the account opening documentation forms of the Company fully
agrees to be abide by and bound by the terms set out in this Agreement.
Definitions

1. “Account” shall mean a trading account maintained by the Client with the Company;

2. “Applicable Regulations” means the rules of any relevant regulatory authority, the rules
of any relevant exchange, and all other applicable laws and rules in force from time to time
including among others the Securities Act 2007 as amended, the Securities (Contact of
Business) Regulations 2008, the Securities (Financial Statements) Regulations 2008, the
Securities (Advertisements) Regulations 2008, the Securities (Forms and Fees)
Regulations 2008,the Anti-Money Laundering Act of 2006 as amended and the Prevention
of Terrorism Act 2004 etc.

3. “Authorised Third Party-Representative” shall mean an individual person or legal entity
undertaking a transaction on behalf of another individual person i.e. the Client or legal
entity but in his/its own name;

4. “Company’s Website” shall mean the Company’s Website [website link to be added
once operational]

5. “CFD Contract” or “CFD” shall mean a contract which is a contract for difference by
reference to fluctuations in the price of the relevant security or index;

6. “Client” shall mean the individual person, legal entity or firm being a customer of Holiway
Global Ltd;

7. “Company” shall mean Holiway Global Ltd a limited liability company incorporated and
registered under the laws of Seychelles, with Company number 8425062-1. The Company
is authorized and regulated by the Financial Services Authority in Seychelles (“FSA”) with
License Number SD040, with registered address at 2nd Floor, 9A CT-House, Providence,
Mahe, Seychelles.

8. “Equity” shall mean the aggregate of (i) the Balance; and (ii) unrealized profit or loss on
open positions (after deduction of any Charges and the application of any Spread on
closing of a position);

9. “Financial Instruments” shall mean Contracts for Differences (CFD) on spot Forex, spot
precious metals, futures, shares or any other commodities available for trading;

10. “Margin” shall mean the necessary funds so as to open or maintain open positions in a
CFD Transaction;

11. “Margin Level” shall mean (Equity/ Margin) * 100; it determines the conditions of the
Client’s Account.

12. “MTF” means a multilateral system operated by an investment firm or market operator,
which brings together multiple third-party buying and selling interests in financial
instruments in the system, in accordance with non-discretionary rules, in a way that results
in a contract.

13. “Quote” shall mean the bid and ask prices at which a Financial Instrument can be bought
and sold;

14. “Underlying Asset” means property of any description (including a currency or currency
pair) or an index or other factor designated in a CFD Transaction to which reference is
made to fluctuations in the value or price for the purpose of determining profits or losses
under the CFD Transaction;

15. “Services” shall mean the services to be provided by the Company under this the
Agreement;

16. “Spread” means the difference between the lower bid price and higher offer price of a
quoted two-way price for a Financial Instrument;

17. “Regulated Market” shall mean a Regulated Market (RM) is a multilateral system that is
operated or managed by a market operator and that brings together or facilitates the
bringing together of multiple third-party buying and selling interests in financial instruments
within the system.

18. “Trading Platform” shall mean any online trading platform made available by the
Company under the Agreement;

1. Services

1.1 The Company shall carry on business as dealing in securities, whether acting as principal
or agent for the following:

a. To make or offer to make an agreement with another legal person to enter into or offer
to enter into an agreement, for or with a view to acquiring, disposing of, subscribing
for or underwriting securities or in any way that effects or causes to perform a
securities transaction.

b. Without limiting the generality of the above point, to cause any sale or disposition of
or other dealing or any solicitation in respect of securities for valuable consideration,
whether the terms of payment be on margin, instalment or otherwise or any attempt to
do any of the foregoing.

c. To participates as a securities dealer in any transaction in a security occurring upon a
securities exchange.

d. To receive as a securities dealer an order to buy or sell a security which is executed.

e. To manage a portfolio of securities for another Company on terms under which the
first mentioned Company may hold property of the other.

1.2 The services of paragraph 1.1 shall involve transactions in Financial Instruments not
admitted to trading in Regulated Markets or an MTF and are over the counter (“OTC”)
traded instruments such as CFDs or any other financial instruments or commodities.

2. Risk Disclosure & Acknowledgment

2.1 It is important for the Client to understand the risks involved before deciding to enter into
a trading relationship with the Company. If the Client chooses to enter into a trading
relationship with the Company, he should remain aware of the risks involved and be able
to have adequate financial resources to bear such risks.

2.2 The financial instruments offered by the Company are high-risk products that are traded
on margin and carry a risk of losing all Client’s initial deposit. This kind of products can
fluctuate significantly and present a high risk of capital loss, therefore these products may
not be appropriate or suitable for all clients and the Client should seek independent advice
should he is not able to understand the risks involved.

2.3 General Risks and Acknowledgements: The Client acknowledges, understands,
agrees and accepts the risks including but not limited:

a. The Company does not and cannot guarantee that funds deposited in the Client’s
Account for trading will not be lost as a result of the Client’s transactions.

b. The Client acknowledges that, regardless of any information which may be offered
by the Company, the value of any investment in Financial Instruments may
fluctuate downwards or upwards and it is even probable that the investment may
become of no value.

c. The Client acknowledges that he/she runs a great risk of incurring losses and
damages as a result of the purchase and/or sale of any Financial Instrument and
accepts that he/she is willing to undertake this risk.

d. The use of historical data does not constitute a binding or safe forecast as to the
corresponding future performance of the Financial Instruments to which the said
Information refers.

e. The Client is hereby advised that the transactions undertaken through the dealing
services of the Company may be of speculative nature. Large losses may occur in
a short period of time and may be equal to the total value of funds deposited with
the Company.

f. Some Financial Instruments may not become immediately liquid, for example, as
a result of reduced demand and the Client may not be in a position to sell them or
easily obtain information on the value of these Financial Instruments or the extent
of the associated risks.

g. When a Financial Instrument is traded in a currency other than the currency of the
Client’s country of residence, any changes in the exchange rates may have a
negative effect on its value, price and performance.

h. A Financial Instrument on foreign markets may entail risks different to the usual
risks of the markets in the Client’s country of residence. In some cases, these risks
may be greater. The prospect of profit or loss from transactions on foreign markets
is also affected by exchange rate fluctuations.

i. The Client should not purchase a Financial Instrument unless he/she is willing to
undertake the risks of losing entirely all the money which he has invested and also
any additional commissions and other expenses incurred.

j. Under certain market conditions (for example but not limited to the following
situations: force majeure event, technical failure, communications network failure,
poor or no liquidity, market news or announcements etc.) it may be difficult or
impossible to execute an order.

k. Should the Equity of the Client be insufficient to hold current positions open, the
Client may be called upon to deposit additional funds at short notice or reduce
exposure. Failure to do so within the required time may result in the liquidation of
positions at a loss and the Client will be liable for any resulting deficit.

l. Trading on-line, no matter how convenient or efficient, does not necessarily reduce
risks associated with currency trading.

m. There is a risk that the Client’s trades in Financial Instruments may be or become
subject to tax and/or any other stamp duty, for example, because of changes in
legislation or his/her personal circumstances. The Company does not warrant that
no tax and/or any other stamp duty will be payable. The Client should be
responsible for any taxes and/or any other duty which may accrue in respect of
his/her trades.

n. Before the Client begins to trade, he/she should obtain details of all commissions
and other charges for which the Client will be liable. If any changes are not
expressed in money terms (but for example a spread), the Client should ask for a
written explanation, including appropriate examples, to establish what such
charges are likely to mean in specific money terms.

o. The Company will not provide the Client with investment advice relating to
investments or possible transactions in investments or make investment
recommendations of any kind.

p. There may be situations, movements and/or conditions occurring at the weekend,
at the beginning of the week or intra-day after the release of the significant
macroeconomic figures, economic or political news that make currency markets to
open with price levels that substantially differ from previous prices. In this case,
there exists a significant risk that orders issued to protect open positions and open
new positions may be executed at prices significantly different from those
designated.

3. Account Opening Procedure

3.1 Before opening a new account, the Company provides to the Client via its Website or
through an email or in person with the required information regarding the Company and a
copy of this Agreement. After logging on the website of the Company, the Client will
complete and/or receive the application package which consists of the following: a)
account application form, b) relevant information/documents of the client, c) Client
Services Agreement.

3.2 The Company is obligated by the Applicable Regulations to perform KYC and due
diligence procedures in order to verify the identity of each person who registers online via
the Company’s Website. For this purpose, the Company will collect information about the
Client such as name, surname, address, telephone number, email, nationality, date of
birth and other details.

3.3 When the Company receives the Client’s completed online application form, it may use
the information to conduct any further enquiries about the Client as the Company
determines under the circumstances and its internal policies and procedures. The
Company also carries out additional checks or periodic reviews. The Client will need to
co-operate with the Company and supply the information requested promptly. The
Company relies on the information that it is provided by the Client in the online application
form or otherwise as being correct and not misleading at all times, unless you notify us
otherwise in writing. In particular, the Client must notify the Company as soon as possible
in writing if any of the details provided to us in your application form or if your
circumstances have subsequently changed.

