Capital Street Inter markets Limited is a Global Business Company (GBC1) incorporated and regulated by the Financial Services Commission, Mauritius. It is fully licensed and regulated by the FSC Mauritius, as a Full Services Investment Dealer....
9th Floor, Ebene Tower, 52 Cybercity Ebene, Republic of Mauritius
The provision of Capital Street’s services to you is subject to all applicable laws, regulations and other provisions or market practices to which we are subject (collectively, the “applicable regulations”). If any conflict arises between the terms of the Client Agreement and any applicable regulations, the latter shall prevail. We are not required to do anything or refrain from doing anything which would infringe any applicable regulations and may do whatever we consider necessary to comply with them.
If any provision of the Client Agreement shall be found by any court or administrative body of competent jurisdiction to be invalid or unenforceable, such invalidity or unenforceability shall not affect the other provisions of the Client Agreement which shall remain in full force and effect.
References to the Client Agreement, and any references to other agreements herein, together with any schedules attached thereto, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous oral or written communications, proposals, agreement and representations with respect to the subject matter.
Any failure by us (whether continued or not) to insist upon strict compliance with any provision of the Client Agreement shall not constitute nor be deemed to constitute a waiver by it of any of its rights or remedies. The rights and remedies conferred upon Capital Street hereby shall be cumulative and the exercise or waiver of any part thereof shall not preclude or inhibit the exercise of any other additional rights and remedies. Neither shall any specific waiver/failure to exercise the rights and remedies granted to Capital Street by this agreement at any instance in time, be implied/ extended to mean non enforcement of the clause/condition in subject at a later point in time.
No party shall without the prior written consent of the other parties (such consent not to be unreasonably withheld) and except as expressly provided in the Client Agreement, assign, transfer, change or deal in any other manner with the Client Agreement or any of its rights under it.
Capital Street may record our telephone conversations with you and such recordings may be used in evidence in any dispute arising in connection with any transactions under the Client Agreement.
No person who is not a party to the Client Agreement may enforce any term of the Agreement. The parties agree that the terms and conditions of the client agreement govern the relationship between Capital Street and you. And no third party is authorized to play any role whatsoever in the governance of the relationship formed by this agreement or any agreement or document entered into pursuant to this Agreement, between Capital Street and you.
Any notice from Capital Street (including without limitation any demand or statement or notification for deposit(s) of additional account equity) under or in connection with these terms and conditions may be verbal or in writing or by any electronic means and made to the your last known home address, place of work, telephone number (including a telephone answering machine), fax number, e-mail address or other contact details. Demands for additional account equity, if made, will usually be made verbally/over the telephone/by email or through messaging services on your trading screen.
Any notice shall be deemed to have been duly given when received or given as follows, whichever is earlier:
(a) When left at your last known home or work address or registered address;
(b) If given by leaving a telephone answering machine message or voice mail message, one hour after the message being left on the relevant medium;
(c) If sent by first class post, in the ordinary course of the post and in any event on the next day (or third day in the case of air mail) after posting (excluding Sundays and public holidays);
(d) If sent by e-mail, one hour after sending, provided no “not sent” or “not received” message is received from the relevant e-mail provider/s;
(e) If sent by electronic media (for example on the Capital Street Online Trading Platform) one hour after posting.
GOVERNING LAW AND JURISDICTION
This Agreement is governed by the laws of The Republic Of Mauritius and subject to clauses 26 and 27 of the client agreement, the courts/arbitration agencies of Mauritius will have jurisdiction to settle any disputes which may arise in relation thereto. For such purposes, you irrevocably submit to the exclusive jurisdiction of the courts of Mauritius in relation to any such dispute. Nothing in this Agreement shall prevent us from bringing proceedings against you in any other jurisdiction.
1.Capital Street Intermarkets Limited (“Capital Street”, “we” or “us”) is incorporated, authorised and regulated by the Financial Services Commission of Mauritius (“FSC Mauritius”) via company licence number C112010690 (GBC1)and Investment Dealer Licence number C112010690, in the capacity of a Full Service Investment Dealer(Excluding Underwriting).Capital Street’s registered business address is 9th Floor, Ebene Tower, 52 Cybercity Ebene, Republic of Mauritius. We are required to conduct our business and dealings with you in accordance with the rules of the following legal acts and statutes laid down by the Financial Services Commission/ Other Relevant Government Bodies of Mauritius
Section 29 of the Securities Act, 2005.