3.4 The Company is not to be required (and may be unable under Applicable Regulations) to
accept a person as its Client until all documentation it requires has been received by
properly and fully completed by such person and all internal checks (including without
limitation all anti-money laundering customer identification and due diligence checks) have
been duly satisfied. It is further understood that Company reserves the right to impose
additional due diligence requirements to accept Clients residing in certain countries where
the risk of money laundering may be higher. During the customer identification and due
diligence checks the Company shall apply processes to verify the Client’s identity for which
(amongst other things) photo identification information will be required by the Client. In
certain circumstances we may require this information to be authenticated by an
appropriate third party. The Company requires as minimum a government issued Photo
identity documents such as a passport, driving license and/or identity card containing your
full name, personal photo, and date of birth, ID number and expiry date as well as evidence
of your residential address, such as a utility bill or bank statement, for the verification
process. The information in these documents should agree with the details submitted in
Client’s application.

3.5 The Company will assess the information received by the Client during the Account
Opening Procedure in order to determine whether the Client is eligible or not in investing
and/or operating a trading account with the Company. The Client’s trading account will be
opened following the assessment and completion of the KYC and due diligence procedure

4. Fees and Charges

 

4.1 The Client shall be required to pay the charges as agreed from time to time, any fees or
other charges imposed by third parties during the execution of the services. The
Company’s current charges including spreads, charges, interest and other fees are
published on the Company’s website and any alteration to charges will be notified to the
Client accordingly. By accepting this Agreement, the Client acknowledges that he has
read, understood and is in agreement with the fees and charges uploaded on the
Company’s website. The Client further agrees that the Company is entitled to change its
charges without any consultation or prior consent from the Client.

 

4.2 The Company is compensated for its services through the Buy/Sell (Ask/Bid) spread, so
when you open a position in a specific instrument, you essentially “pay” the spread. The
spread rates per instrument can be viewed by the Client at any time on the Company’s
website.

 

4.3 Subject to the Financial Instruments traded by the Client, the following charges may be
incurred:

Spread
A spread is the difference between the bid (buy) and the ask (sell) price on the specific
instrument you trade. This cost is realised every time the Client opens and closes a trade.
Commission (applicable only to CFDs on futures and CFDs on shares)
This is the commission the Client pays when he buys and sells a Financial Instrument.

Currency conversion
This is the cost incurred when converting realised profits and losses as well as any costs
and charges that are denominated in a currency other than the base currency of the
Client’s Account.

Overnight Funding /Swap (Financing Fee)
This is the swap cost for keeping your position open overnight. The swap cost can be
positive or negative depending of the instrument to be traded. An overnight funding
amount is either added to or subtracted from the Client’s account when holding a position
after a certain time.

Trading inactivity
The Client’s account is associated with the cost of maintenance and other regulatory or
compliance requirements so if there are no transactions by the Client for a period of 6
months, the Company has the right to claim the applicable inactivity fee as notified to the
Client from time to time and the Company may deduct such fee from the Client’s Account.
The inactivity fee will be up to USD 10.

4.4 All payments to the Company under this Agreement shall be made in such currency as
the Company from time to time specify to the bank account designated by the Company
for such purposes.

4.5 The Company may share charges with third parties, like Introducing brokers or affiliates,
for services carried out on your behalf in the form of commission, mark-up, mark-down or
other remuneration. Details of such remuneration or sharing arrangements may be
available to the Client upon request.

5. Conflict of Interest

5.1 The Company will take all reasonable steps to identify and manage conflicts of interest
between itself, including its managers and employees or other relevant persons as well
as any person directly or indirectly linked to them by control, and their clients or between
one client and another, that arise in the course of providing any of the Services under this
Agreement, and to organize and control their internal affairs responsibly and effectively.

5.2 The Company will manage conflicts of interest fairly, between itself and its clients, between
itself and its employees and between its customers and to organise and control their
internal affairs responsibly and effectively in accordance with its Conflict of Interest
policy which is enclosed in this Agreement as Annex 1.

6. Inducements

6.1 The Company shall take reasonable steps to ensure that neither it nor any of its employees
or agents either offers or gives, or solicits or accepts, any inducement that is likely to
conflict with any duties owed to its clients.

6.2 The Company, may pay and/or receive fees/commission to/from third parties, provided
that these benefits are designed to enhance the quality of the offered service to the Client
and not impair compliance with the Company’ duty to act in the best interests of the Client.

7. Client Money and Transfer of funds

7.1 The Company ensures to promptly place any Client money segregated from the
Company’s own accounts and opened with an approved bank and/or a payment provider
that has been assessed by the Company and/or approved by the Company’s
Management. Any Client’s money shall be paid into a segregated client bank account
denoted as “Client” bank account.

7.2 Unless the Client notifies the Company in writing or otherwise, the Company may pass on
Client money or allow another person, such as an exchange, a clearing house or an
intermediate broker, to hold or control Client money where the Company transfers the
Client money (a) for the purposes of a transaction for the Client through or with that person;
or (b) to meet the Client’s obligations to provide collateral for a transaction (e.g. a margin requirement for a derivative transaction). By accepting this Agreement, the Client gives
his consent and authorizes the Company, where applicable, to transfer/hold his funds in
other parties or business partners i.e liquidity providers for settlement purposes. The
Company shall not be liable for the solvency, acts or omissions of any institution with which
Client money are held.

7.3 The third party to whom the Company will pass money may hold it in an omnibus account
and it may not be possible to separate it from the Client’s money, or the third party’s money
in which case the Client will not have any claim against a specific sum in a specific account
in the event of insolvency. The Company does not accept any liability or responsibility for
any resulting losses.

7.4 By entering into this Agreement, the Client agrees that the Company will not pay the Client
interest on Client money or any other unencumbered funds.

7.5 Any amounts transferred by the Client to the Client’s bank account will be deposited in the
Client’s Account at the “value date” of the received payment and net of any
deduction/charges by the Client’s bank account providers. In case the Client’s account
reaches a stop-out during the processing period of the deposit, the Company bears no
responsibility for any losses suffered.

7.6 The Company acts in accordance with international anti-money laundering regulations
and local anti-money laundering rules thus the transfer of funds and transactions are done
based on these rules. For this purpose, Client’s withdrawals should be made using the
same method used by the Client to fund his Client Account and to the same remitter. The
Company reserves the right to decline a withdrawal with a specific payment method and
will suggest another payment method where the Client needs to proceed with a new
withdrawal request, or request further documentation while processing the withdrawal
request. Where applicable, if the Company is not satisfied with any documentation
provided by the Client or if the company has reasonable grounds for suspecting that a
Client violates Applicable regulations, then the Company will reverse the withdrawal
transaction and deposit the amount back to the Client’s Account and the Client will suffer
the relevant Client’s bank account provider’s charges.

7.7 By accepting this Agreement, the Client gives his consent and authorizes the Company to
make deposits and withdrawals from the Client’s bank account on the Client’s behalf,
including but not limited to, the settlement of transactions performed by or on behalf of the
Client, for payment of all amounts due by or on behalf of the Client to the Company or any
other person.

7.8 The Client acknowledges that in case where a Client’s bank account is frozen for any
given period and for any given reason the Company assumes no responsibility and
Client’s funds will also be frozen.

 

8. Client’s Orders/Instructions & Execution of Orders

 

8.1 Execution of Orders: It is the Company’s approach to take all sufficient steps to obtain
the best possible result on behalf of its Clients when executing Client orders on Financial
Instruments offered by the Company or receiving and transmitting orders for execution.
The Client understands and acknowledges that the Company will enter into transactions
with the Client either as principal (counterparty) or an agent. The Company will be the
contractual counterparty to the Client.

8.2 The Company, when executing orders, will obtain the best possible result for Clients,
taking into account factors like price, costs, speed, likelihood of execution and settlement,
size, market impact or any other consideration relevant to the execution of the order.
Where the Company executes an order on behalf of a Client, the best possible result shall
be determined in terms of the total consideration, representing the price of the financial
instrument and the costs relating to execution, which shall include all expenses incurred
by the Client which directly relate to the execution of the order.

8.3 For determining the importance of the execution factors indicated above, the following
criteria are also taken into account:

• The characteristics of the Client

• The characteristics of the Client order;

• The characteristics of Financial Instruments that are the subject of that order;

• The characteristics of the execution venues to which that order can be directed.

8.4 The Client understands and confirms that all orders received by the Company from the
Client are orders for execution outside a Regulated Market or MTF.

8.5 Client’s Orders/Instructions: Orders may be placed with the Company once the Client
gets access to the Company’s Trading Platform. The Company will be entitled to rely and
act on any Order placed on the Trading Platform without any further enquiry to the Client
and any such Orders will be binding upon the Client.

8.6 The Company’s Buy/ Sell prices for a given CFD are calculated by reference to the price
of the relevant Underlying Asset. Third party reputable external resources (i.e. feed
providers) obtain prices (Buy/Sell prices) of the Underlying Asset for a given CFD.The
Company then uses the prices given by the feed providers to calculate their own tradable
prices for a given CFD. The Company adjusts the Spread (i.e. the difference between the
Buy/Sell prices), hence the prices it quotes to Clients compared to the prices it obtains
from third party external reference sources may differ, as they include a Spread
adjustment. The Company provides Quotes by taking into account the Underlying Asset
price. The Client acknowledges that such Quotes will be set by the Company at its
absolute discretion.

8.7 Orders can be placed, executed and changed or removed within the trading hours for each
CFD showed on the Company’s Website, as amended from the Company from time to
time and if they are not executed, they shall remain effective through the next trading
session (as applicable). The Company shall not be obliged to arrange for the execution of
the Client’s orders in respect of any CFD out of normal trading hours which appear on the
Company’s Website.

8.8 If any tradable instrument becomes subject to possible adjustments, the Company will
determine the appropriate adjustment, if any, to be made to the opening/closing price,
size, value and/or quantity of the corresponding transaction. The determination of any
adjustment or amendment to the opening/closing price, size, value and/or quantity of the
Transaction (and/or the level or size of any order) shall be at the Company’s sole
discretion and shall be conclusive and binding upon the Client. The Company shall inform
the Client of any adjustment or amendment via its internal mail as soon as is reasonably
practicable.

8.9 During the occurrence of a manifest error i.e. a manifest or obvious misquote by the
Company, or any market, liquidity provider or official price source on which the Company
has relied in connection with any transaction, having regard to the current market
conditions at the time an order is placed as the Company may reasonably determine, the
Company may amend the details of affected transactions to reflect what the Company
reasonably determines as correct and fair and/or declare any or all affected transactions
as void.

8.10 During periods of abnormal Market (Volatile) Conditions, during news announcements,
on opening gaps (trading session starts), or on possible gaps where the Reference Asset
has been suspended or restricted on a particular market, Buy/Sell Stop and Stop Loss
orders may not be filled at requested/declared price but instead at the next best available
price. In such case, Take Profit orders below/above Buy Stop/Sell Stop orders or Stop
Loss orders above/below Buy Stop/Sell Stop orders during activation will be removed.
The same applies when a trading strategy is deemed as abusive, because it is aiming
towards potential riskless profit or another strategy deemed by the Company to be
abusive. Accordingly, placing a Stop Loss order will not necessarily limit the Client’s
losses at the intended amount.

9. Margin/Leverage Level

9.1 The Margin/leverage levels applicable to the different products offered by the Company
can be found on the Company’s Website at https://miltonprime.com/forex/. If at any time
the Equity falls below a certain percentage of the required Margin, specified on the
Website, the Company has the right to close any or all of the Client’s open positions
without the Client’s consent or any prior written notice to him.

The Client is responsible to monitor its account balance and keep sufficient funds in its
Account in order for its open positions to remain unaffected. The Company shall have the right, but not the obligation, to start closing Client’s open positions starting from the most
unprofitable, when the Margin is less than 100% of the Margin requirement. In the case
where the Margin is equal to or less than 50% of the Margin requirement, then Client’s
positions shall be automatically closed, starting from the most unprofitable, at the
prevailing market price.

9.2 Margin or leverage Level may be set and varied without prior notice from time to time in
the Company’s sole and absolute discretion in order to cover any realised or unrealised
losses arising from or in connection with transactions, including subsequent variation of
any Margin rates set at the time transactions are opened. The Client can request to
change his account leverage at any time by contacting the Company.

9.3 On every Friday and between the hours of 21:00 till 24:00 and occasionally before the
release of major economic news, the Company may maintain a maximum leverage on
remaining instruments other than FX for any new positions opened during such period
which such requirement, if any, will be disclosed in the Company’s website.

 

10. Rollovers

miltonprime may, in its sole discretion and without notice to Customer, offset Customer’s open
positions, roll over Customer’s open positions into the next settlement time period, or make or
receive delivery on behalf of Customer upon any terms and by any methods deemed
reasonable by miltonprime, in its sole discretion. Terms and/or methods for delivering,
offsetting, or rolling over Customer’s open positions may differ on a customer-by-customer
basis, at miltonprime’s sole discretion. Any positions held in Customer’s Account at 17:00 EST
may be rolled over to the next settlement date and the Account may be debited or credited for
the interest differential for the rollover period.

 

11. Settlement Date Offset Instructions

Offset instructions on currency positions open prior to settlement arriving at settlement date
must be given to miltonprime at least one (1) business day prior to the settlement or value
day. Alternatively, sufficient funds to take delivery or the necessary delivery documents must
be in the possession of miltonprime within the same period described above. If neither
instructions, funds nor documents are received, miltonprime may without notice, either offset
Customer’s position or roll Customer’s positions into the next settlement time period or make
or receive delivery on behalf of Customer upon such terms and by such methods deemed
reasonable by miltonprime in its sole discretion.

12. Managed Accounts

With regard to managed Accounts, a money manager (“Money Manager”) is a person or entity
authorized to make decisions with respect to an Account on behalf of the Account’s beneficial
owners, including a trustee, custodian, conservator, guardian, executor, administrator,
attorney-in-fact, or investment advisor or other person to whom Customer has granted trading
authority over an Account. Customer understands and agrees that miltonprime may, but is not
required to, review any action or inaction by a Money Manager with respect to an Account and is not responsible for determining whether a Money Manager’s action or inaction satisfies the
standard of care applicable to such Money Manager’s handling of the Account. Customer
further understands and agrees that miltonprime is not responsible for determining the validity
of a person’s or entity’s status or capacity to serve as a Money Manager. Customer agrees to
hold miltonprime and its officers, directors, employees, agents and affiliates harmless from
any liability, claim, or expense, including attorneys’ fees and disbursements, as incurred, for
the actions or non-actions of Customer’s Money Manager.

13. Decline of Client’s Orders and Instructions

13.1 The Company is entitled to decline or refuse to transmit or arrange for the execution of
any order in any of the following cases as applicable:

a. under abnormal market conditions;

b. If the Client’s free Margin is less than the required Margin or there are no available
cleared funds deposited in the Client Account to pay all the charges of the
particular order;

c. it is impossible to proceed with an order regarding the size or price or the proposed
Transaction is of such a size (too small or too large), that the Company does not
wish to accept that order or the Company believes that it will not be able to hedge
the proposed transaction or it is impossible for the order to be executed due to
condition of the relevant market;

d. where the Company suspects that the Client is engaged in money laundering
activities or terrorist financing or other criminal acts;

e. in consequence of request of regulatory or supervisory authorities or a court order;

f. where the legality or genuineness of the order is under doubt;

g. there is absence of essential detail of the order or the order is not clear or has
more than one interpretation;

h. a Quote is not obtained from the Company or the Quote obtained by the Company
is an indicative Quote or the Quote is the result of manifest error or Quote is an
error Quote;

i. internet connection or communications are disrupted;

j. a Force Majeure Event has occurred;

k. the Company has sent a notice of termination of this Agreement to the Client;

l. the Client has failed to meet the minimum Margin requirement;

14. Transaction Settlements and Confirmations

14.1 The Company will proceed with transaction settlements upon execution, in accordance
with the normal practice for the Financial Instrument or the relevant market rules. The
Company will provide the Client with an online access to his Client Account via the
Trading Platform, which will provide him with sufficient information on among others
order(s) status.

14.2 The Client understands that transaction confirmations are available via the Trading
Platform and he will be able to access account information through the Trading Platform.

Through the Trading Platform the Client may view its balance as well as all of its account
activity. The Client will also be able to generate daily, monthly and yearly reports of
account activity as well as a report of each executed trade. Updated account information
will be available no later than 24 hours after any activity takes place on the Client’s
Account. At all times, Client’s account information will include, and is not limited to, trade
confirmations with ticket numbers, purchase and sales rates, Margin, amount available
for trading as well as current open and pending positions.

15. Trading Platform usage

15.1 The Client shall enter his user ID and password (“Codes”) registered during the online
account opening procedure when logging on to the Company’s Trading Platform. The
Client should notify the Company without undue delay on becoming aware of
unauthorized use of the Trading Platform, or if the Client suspects that the password has
been misappropriated by a third party.

15.2 The Client shall take all necessary precautions to ensure the confidentiality of all
information, including, but not limited to, the Codes to the electronic systems,
Transaction activities, account balances, as well as all other information and all orders.
The Client shall be solely responsible for all orders and the accuracy of all information
sent via the internet using its Codes. The Client acknowledges that the Company bears
no responsibility in the case that the Codes are used in an unauthorized manner by any
third party.

15.3 The Company shall not be responsible for losses resulting from the Client’s installation
and use of the computer programs used on the Trading Platform, unless such liability
follows from indispensable rules of law. Where the Trading Platform is used by the Client,
it shall be responsible for ensuring that the Trading Platform is adequately insured
against direct and indirect losses which may result from the installation and use of the
computer programs in the Client’s computer system. Furthermore, the Client shall be
obliged to make backup copies of data which, should such data be lost, might result in
losses for the Client.

15.4 When using the Company’s platform, the Client shall:

• run such tests and provide such information to us as we shall reasonably consider
necessary to establish

• ensure that the system and/or hardware equipment used by the Client satisfies the
requirements notified by us to you from time to time;

• carry out virus checks on a regular basis;

• inform us immediately of any unauthorized access to its system or instruction which
the Client know of or suspect and, if within its control, cause such unauthorized use
to cease; and

• not at any time leave the terminal from which the Client have accessed the trading
platform or let anyone else use the terminal until he has logged off the trading
platform.