Rule 4 of the Securities Licensing Rules, 2007.
Financial Services (Consolidated Licensing and Fees) Rules, 2008.
Section 72(6) of the Financial Services Act, 2007.
The above does not preclude the applicability of any and all further amendments/supplementary legal provisions as designated by the FSC/Government/Other Regulatory Bodies of the Mauritian Government, to apply to company dealings at any future time/times.
1.2 These terms and conditions, including the Risk Disclosure Statement and the attached Schedules, form the agreement between Capital Street and you and “The Agreement” shall be interpreted and applied accordingly. The Agreement governs the provision of services by Capital Street to you and shall regulate all dealings between Capital Street and you. A signed copy of this Agreement shall signify your unconditional acceptance of the terms of this Agreement.
Kindly study this Agreement carefully as it contains relevant and crucial information regarding your and Capital Street’s rights and obligations in relation to the services we agree to provide you. It is therefore imperative upon you to inform Capital Street and seek clarification from us regarding any information contained herein that is not clearly understood by you, prior to the signing of this legally binding contract.
1.3 At Schedule 2 of this Agreement you are provided with a High Risk Investment Notice (“Risk Notice”) in compliance with our client education and risk disclosure practices. This Risk Notice sets out the particular investment risks of investing/dealing in financial market instruments. Your execution of this document will be treated as your informed and fully cognizant acknowledgment that you have carefully read and are prepared to accept the risks outlined in the Risk Notice. If there is anything you do not understand it is recommended that you seek specialist independent financial and/or legal advice, in particular, regarding the suitability of investing in financial market instruments.
1.4 This Agreement comes into effect on the date Capital Street notifies to you in writing and/or equivalent standard business communication channels including but not limited to electronic-mail (e-mail)/facsimile, and shall supersede any previous agreement between us on the same subject matter. These terms and conditions may be amended from time to time by Capital Street and any changes will be notified to you in writing or using communication media as outlined above. All such changes will come into effect 3 days after you are deemed to have received notification, or at the time you are notified in accordance with clauses 29.8 and 29.9 whichever is earlier. Any changes to these terms and conditions will not apply to transactions opened prior to the date on which the changes become effective. If you do not wish to accept any amendment made by us to these terms and conditions you may by notice to Capital Street request to close your open transactions and your Account with us in accordance with these terms and conditions.
1.5 The definitions set out in Schedule I to this Agreement shall apply except where the context otherwise requires.
2.1 Subject to the terms and conditions of this Agreement and Capital Street’s acceptance of your application, we will effect transactions for you in global financial markets including but not limited to the following general asset markets
Global Foreign Exchange
Equities (including but not limited to individual stocks and benchmark stock indices)
Debt (including but not limited to government/privately issued bonds/debentures/notes/securitized/usecuritized obligations)
Securities Markets – such as (but not limited to) swaps, money market investments, interest rate linked investments, and
Any other developing or existing investment asset/assets/class, as deemed viable/transactable by us from time to time collectively referred to as ‘’Financial Markets’’ in ‘’on’’ or ‘’off exchange’’ transactions (‘’Over The Counter’’ or ‘’OTC’’ markets), and provide such other services and products based on the above mentioned ‘’Financial Markets’’asCapital Streetmay, in its sole discretion, determine from time to time. Your Account will be opened and maintained by Capital Street. Orders from you in relation to Financial Market transactions will be routed to Capital Street for execution. Capital Street may act as your counterparty to such executed orders/transactions.
2.2 By executing this document you agree that all orders received by Capital Street will be treated as a specific instruction, in accordance with our Best Execution Policy, to execute transactions at the most advantageous terms, subject top revealing market conditions. You acknowledge that by acting on such specific instructions in the above outlined manner, Capital Street satisfies its obligation to you, to take all reasonable steps to obtain the best possible result for you when executing an order
2.3 You acknowledge and agree by executing this document that you have given us your prior express consent to execute your orders outside or inside a regulated market or trading/investment/mercantile exchange/electronic network/ other commercial facility designated for investment transactions purposes, as may be deemed appropriate by Capital Street from time to time.
2.4 Capital Street will not advise you on the merits or suitability of any transaction entered into pursuant to this Agreement. Capital Street will not manage or monitor your investments. You acknowledge that, the execution, or arranging the execution, of any orderonyour behalf does not in any way imply any approval or recommendation of that transaction by Capital Street.
2.5 Capital Street will arrange for the execution of transactions on your instructions. Capital Street may act as principal in transactions that you execute with Capital Street such that Capital Street shall be your Counterparty. You will enter into each transaction with Capital Street as principal and not as agent on behalf of someone else unless otherwise agreed in writing by us. We shall be responsible to you alone and shall have no duties or obligations to your underlying customers (if any).
2.6 You acknowledge and agree that unless otherwise agreed in writing the terms and conditions contained in this Agreement with regard to the respective rights and liabilities of you and Capital Street in relation to any transaction executed under thisAgreement shall apply as between you and Capital Street.
2.7 You acknowledge and agree that under the terms and conditions applicable to any transaction with Capital Street that Capital Street has the power to determine amounts payable, specify account equity/equity (where account equity/equity and account deposit imply the definition in clause 11) requirements, set position limits, take default action and close out or revalue contracts or positions in certain circumstances.
3. FEES AND CHARGES
3.1 You shall pay to Capital Street such fees, commissions and all other charges as are ratified and accepted by you in signing the ‘’Fees and Charges Schedule’’ attached separately at the end of this agreement. Further, any additional fees, commissions, other charges or costs incurred by us on your behalf shall be notified by Capital Street to you from time to time. These will include charges in respect of automatic rollover of your positions pursuant to clause 13. In addition to this you shall be responsible for the payment of any other charges that may be incurred as a result of the provision of services by Capital Street to you.Capital Street may share charges with Affiliates or other third parties, or receive remuneration from them in respect of transactions carried out on your behalf.
3.2 Unless otherwise agreed and subject to clause 3.1 above Capital Street shall not charge any additional commission or fee for the execution of transactions. All rates quoted by Capital Street will incorporate a spread constituted by the difference between its bid price and offer price for any given Financial Market transaction which may represent a mark-up or mark-down on the then current rates quoted by an alternative exchange/trading network/regulated or non regulated entity. Any quoted bid or offer price is not warranted to be within any specific percentage of any quoted prices by an alternative entity, or on an alternative market facilitating such transactions.
3.3 All fees and charges shall be regarded as being due and payable immediately. Any sums due to us pursuant to this clause may be deducted by Capital Street from the proceeds of any transaction. In the event of late payment by you overdue amounts shall bear interest at a rate equal to three per cent over base rate of Barclays Bank plc.
3.4 You agree to pay a transfer fee, as determined by us in the event that you instruct Capital Street to transfer open positions, moneys, and/or property relating to your account to another institution.
3.5 If there are no transactions on your account for at least one (1) year, or if your account balance is $50.00(United States Dollars Fifty only)or less, you will be subject to a dormant account fee (the “Fee”), in return for administrative and informational services and/or access provided by Capital Street to active accounts. The Fee will be equal to the lesser of the remaining balance in your account or $50.00(United States Dollars Fifty only) as the case may be. Upon assessment of the Fee, your account will automatically be closed.
4. ACCOUNT OPENING
4.1 An account must be opened prior to entering into any transaction with Capital Street. No orders can be placed until an account has been opened and cleared funds received. Without prejudice to the foregoing, if Capital Street permits you to place an order notwithstanding that an account has not been opened, or cleared funds received, this shall not limit your liability to Capital Street pursuant to this Agreement in respect of the order placed. Capital Street may, at its absolute discretion, refuse to accept you as a client for whatever reason but will notify you of any such refusal, without giving any reasons, promptly following your application.
4.2 To assess your creditworthiness, manage credit risk and to prevent fraud (or other criminal activity) you acknowledge and agree that Capital Street or agents acting on Capital Street’s behalf may:
(a) Make periodic searches and enquiries about you and any related party at credit reference agencies and your employers, if applicable;
(b) Disclose information to organisations involved in fraud prevention; and
(c)Investigate any current and past investment activity and obtain information in connection therewith and disclose information to other dealers or investment managers which deal in or manage investments for clients concerning any payment or security default or concerning any investment which is related to or connected with investment products which you seek to deal in with Capital Street.