15.5 To the extent permitted by Applicable Regulations, the Company shall not be liable for:

a. any loss, expense, cost or liability (including consequential loss) suffered or
incurred by the Client as a result of instructions being given, or any other
communication being made via the internet or other electronic media; the Client
shall be solely responsible for all orders, and for the accuracy of all information,
sent via such electronic media; and

b. any loss or damage that may be caused to any equipment or software due to any
viruses, defects or malfunctions in connection with the access to, or use of, the
electronic systems.

15.6 If the Client wants to use a third party software application to provide trading signals or
advice or other trading assistance like an “expert advisor” or a hosting environment
allowing for real-time access to the Client’s Account, the Company and its third party
suppliers or licensors make no warranties or representations of any kind, whether
expressed or implied for the service it is providing. The Company and its third party
suppliers or licensors also disclaim any warranty of merchantability or fitness for any
particular purpose and will not be responsible for any damages that may be suffered by
the Client, including loss of funds, data, non-deliveries or service interruptions by any
cause or errors or omissions by the Client. The Client’s use of any information obtained
by way of an expert advisor used in conjunction with a hosting environment or otherwise
is at the Client’s own risk, and the Company and its third party suppliers specifically
disclaim any responsibility for the accuracy or quality of information obtained through its
services. Connection speed represents the speed of an end-to-end connection. The
Company and its third party suppliers or licensors do not represent or guarantee the
speed or availability of end-to-end connections. The Company and its third party
suppliers or licensors shall not be subject to any damages or liability for any errors,
omissions or delays therein including unavailability. The licensed products and all
components thereof are provided on an “as is” basis and are separate and distinct from
the services provided under this Agreement. Where the Company believes that a Client
is using additional functionalities /plug-ins where it affects the reliability and/or smooth
and/or orderly operation of the electronic systems the Company has the right to suspend
or terminate the Client’s Account.

15.7 The Company makes every effort to deliver high quality products. However, we do not
guarantee that our products are free from defects. Our software is provided “as is” and
the Client uses the web platform at his own risk. The Company makes no warranties as
to performance, fitness for a particular purpose, or any other warranties whether
expressed or implied. No oral or written communication from or information provided by
the Company shall create a warranty. Under no circumstances shall the Company be liable for direct, indirect, special, incidental, or consequential damages resulting from the
use, misuse, or inability to use this software, even if the Company has been advised of
the possibility of such damages.

15.8 The Client understands that the use of the Trading Platform including each Transaction
the Client complete thereto will not violate any law, ordinance, charter, by-law or rule
applicable to him or any agreement by which the Client is bound or by which any of the
Client’s assets are affected;

16. Market Abuse

16.1 The Client acknowledges that he will not enter into any transaction which falls within the
definition of market abuses of Seychelles Securities Act 2007 as amended. This rule
applies to all forms of market abuse such as insider trading (an abusive exploitation of
privileged confidential information), the misuse of information and directors trading in
shares of their own companies;

16.2 If the Company suspects or has reasonable grounds to believe that the Client has been
engaged into an abusive behavior as indicated above the Company reserves the rights
to void and/or cancel part or all Client’s abusive trading transactions, close all and any
of the Client’s trading accounts and terminate this Agreement under s.21.

17. Third Party Authorisation

17.1 The Client has the right to use a power of attorney to authorise a third person
“Representative” to act on behalf of the Client in all business relationships with the
Company as defined in this Agreement. The power of attorney should be provided to the
Company accompanied by all identification documents of the representative and/or any
other documentation requested by the Company. If there is no expiry date, the power of
attorney will be considered valid until the written termination by the Client.

17.2 The Client further ratifies and accepts full responsibility and liability for all instructions
given to the Company by the Representative (and for all transactions that may be entered
into as a result) and will indemnify (fully compensate or reimburse) the Company and
keep the Company indemnified against any loss, damage or expense incurred as a result
of acting on such instructions. This indemnity shall be effective irrespective of the
circumstances giving rise to such loss, damage or expense, and irrespective of any
knowledge, acts or omissions of the Company in relation to any other account held by
any other person or body with the Company.

17.3 The Client agrees to further indemnify the Company (fully compensate and reimburse)
for any loss, damage or expense incurred as a result of the Company acting on
instructions of the Representative outside the scope of the Representative authority or
the Representative’s breach of any term of their appointment.

 

18. Introducing Brokers and Affiliates

18.1 The Client may have been recommended by an introducing broker or an affiliate based
on a written agreement with the Company subject to the Applicable regulations.

18.2 The Company may pay a fee/commission to introducing brokers and/or affiliates based
on a written agreement. The Company has the obligation and undertakes to disclose to
the Client, upon his request, further details regarding the amount of fees/commission or
any other remuneration paid by the Company to introducing brokers or affiliates.

18.3 The Company shall not be liable for any type of agreement that may exist between the
Client and the introducing broker or affiliate or for any additional costs as a result of this
Agreement.

18.4 The Client acknowledges that the introducing broker or affiliate is not a representative of
the Company.

19. Privacy and Data Protection rules

19.1 The Company is committed to protecting the privacy of all personal information that it
obtains from the Client and hereby lists how and why the Company collects, use, disclose
and protect the Client’s personal information.

19.2 Purpose of data collection: The Company Collects Client’s personal information in
order to provide the Client with its products and services and to establish and manage
the Client’s account. By collecting Client’s information, the Company will be able to
monitor and improve the services it offers to its existing and potential clients.

19.3 The Company will collect and process the following personal information about the
Client:

• Personal information provided during account opening procedure when the Client
fills the application or other forms on the Company’s website. The information
may include the Client’s name, address, contact details, financial information
about your income and wealth, professional and employment details, trading
history and other personal information.

• Information about the Client’s use of this website and the Company’s
platform. This information may include site areas visited, pages viewed,
frequency and duration of visits

• Subject to Applicable Regulations, the Company will monitor and record the
Client’s calls, emails, text messages and other communication for regulatory
compliance, crime prevention and detection, to protect the security of
communications systems and procedures, for quality control and staff training
etc. The Company will also monitor activities on the Client’ account where necessary for these reasons and this is justified by the Company’s legitimate
interests or legal obligations.

19.4 Usage of Information: The Company may use information for the following purposes
(list not exhaustive):

• Provision of the Services under this Agreement

• For KYC and due diligence purposes i.e verification of identity

• For maintenance and management of the Client’s account as well as
administration of the services provided to the Client

• Communication with the Client when necessary or appropriate

• Compliance with legal and regulatory requirements

19.5 Share of Information: The Company may share Client’s personal information with
business partners and suppliers with whom the Company may have outsourced certain
of business functions or cooperating with. Personal data collected by the Company may
be transferred or disclosed to third party contractors, subcontractors, for the purposes
for which the Client has submitted the information i.e agreements with Service Providers.

19.6 It is the Company’s policy to disclose information to third parties under the following
circumstances:

• As required by Applicable Regulations, statute, rule, regulation or professional
standard, search warrant or other legal process

• For regulatory compliance purposes

• When explicitly requested by the Client

• Or otherwise as set out in this section

19.7 In order for the Company to provide services to its Clients, the Company may be required
to transfer the Client’s personal information to parties located in countries which may not
have an equivalent level of data protection laws as in the Seychelles. Where this is the
case, we will take reasonable steps to ensure the privacy of the information. The Client
acknowledges and understands that by submitting its personal information to the
Company agrees to the aforesaid transfer, storage and processing of the information.

19.8 If the Client wishes to withdraw its consent to the use of information, rectify a personal
information or request the provision or deletion of information held by the Company
related to itself, he may submit its request at the email address
compliance@holiwayglobal.com.

20. Force Majeure

20.1 In case of a force majeure event as listed below (list not exhaustive), the Company shall
not be liable for any failure to provide the Services under this Agreement, beyond its
control:

a. Government actions, war or hostilities, acts of terrorism, national emergency,

b. Act of God, earthquake, tsunami, hurricane, typhoon, accident, storm, flood, fire,
epidemic or other natural disasters;

c. Labour disputes and lock-out which affect the operations of the Company;

d. Suspension of trading on a Market, or the fixing of minimum or maximum prices
for trading on a Market, a regulatory ban on the activities of any party (unless the
Company has caused that ban), decisions of state authorities, governing bodies
of self-regulating organizations, decisions of governing bodies of organized
trading platforms;

e. Breakdown, failure or malfunction of any electronic, network and communication
lines (not due to the bad faith or willful default of the company and hacker attacks;

f. Any event, act or circumstances not reasonably within the Company’s control and
the effect of that event(s) is such that the Company is not in a position to take any
reasonable action to cure the default;

g. The suspension, liquidation or closure of any market or the abandonment or failure
of any event to which the Company relates its Quotes, or the imposition of limits
or special or unusual terms on the trading in any such market or on any such
event;

h. The failure of any relevant supplier, financial institution intermediate broker,
liquidity provider, agent or principal of the Company, custodian, sub-custodian,
dealer, exchange, clearing house or regulatory or self-regulatory organisation, for
any reason, to perform its obligations.