4.3 Upon reasonable request made in writing by you to Capital Street, you shall be allowed to review any records maintained by Capital Street relating to your credit standing. In addition, you shall also be allowed and entitled to, solely at your own cost and expense, to copy such records.
5.1 Unless otherwise agreed by Capital Street all orders for execution of transactions between you and Capital Street must be given to us electronically through the Capital Street Online Trading Platform or by telephone through the Capital Street Global Dealing Desks at designated numbers as shall be provided to you after the opening of the account or such other designated number as may be notified to you from time to time.
Communication of Orders
5.2 A transaction order may be submitted by you using the telephone. Orders over the telephone will only be accepted by Capital Street during specified hours which will be notified to you from time to time. Capital Street may impose more restrictive time limits on when orders may be placed. When you place an order by telephone, you can do so only by talking directly to a broker. No messages may be left, and no orders may be placed using Capital Street’s answer phone or voicemail facilities or by facsimile. All telephone calls are recorded for the purposes of fraud prevention and quality control and by agreeing to these terms and conditions you agree to the recording of such telephone conversations.
5.3 Any order to execute a transaction given to Capital Street shall not take effect unless actually received by Capital Street. Capital Street shall be entitled to act on your behalf upon instruction given or purporting to be given by you or any other person on your behalf without further enquiry as to the genuineness, authority or identity of any such person giving or purporting to give such instructions. Please Note: the protection of sensitive details related to your account (such as account number, login, password or other similar access and operational details, shall be your sole responsibility. Capital Street does not accept any liability whatsoever arising out of the misuse or compromising of such details to any outside party or any malicious use arising therefrom.
5.4 Capital Street may, at its discretion refuse to accept any order from you but will notify you of any such refusal, without giving any reasons, promptly following receipt of your instructions. Capital Street may cancel any instructions previously given by you provided that we have not acted on your instructions. Acceptance of your order will be evidenced by Capital Street’s confirmation of that order.
6.1 Before accepting any order, we will record your investment knowledge and experience in the investment field relevant to you and appetite for or tolerance of risk.
6.2 On the basis of this information and in accordance with the applicable rules we will assess whether proposed investment transactions are appropriate for you. We will not be able to take your borrowings or any leverage facilities offered by us into account in assessing your investment risk appetite or capacity. You should be aware that using any leverage offered by us may dramatically increase the risk of investments, particularly where large positions can be taken with reliance on a small amount of usable account deposit, as is common when dealingin Financial Market investments as offered by Capital Street. Based on your role as a Client we will make certain assumptions about the appropriateness of the service provided, and we are entitled to assume that you have the requisite knowledge and experience in the relevant investment field. If you do not consider this to be the case, you must make us aware of this prior to the provision of the service and provide us with any available information as to the level of your knowledge and experience. It is your responsibility to inform us in writing of any information which might reasonably indicate that this assessment should be changed.
7. DEALING & EXECUTION
7.1 The Capital Street Online Trading Platform and the Capital Street Dealing Desk(s) will quote “bid” and “offer” prices for any given market/instrument the client is intending to trade. The prices quoted are determined by Capital Street and usually represent a mark-up or markdown of rates available from alternative entities(including but not limited to exchanges, banks, other regulated/unregulated financial institutions). Please note that the service provided under this Agreement is restricted to executing transactions at the quoted prices. Upon your specific instructions as more particularly set out in clause 2.2.
7.2 Details of our Execution Policy are available in a separate document upon request. We will execute orders in accordance with that policy (as amended from time to time). If you place an order with us to execute a transaction for you after the opening of an account that shall be construed as complete acceptance of our Execution Policy and you will be deemed to have agreed to it in its entirety. In case of any reservations or doubts about the details of our execution policy, it is imperative upon you to reconcile with or communicate your differences to Capital Street at the earliest. Continuation of account activity shall be a complete acceptance of our Execution Policy.