20.2 If the Company determines reasonably that a force majeure event exists (without
prejudice to any other rights under the Agreement) the Company may without prior notice
and at any time proceed with the following actions:

a. increase Margin requirements without notice;

b. decrease leverage;

c. close out any or all open positions at such prices as the Company considers in
good faith to be appropriate;

d. refuse to accept orders from Clients;

e. determine at its discretion the quotes and spreads that are executable through the
Company’s Trading Platform;

f. suspend or modify the application of any or all terms of the Agreement to the
extent that the force majeure event makes it impossible or impractical for the
Company to comply with them;

g. take or omit to take all such other actions as the Company deems to be reasonably
appropriate in the circumstances with regard to the position of the Company, the
Client and other clients;

 

21. Complaints Procedure

21.1 If the Client has any cause for complaint in relation to the services provided by the
Company, he should file a complaint as per the Company’s Complaint Handling policy
which is available on the Company’s website.

21.2 The Client may register a complaint by completing the Complaint Form using any of the
following options:

• Email: compliance@holiwayglobal.com

• Postal Address: Holiway Global Ltd

2nd Floor, 9A CT- House,
Providence, Mahé,
Seychelles

21.3 The Company’s Complaints Handling Policy accompanied with the relevant complaint
form which has to be filed by the Client in case he has a complaint with the Company is
enclosed as Annex 2 in this Agreement.

22. Representations and Warranties

22.1 The Client represents and warrants to the Company the following:

a. The Client is over 18 years’ old;

b. The information provided by the Client to the Company in the account opening
application form and at any time thereafter is true, accurate and complete, and at
any time there is a change to the Client personal data, the client will ensure that
this data is updated and accurate, and the documents are valid and authentic;

c. The Client is duly authorised to enter into this Agreement and has the capacity;

d. Any actions conducted by the Client under this Agreement will not violate any law
or rule applicable to the Client or to the jurisdiction in which the Client is resident,
or any agreement by which the Client is bound or by which any of the Client’s
assets or funds are affected;

e. The Client has read and fully understood and undertakes to comply with the terms
of this Agreement;

f. The Client funds are not in any direct or indirect way the proceeds of any illegal
activity or used or intended to be used for terrorist financing;

g. There is no pending or, to the best of the Client’s knowledge, any legal
proceeding before any court, arbitration court, governmental body, agency or
official likely to affect, the legality, validity or enforceability against him of this
Agreement;

h. Any information which the Client provides to the Company will not be misleading
and will be true and accurate in all material respects;

i. There are no restrictions, conditions or restraints by Central Banks or any
governmental, regulatory or supervisory bodies, regulating Client’s activities,
which could prevent or otherwise inhibit the Client entering into, or performing in accordance with this Agreement and/or under any transaction which may arise
under them;

j. The Client is not entering into any transaction unless he has a full understanding
of all of the terms, conditions and risks involved;

23. Communication and Notices

23.1 Any notice, instruction, request or other communication to be given to the Company by
the Client under the Agreement shall be in writing and shall be sent to the Company’s
email address at compliance@holiwayglobal.com

24. Account Closing Procedure

24.1 Account Closing Procedure: Either party can terminate this Agreement by giving seven
(7) business days’ written notice to the other party. Following the notice, the Client should
close all open positions. In the case where the Client has open positions during the
termination notice period, then the Company reserves the right not to accept any new
Transaction orders and the Company shall have the right to close all of the Client’s open
positions on expiry of the notice period to the extent the Client has not already done so.
Upon termination of this Agreement, the Company shall be entitled to cease the access
of the Client to the Trading Platform.

24.2 The Company is entitled to close all open positions and terminate this Agreement
immediately without giving prior written notice in the following cases:

• The Client fails to comply with any obligation to make any payment when due under
this Agreement;

• There are reasonable grounds to believe that the Client is in breach of this
Agreement;

• The Client activity might be a violation of any Applicable Regulations;

• The Client dies, becomes or is adjudged to be of unsound mind, is or becomes
unable to pay his debts as they fall due, is or becomes bankrupt or insolvent within
the meaning of any insolvency law or any suit, action or proceeding is commenced
for any execution of all or any part of the property, undertaking or assets of the
Client;

• The Client commences a voluntary case or other procedure, or there is an
involuntary case or other procedure or other similar procedure under any
insolvency law.

24.3 The Company may terminate this Agreement immediately without giving prior written
notice, and the Company have the right to reverse and/or cancel all previous
Transactions on a Client’s account, in the following cases:

• The Client involves the Company directly or indirectly in any type of fraud, in which
it places the interests of Company and/or the Company’s clients at risk prior to
terminating this Agreement.

• The Client’s trading activity adversely affects in any manner the reliability and/or
smooth operation and/or orderly functioning of the Trading Platform.

24.4 Following termination, the Company and the Client undertake to fulfil and complete all
obligations derived from this Agreement and this Agreement shall continue to bind both
parties in regards to the existing commitments or any contractual commitments which
were intended to remain in force. The Company is entitled to deduct all amounts due to
it before transferring any credit balances on any Account to the Client. If there are no
amounts due to the Company by the Client, the Company shall immediately transfer to
the Client the Client’s funds in its possession, providing that the Company shall be
entitled to keep such Client’s assets as necessary, to pay any actual, pending or
contingent obligations or liabilities of the Client.

25. Cancellation Procedure

25.1 The Client has a period of 14 calendar days from acceptance of this Agreement to
withdraw from this Agreement without penalty provided that the Client has not been
engaged or involved in any transaction with the Company. This right of withdrawal or
cancellation shall not apply following any transaction executed under this Agreement
which will thereafter remain binding upon you.

25.2 Customer acknowledges that it may not be possible to cancel or modify an order.
Customer understands and agrees that, if an order cannot be cancelled or modified,
Customer is bound by any execution of the original order. miltonprime is not liable to
Customer if miltonprime is unable to cancel or modify an order. Customer further
acknowledges that attempts to modify or cancel and replace an order can result in an
over-execution of the order, or the execution of duplicate orders, that miltonprime’s
systems do not prevent over-execution on duplicate orders from occurring, and that
Customer shall be responsible for all such executions. Customer agrees not to assume
that any order has been executed or cancelled until Customer has received confirmation
from miltonprime with regard to order execution. Customer is responsible for knowing
the status of Customer‘s pending orders before entering additional orders. Customer
agrees to contact miltonprime in the event Customer is unclear on the status of an order.
Customer agrees to regularly review Customer’s online Account Statement to confirm
the status of Customer’s orders.

 

26. Company Liability

26.1 Nothing in this Agreement excludes or limits the Company’s liability for any matter that
cannot be excluded or limited under Applicable Regulations.

26.2 The Company will not be liable to the Client for any loss which arises as a result of:

k. The Company’s compliance with, or the exercising of any of the Company’s rights
in accordance with, Applicable Regulations or this Agreement;

l. The Client’s negligence, fraud or breach of this Agreement or Applicable
Regulations;

m. Any abnormal market condition or force majeure event;

n. any delays, delivery failures, or failures in transmission of any order or any other
communication or any other loss or damage resulting from the transfer of data
over mobile or other communications networks and facilities outside of the
Company’s control.

o. Any features, market data or third party content available on the Company’s
Website, Platform or e-mails, are provided on an “as is” and “if available” basis.

26.3 Neither the Company nor the directors, officers, servants, agents or representatives of
the Company shall be liable to the Client (except in the case of fraud) for any
consequential, indirect, special, incidental, punitive or exemplary loss, liability or cost
which the Client may suffer or incur arising from the act of omissions of the Company
under this Agreement regardless of how such loss, liability or cost was caused and
regardless of whether it was foreseeable or not. For the purposes of this paragraph, a
loss, liability or cost includes any loss, liability or cost (as appropriate) arising from the
Client being unable to sell Financial Instruments where the price is falling, or from not
being able to purchase Financial Instruments where the price is rising, or from being
unable to enter into or complete another trade which requires him to have disposed of or
purchased the Financial Instruments or any other loss, liability or cost arising as a result
of loss of business, profits, goodwill or data and any indirect, special, incidental,
consequential, punitive or exemplary loss, liability or cost, whether arising from
negligence, breach of contract or otherwise and whether foreseeable or not.

26.4 For the avoidance of doubt, the Company’s third party providers are not responsible for
and have not participated in the determination of the Company’s prices and they exclude
all warranties, undertakings or representations (either express or implied) relating to the
Client’s use of the Company’s Platform or the Company’s Website. Without limiting the
foregoing, in no event whatsoever shall the Company’s third party providers be liable for
any loss, regardless of whether they are aware of such loss and whether such liability is
based on breach of contract, tort or otherwise.

26.5 Save in the event of the Company’s negligence, willful default or fraud, the Company will
not be liable for any loss or damage caused by a hacker’s attack, viruses or other
technologically harmful material that may infect your computer equipment, computer
programs, data or other proprietary material due to your use of the Company’s Platform
or Website or to the Client’s downloading of any material posted on it, or on any website
(including our Website) linked to it.

27. Severability

27.1 Should any part of this Agreement be held by any court of competent jurisdiction to be
unenforceable or illegal or contravene any of the Applicable Regulations, that part will be
deemed to have been excluded from this Agreement and this Agreement will be interpreted and enforced as though the provision had never been included and the
legality or enforceability of the remaining provisions of the Agreement shall remain
unaffected.

28. Miscellaneous

28.1 The Company may at any time and without notice to the Client set-off any liability under
this Agreement or any other agreement entered into between the parties and between
any account(s) of the client (whether actual or contingent, present or future). The
Company can off-set any owed amounts using any account the Client maintains with the
Company to the extent permissible.

28.2 This Agreement may be amended from time to time and the Company shall notify the
Client of the relevant amendment or about the updated Agreement either in writing or
through the Company’s Website.

28.3 In the event of the death or mental incapacity of one of the persons who form the Client,
all funds held by the Company or its Nominee, will be for the benefit and at the order of
the survivor(s) and all obligations and liabilities owed to the Company will be owed by
such survivor(s).

29. Governing Law and Jurisdiction

29.1 This Agreement is governed by the Laws of Seychelles.

29.2 The Competent Courts for all disputes and controversies arising out of or in connection
with the Agreement shall be the Courts of Seychelles.

 

Annex 1- Conflicts of Interest Policy Introduction

 

The purpose of this Conflicts of Interest Policy (“the Policy”) is to outline a suitable approach and
response to the identification and management of conflicts of interest. Holiway Global Ltd (the
“Company”) will take all reasonable steps to identify conflicts of interest between itself, including
its managers, employees or any person directly or indirectly linked to the Company by control and
its clients or between one client and another that arise in the course of providing any investment
or ancillary services, or combinations thereof.

The Company maintains and operates effective organisational and administrative arrangements
to prevent and manage conflicts of interest that may arise during the provision of any investment
or ancillary services, from adversely affecting the interests of its clients. In case where, the
aforementioned arrangements are not sufficient to ensure, with reasonable confidence, that the
risks of damage to the interests of the clients will be prevented, the Company shall clearly proceed
with the disclosure of such conflict. The said disclosure shall be done in a durable medium
indicating the general nature and source of conflicts of interest, the risks to the client with sufficient
details so as to allow the client to take an informed decision with the regards to its investment as
well as the steps taken to mitigate such risks.

The Company has the right to amend the current Policy at its discretion and at any time it
considers is suitable and appropriate. The Company shall review and amend the current policy at
least on an annual basis to take account of changes to operations or practices and, further, to
make sure it remains appropriate to any changes in law, technology and the general business
environment.

 

Identification of potential conflicts of interest

 

To adequately manage conflicts of interest, the Company shall identify all relevant conflicts
timeously. The Company will employ different mechanisms to ensure that all conflicts are
identified.

The Company shall identify all conflicts of interest, their severity and document controls to mitigate
the conflicts. It is not possible to list all situations which could constitute a conflict. The facts of
each situation will determine whether the interest in question is such as to bring it within the area
of potential conflict.

All employees, including management, will be responsible for identifying specific instances of
conflict and required to notify the Compliance function of any conflicts they become aware of. The
Compliance Officer (CO) will assess the implications of the conflict and how the conflict should
be managed in conjunction with the board.

For the purposes of identifying the types of conflicts of interest that arise in the course of providing
investment and ancillary services or a combination thereof and whose existence may damage the
interests of a client, the Company takes into account, by way of minimum criteria, the question of whether the Company or a relevant person, or a person directly or indirectly linked by control to
the Company, is in any of the following situations, whether as a result of providing investment or
ancillary services or investment activities:

• The Company or a relevant person is likely to make a financial gain, or avoid a financial
loss, at the expense of the client;

• The Company or a relevant person has an interest in the outcome of a service provided
to the client or of a transaction carried out on behalf of the client, which is distinct from the
client’s interest in that outcome;

• The Company or a relevant person has a financial or other incentive to favour the interest
of another client or group of clients over the interests of the client;

• The Company or a relevant person carries on the same business as the client;

• The Company or a relevant person receives or will receive from a person other than the
client, an inducement in relation to a service provided to the client, in the form of monies,
goods or services, other than the standard commission or fee for that service;

For the purpose of this Policy, a “relevant person”, in relation to the Company means any of the
following:

• a director, partner or equivalent, manager, or tied agent of the Company;

• a director, partner or equivalent, or manager of any tied agent of the Company;

• an employee of the Company or of a tied agent of the Company, as well as any other
natural person whose services are placed at the disposal and under the control of the
Company or a tied agent of the Company and who is involved in the provision by the
Company of investment services and activities;

• a natural person who is directly involved in the provision of services to the Company or
tied agent under an outsourcing arrangement for the purpose of the provision by the
Company of investment services and activities.

Managing conflicts of interest

The Company has established suitable and adequate internal procedures for minimizing any
potential conflicts of interest. The Company maintains a compliance department that is an
independent unit within the Company. Among the duties of the Compliance Officer is to monitor
any possible deviation from the Company’s internal policies and procedures as well as identifying
and managing any possible conflicts of interest. Once a conflict has been identified it needs to
be appropriately and adequately managed. The Compliance function will assess each conflict
and determine if the conflict is actual or perceived and what the value of the conflict or exposure
is and the potential reputational risk. Compliance will then decide whether it is viable to go ahead
with the transaction or if the conflict is too severe. If Compliance decides that the particular conflict
can be mitigated, then controls to manage the conflict should be put in place and documented.

The Company will manage conflicts of interest fairly, between itself and its clients, between itself
and its employees and between its customers and to organise and control their internal affairs
responsibly and effectively.
The Company and its employees should act as per the principle of placing clients’ interests before
self-interests and Company’s interests in order to avoid conflicts of interest in the fulfilment of
professional activities on the securities market. To ensure client’s fair treatment, the Company
will introduce the following procedures:

• The Company shall avoid any conflict of interest with clients and, where such a conflict
unavoidably arises, ensure fair treatment to the client by complete disclosure or by
declining to act.

• Employees are also prohibited to keep investor accounts in other Brokers without
Company’s prior authorization and are obliged to bring this to Company’s attention. They
are also obliged to authorize the Company to directly request transaction reports from the
other Brokers.

• If the Company has a material interest in a transaction to be entered into with or for a
client, or a relationship which gives rise to a conflict of interest in relation to the transaction,
the licensee shall not knowingly either advise, or deal in the exercise of discretion, in
relation to that transaction. The only exception is when the licensee has fairly disclosed
that material interest or relationship, as the case may be, to the client or the client has
taken reasonable steps to ensure that neither the material interest nor relationship
adversely affect the interests of the client.

• There is a clear distinction between the different departments’ operations as these are
described in the Company’s IOM.

• The Company shall be informed promptly of any personal transaction entered into by a
relevant person, either by notification of that transaction or by other procedures enabling
the Company to identify such transactions. In the case of outsourcing arrangements, the
Company shall ensure that the Company to which the activity is outsourced maintains a
record of personal transactions entered into by any relevant person and provides that
information to the Company promptly on request.

• A person shall be replaced by another person in his/her duties only prior consent of the
Compliance Officer and approval by the Representative Officer. Such a consent will be
given by the Compliance Officer after all issues of possible conflict of interest have been
reviewed.

• The security features of the Company’s software prevent unauthorized access to sensitive
information in order to benefit the Company over its clients or one client over another.

• The Company’s employees are prohibited from investing in securities for which they have
access to non-public or confidential information.

• Transactions by the Company’s employees are neither performed nor executed by
themselves, but by another member of staff of the Company concerning account opened
with the Company.

• A record shall be kept of the personal transaction notified to the Company or identified by
it, including any authorization or prohibition in connection with such a transaction.

• The Company must take reasonable steps to ensure that neither it nor any of its
employees or agents either offers or gives, or solicits or accepts, any inducement that is
likely to conflict with any duties owed to its clients.

• No employee shall either knowingly or recklessly make a statement, promise or forecast
that is misleading, false or deceptive to any customer or conceal material facts at any time.
More specifically, the Company states some of the policies and procedures that it has
implemented for managing possible conflicts of interest below:

• Effective procedures to prevent or limit any person from exercising inappropriate influence
over the way in which a relevant person carries out investment or ancillary services or
activities.

• The separate supervision of relevant persons whose principal functions involve carrying
out activities on behalf of, or providing services to, clients whose interests may conflict, or
who otherwise represent different interests that may conflict, including those of the
Company.

• Measures to prevent or control the simultaneous or sequential involvement of a relevant
person in separate investment or ancillary services or activities where such involvement
may impair the proper management of the conflicts of interest.

• The removal of any direct link between the remuneration of relevant persons principally
engaged in one activity and the remuneration of, or revenues generated by, different
relevant persons principally engaged in another activity, where a conflict of interest may
arise in relation to those activities.

• Measures to prevent or control the exchange of information between relevant persons
engaged in activities involving a risk of a conflict of interest where the exchange of that
information may harm the interests of one or more clients.

The procedures followed and measures adopted in the Policy include the following, as are
necessary and appropriate for the Company to ensure the requisite degree of independence:

• No relevant person may purchase or sell a security or cause the purchase or sale of a
security for any account while in possession of inside information relating to that security.

• No relevant person may recommend or solicit the purchase or sale of any security while
in possession of inside information relating to that security.

• No relevant person may purchase or sell or cause the purchase or sale of a security for
an employee or employee-related account or a proprietary account of the Company or an
account over which an employee exercises investment discretion, while in possession of
proprietary information concerning a contemplated block transaction in the security or for
a customer account when such customer has been provided such information by any
relevant person.

• Procedures set for regular review and monitoring of the execution arrangements with the
execution venue, hedging/ liquidity or price providers as well as on a continuous basis.

• Procedures in regards to the monitoring of access to electronic data.

• Relevant persons engaged in research activities should not discuss unreleased
information, opinions, recommendations, or research analysis in progress with Company
associated persons engaged in sales activities, or any person within or outside the
Company who does not have a valid business need to know the information.

• Establishment of an ongoing monitoring program based on which regular checks are
conducted for the assessment of the Company’s procedures, policies and internal
controls.

• The Company may distribute marketing communication to its clients, only if the said
communication is reviewed and approved by the Compliance Officer prior to distribution.
The Compliance Officer also ensures that such communication have the appropriate
disclosure statement as well as meeting the relevant definition of marketing
communication.

• The four-eye principle is implemented to avoid any abuse of position.

• In order to minimize the relevant person’s own transactions personal account dealing
restrictions are in place.

Holiway is committed to having an effective and appropriate compliance culture to enable it to
deal with any new potential conflicts of interest which may arise in the future. The Company’s
employees are therefore required to monitor any new circumstances giving rise to potential
conflicts of interest and to implement appropriate measures to address these.

For the purpose of this Policy, a “personal transaction” is considered a trade in a financial
instrument effected by or on behalf of a relevant person, where at least one of the following criteria
are met:

• the relevant person is acting outside the scope of the activities he carries out in his
professional capacity;

• the trade is carried out for the account of any of the following persons:

• the relevant person;

• any person with whom he has a family relationship, or with whom he has close
links;

• a person in respect of whom the relevant person has a direct or indirect material
interest in the outcome of the trade, other than obtaining a fee or commission for
the execution of the trade.

 

Segregation of Company’s assets from clients’ assets

 

The Company shall maintain separate accounting records between its own assets and those of
its clients to facilitate the protection of clients’ assets and the prevention of the use of customer
assets by the Company or by other third parties so as to minimize the risk of the loss or diminution
of client assets, or of rights in connection with those assets, as a result of misuse of the assets,
fraud, poor administration, inadequate record-keeping or negligence. In addition, the Company
has legally secure segregation of clients’ assets from the Company’s assets in case the Company
becomes bankrupt. For this purpose, the Company maintains separate books and accounting
records for each client.
Forbidden Business Practices

The Company shall prohibit those business practices which in the regular course of events might
give rise to conflicts of interest. The following business practices shall indicatively be forbidden:

• The provision to clients of investment services for the purpose of influencing the price of
financial instruments for the benefit of the Company or for the benefit of any relevant
persons, or of Company’s clients in general, especially with regard to transactions that the
Company or relevant persons intend to carry out prior to or after the provision of the
service.

• The use by the Company or by its relevant persons of information regarding client
transactions, for the benefit of the Company, and the disclosure of such information to
third parties.

• Dealing by the Company itself or by any relevant persons in financial instruments in
respect of which the Company has drawn analysis reports or has made research findings
prior to the publication of the respective reports and findings.

• The preferential treatment of relevant persons to the detriment of its clients in the course
of the provision to them of investment or ancillary services.

• The carrying out of transactions by relevant persons for their own account or for the
account of persons related with them on the basis of confidential information that the
above persons have obtained in the course of their employment with the Company.

All employees must be aware of the above forbidden business practices, and shall have the
responsibility of informing the COMPLIANCE OFFICER immediately in case they monitor any
violation of the above provisions.
Should you have any questions in relation to the Company’s Conflicts of Interest Policy, please
contact the Compliance department of the Company.

 

Disclosure of conflicts of interest

 

In case where, the organisational and administrative arrangements established by the Company
to prevent or manage a conflict are not sufficient to ensure, with reasonable confidence, that the
risks of damage to the interests of the clients will be prevented, the Company shall clearly proceed
with the disclosure of such conflict.

Prior to carry out a transaction or provide an investment or an ancillary service to a client, the
Company should disclose any actual or potential conflict of interest to the client provided that the
measures taken by the Company are not sufficient to ensure that the risks of damage to the
interests of the client will be avoided.

The above disclosure shall include sufficient detail, taking into account the nature of the client,
source of conflicts of interest, the risks to the client to enable him to take an informed decision
with respect to the investment or ancillary service in the context of which the conflict of interest
arises. The Company reserves the right not to proceed with the transaction or matter giving rise
to the conflict if such disclosure is not sufficient to manage a conflict.
The Management and employees of the Company should disclose the following information to
the Compliance Officer:

• Opening and closing personal accounts at any other Broker for own investments purposes

• All personal transaction performed. Notification should be provided within 24 hours

• Securities held by the employee

• Transactions executed by the Company in which the employee may have an interest or a
conflict

Download PDF

Conflicts of Interest Policy

Introduction

The purpose of this Conflicts of Interest Policy (“the Policy”) is to outline a suitable approach
and response to the identification and management of conflicts of interest. Holiway Global Ltd
(the “Company”) will take all reasonable steps to identify conflicts of interest between itself,
including its managers, employees or any person directly or indirectly linked to the Company
by control and its clients or between one client and another that arise in the course of providing
any investment or ancillary services, or combinations thereof.

The Company maintains and operates effective organisational and administrative
arrangements to prevent and manage conflicts of interest that may arise during the provision
of any investment or ancillary services, from adversely affecting the interests of its clients. In
case where, the aforementioned arrangements are not sufficient to ensure, with reasonable
confidence, that the risks of damage to the interests of the clients will be prevented, the
Company shall clearly proceed with the disclosure of such conflict. The said disclosure shall
be done in a durable medium indicating the general nature and source of conflicts of interest,
the risks to the client with sufficient details so as to allow the client to take an informed decision
with the regards to its investment as well as the steps taken to mitigate such risks.

The Company has the right to amend the current Policy at its discretion and at any time it
considers is suitable and appropriate. The Company shall review and amend the current policy
at least on an annual basis to take account of changes to operations or practices and, further,
to make sure it remains appropriate to any changes in law, technology and the general
business environment.

Identification of potential conflicts of interest

To adequately manage conflicts of interest, the Company shall identify all relevant conflicts
timeously. The Company will employ different mechanisms to ensure that all conflicts are
identified.

The Company shall identify all conflicts of interest, their severity and document controls to
mitigate the conflicts. It is not possible to list all situations which could constitute a conflict.
The facts of each situation will determine whether the interest in question is such as to bring
it within the area of potential conflict.

All employees, including management, will be responsible for identifying specific instances of
conflict and required to notify the Compliance function of any conflicts they become aware of.
The Compliance Officer (CO) will assess the implications of the conflict and how the conflict
should be managed in conjunction with the board.

For the purposes of identifying the types of conflicts of interest that arise in the course of
providing investment and ancillary services or a combination thereof and whose existence
may damage the interests of a client, the Company takes into account, by way of minimum
criteria, the question of whether the Company or a relevant person, or a person directly or
indirectly linked by control to the Company, is in any of the following situations, whether as a
result of providing investment or ancillary services or investment activities:
• The Company or a relevant person is likely to make a financial gain, or avoid a financial
loss, at the expense of the client;
• The Company or a relevant person has an interest in the outcome of a service provided
to the client or of a transaction carried out on behalf of the client, which is distinct from
the client’s interest in that outcome;
• The Company or a relevant person has a financial or other incentive to favour the
interest of another client or group of clients over the interests of the client;
• The Company or a relevant person carries on the same business as the client;
• The Company or a relevant person receives or will receive from a person other than
the client, an inducement in relation to a service provided to the client, in the form of
monies, goods or services, other than the standard commission or fee for that service;
For the purpose of this Policy, a “relevant person”, in relation to the Company means any of
the following:
• a director, partner or equivalent, manager, or tied agent of the Company;
• a director, partner or equivalent, or manager of any tied agent of the Company;
• an employee of the Company or of a tied agent of the Company, as well as any other
natural person whose services are placed at the disposal and under the control of the
Company or a tied agent of the Company and who is involved in the provision by the
Company of investment services and activities;
• a natural person who is directly involved in the provision of services to the Company
or tied agent under an outsourcing arrangement for the purpose of the provision by the
Company of investment services and activities.

Managing conflicts of interest

The Company has established suitable and adequate internal procedures for minimising any
potential conflicts of interest. The Company maintains a compliance department that is an
independent unit within the Company. Among the duties of the Compliance Officer is to
monitor any possible deviation from the Company’s internal policies and procedures as well
as identifying and managing any possible conflicts of interest. Once a conflict has been
identified it needs to be appropriately and adequately managed. The Compliance function will
assess each conflict and determine if the conflict is actual or perceived and what the value of
the conflict or exposure is and the potential reputational risk. Compliance will then decide
whether it is viable to go ahead with the transaction or if the conflict is too severe. If
Compliance decides that the particular conflict can be mitigated, then controls to manage the
conflict should be put in place and documented.

The Company will manage conflicts of interest fairly, between itself and its clients, between
itself and its employees and between its customers and to organise and control their internal
affairs responsibly and effectively.

The Company and its employees should act as per the principle of placing clients’ interests
before self-interests and Company’s interests in order to avoid conflicts of interest in the
fulfilment of professional activities on the securities market. To ensure client’s fair treatment,
the Company will introduce the following procedures:
• The Company shall avoid any conflict of interest with clients and, where such a conflict
unavoidably arises, ensure fair treatment to the client by complete disclosure or by
declining to act.
• Employees are also prohibited to keep investor accounts in other Brokers without
Company’s prior authorization and are obliged to bring this to Company’s attention.
They are also obliged to authorize the Company to directly request transaction reports
from the other Brokers.
• If the Company has a material interest in a transaction to be entered into with or for a
client, or a relationship which gives rise to a conflict of interest in relation to the
transaction, the licensee shall not knowingly either advise, or deal in the exercise of
discretion, in relation to that transaction. The only exception is when the licensee has
fairly disclosed that material interest or relationship, as the case may be, to the client
or the client has taken reasonable steps to ensure that neither the material interest nor
relationship adversely affect the interests of the client.
• There is a clear distinction between the different departments’ operations as these are
described in the Company’s IOM.
• The Company shall be informed promptly of any personal transaction entered into by
a relevant person, either by notification of that transaction or by other procedures
enabling the Company to identify such transactions. In the case of outsourcing
arrangements, the Company shall ensure that the Company to which the activity is
outsourced maintains a record of personal transactions entered into by any relevant
person and provides that information to the Company promptly on request.
• A person shall be replaced by another person in his/her duties only prior consent of
the Compliance Officer and approval by the Representative Officer. Such a consent
will be given by the Compliance Officer after all issues of possible conflict of interest
have been reviewed.
• The security features of the Company’s software prevents unauthorized access to
sensitive information in order to benefit the Company over its clients or one client over
another.
• The Company’s employees are prohibited from investing in securities for which they
have access to non-public or confidential information.
• Transactions by the Company’s employees are neither performed nor executed by
themselves, but by another member of staff of the Company concerning account
opened with the Company.
• A record shall be kept of the personal transaction notified to the Company or identified
by it, including any authorization or prohibition in connection with such a transaction.
• The Company must take reasonable steps to ensure that neither it nor any of its
employees or agents either offers or gives, or solicits or accepts, any inducement that
is likely to conflict with any duties owed to its clients.
• No employee shall either knowingly or recklessly make a statement, promise or
forecast that is misleading, false or deceptive to any customer or conceal material facts
at any time.

More specifically, the Company states some of the policies and procedures that it has
implemented for managing possible conflicts of interest below:
• Effective procedures to prevent or limit any person from exercising inappropriate
influence over the way in which a relevant person carries out investment or ancillary
services or activities.
• The separate supervision of relevant persons whose principal functions involve
carrying out activities on behalf of, or providing services to, clients whose interests may
conflict, or who otherwise represent different interests that may conflict, including those
of the Company.
• Measures to prevent or control the simultaneous or sequential involvement of a
relevant person in separate investment or ancillary services or activities where such
involvement may impair the proper management of the conflicts of interest.
• The removal of any direct link between the remuneration of relevant persons principally
engaged in one activity and the remuneration of, or revenues generated by, different
relevant persons principally engaged in another activity, where a conflict of interest
may arise in relation to those activities.
• Measures to prevent or control the exchange of information between relevant persons
engaged in activities involving a risk of a conflict of interest where the exchange of that
information may harm the interests of one or more clients.

The procedures followed and measures adopted in the Policy include the following, as are
necessary and appropriate for the Company to ensure the requisite degree of independence:
• No relevant person may purchase or sell a security or cause the purchase or sale of a
security for any account while in possession of inside information relating to that
security.
• No relevant person may recommend or solicit the purchase or sale of any security
while in possession of inside information relating to that security.
• No relevant person may purchase or sell or cause the purchase or sale of a security
for an employee or employee-related account or a proprietary account of the Company
or an account over which an employee exercises investment discretion, while in
possession of proprietary information concerning a contemplated block transaction in
the security or for a customer account when such customer has been provided such
information by any relevant person.
• Procedures set for regular review and monitoring of the execution arrangements with
the execution venue, hedging/ liquidity or price providers as well as on a continuous
basis.
• Procedures in regards to the monitoring of access to electronic data.
• Relevant persons engaged in research activities should not discuss unreleased
information, opinions, recommendations, or research analysis in progress with
Company associated persons engaged in sales activities, or any person within or
outside the Company who does not have a valid business need to know the
information.
• Establishment of an ongoing monitoring program based on which regular checks are
conducted for the assessment of the Company’s procedures, policies and internal
controls.
• The Company may distribute marketing communication to its clients, only if the said
communication is reviewed and approved by the Compliance Officer prior to
distribution. The Compliance Officer also ensures that such communication have the
appropriate disclosure statement as well as meeting the relevant definition of
marketing communication.
• The four-eye principle is implemented to avoid any abuse of position.
• In order to minimize the relevant person’s own transactions personal account dealing
restrictions are in place.

Holiway is committed to having an effective and appropriate compliance culture to enable it to
deal with any new potential conflicts of interest which may arise in the future. The Company’s
employees are therefore required to monitor any new circumstances giving rise to potential
conflicts of interest and to implement appropriate measures to address these.

For the purpose of this Policy, a “personal transaction” is considered a trade in a financial
instrument effected by or on behalf of a relevant person, where at least one of the following
criteria are met:
• the relevant person is acting outside the scope of the activities he carries out in his
professional capacity;
• the trade is carried out for the account of any of the following persons:
o the relevant person;
o any person with whom he has a family relationship, or with whom he has close
links;
o a person in respect of whom the relevant person has a direct or indirect material
interest in the outcome of the trade, other than obtaining a fee or commission
for the execution of the trade.

Segregation of Company’s assets from clients’ assets

The Company shall maintain separate accounting records between its own assets and those
of its clients to facilitate the protection of clients’ assets and the prevention of the use of
customer assets by the Company or by other third parties so as to minimize the risk of the
loss or diminution of client assets, or of rights in connection with those assets, as a result of
misuse of the assets, fraud, poor administration, inadequate record-keeping or negligence. In
addition, the Company has legally secure segregation of clients’ assets from the Company’s
assets in case the Company becomes bankrupt. For this purpose, the Company maintains
separate books and accounting records for each client.

Forbidden Business Practices

The Company shall prohibit those business practices which in the regular course of events
might give rise to conflicts of interest. The following business practices shall indicatively be
forbidden:
• The provision to clients of investment services for the purpose of influencing the price
of financial instruments for the benefit of the Company or for the benefit of any relevant
persons, or of Company’s clients in general, especially with regard to transactions that
the Company or relevant persons intend to carry out prior to or after the provision of
the service.
• The use by the Company or by its relevant persons of information regarding client
transactions, for the benefit of the Company, and the disclosure of such information to
third parties.
• Dealing by the Company itself or by any relevant persons in financial instruments in
respect of which the Company has drawn analysis reports or has made research
findings prior to the publication of the respective reports and findings.
• The preferential treatment of relevant persons to the detriment of its clients in the
course of the provision to them of investment or ancillary services.
• The carrying out of transactions by relevant persons for their own account or for the
account of persons related with them on the basis of confidential information that the
above persons have obtained in the course of their employment with the Company.

All employees must be aware of the above forbidden business practices, and shall have the
responsibility of informing the COMPLIANCE OFFICER immediately in case they monitor any
violation of the above provisions.
Should you have any questions in relation to the Company’s Conflicts of Interest Policy, please
contact the Compliance department of the Company.

Disclosure of conflicts of interest

In case where, the organisational and administrative arrangements established by the
Company to prevent or manage a conflict are not sufficient to ensure, with reasonable
confidence, that the risks of damage to the interests of the clients will be prevented, the
Company shall clearly proceed with the disclosure of such conflict.

Prior to carry out a transaction or provide an investment or an ancillary service to a client, the
Company should disclose any actual or potential conflict of interest to the client provided that
the measures taken by the Company are not sufficient to ensure that the risks of damage to
the interests of the client will be avoided.

The above disclosure shall include sufficient detail, taking into account the nature of the client,
source of conflicts of interest, the risks to the client to enable him to take an informed decision
with respect to the investment or ancillary service in the context of which the conflict of interest
arises. The Company reserves the right not to proceed with the transaction or matter giving
rise to the conflict if such disclosure is not sufficient to manage a conflict.

The Management and employees of the Company should disclose the following information
to the Compliance Officer:
• Opening and closing personal accounts at any other Broker for own investments
purposes
• All personal transaction performed. Notification should be provided within 24 hours
• Securities held by the employee
• Transactions executed by the Company in which the employee may have an interest
or a conflict