7.3 We may aggregate orders with those of any Affiliate or other clients provided that we reasonably conclude at the outset that it is unlikely that such aggregation will disadvantage you or any other client. However such aggregation may on some occasions operate to your disadvantage and on other occasions to your advantage. By agreeing to these Terms of Business you agree that we may aggregate orders in this way and acknowledge that in some cases this may result in you obtaining a less favourable result than would otherwise be the case and vice versa in other cases.
7.4 Capital Street may require you to limit the number of open positions which you may have with us at any time and we may at our sole discretion close out any one or more transactions in order to ensure that such position limits are maintained.
8. ONLINE ACCESS
Access Information and Details
8.1 In order to use the Capital Street Online Trading Platform you will need a username and password for online electronic access to your account from Capital Street. You will need to provide the username and password each time you wish to use the Online Trading Platform.
8.2 In relation to the username and password, you acknowledge and undertake that:
(a) You will be responsible for the confidentiality and use of your username and password;
(b) Other than with our prior written consent, you will not disclose your username/password to persons other than your Authorised Representatives for any purpose whatsoever;
(c) Capital Street may rely on all instructions, orders and other communications entered using your
Username/Password, and you will be bound by any transaction entered into or expense incurred on your behalf in reliance on
such instructions, orders and other communications; and
(d) You will immediately notify us if you become aware of the loss, theft or disclosure to any third party or of any unauthorised use of your username/password.
8.3 If Capital Street believes that your Username/Password is being used without your knowledge by unauthorised persons, we may without prior notice suspend your rights to use the Online Trading Platform. Further, if Capital Street believes that you have supplied your username/password to other persons in breach of clause 8.2(b), then we may terminate this Agreement forthwith.
Capital Street Online Trading Platform
8.4 Access to the Capital Street Online Trading Platform is provided “as is”. Capital Street makes no performance claims, warranties, express or implied, representations, or guarantees as to the merchantability, fitness for any particular purpose or otherwise with respect to the Capital Street Online Trading Platform, its content, any documentation or any hardware or software provided. Technical difficulties could be encountered in connection with the trading platform. These difficulties could involve, among others, failures, delays, malfunction, software erosion or hardware damage, which difficulties could be the result of hardware, software or communication link inadequacies or other causes. Such difficulties could lead to possible economic/monetary and/or data loss. In no event will Capital Street or its Affiliates or any of their employees be liable for any possible loss (including loss of profit or revenue of any sort whatsoever), cost or damage including, without limitation, consequential, unforeseeable, special or indirect damages or expense which might occur as a result of or arising out of using, accessing, installing, maintaining, modifying, de-activating or attempting to access the online trading platform or otherwise.
8.5 All orders executed by Capital Street should be displayed on Capital Street’s Online Trading Platform. Any failure or delay in any order being displayed on the trading platform shall not affect the validity of the order. If Capital Street has executed an order, but it is not displayed, it is solely your responsibility to make further enquiry into the same, to obtain confirmation of the execution of the order. Any failure or delay by you in contacting Capital Street shall not affect the validity of any order. Once an order has been executed, you should be deemed to have entered into a corresponding contract with Capital Street whether or not the corresponding order is displayed on the Capital Street Online Trading Platform.
8.6 If you incorrectly or erroneously submit an order, which is executed, you shall notify Capital Street of the error immediately following you becoming aware of the error. You shall also notify Capital Street at the same time whether you require Capital Street, in respect of the error trade to either:
(a) Maintain the contract in your name with Capital Street in the same size and at the same price as the executed order; or
(b) Reverse the executed order.
Where you request us to reverse the order in accordance with (b) above Capital Street shall, at its absolute discretion, do so as reasonably practicable. Capital Street will, when making a determination as to whether it will reverse the executed order referred to in (b) above, act fairly towards you but, shall in no circumstances, except for its own fraud or willful default, be liable to you for any loss, cost, claim, demand or expense you may suffer (including loss of profits or any indirect or consequential losses) resulting from its decision to reverse the executed order.
8.7 Since Capital Street does not control signal power, its reception or routing via the Internet, configuration of your equipment or reliability of its connection, Capital Street shall not be held responsible for communication failures, distortions or delays when using the Capital Street Online Trading Platform.
Market risks and online trading
8.8 Investing/Trading in any/all Financial Markets involves substantial risk that is not suitable for everyone. Investing/Trading on-line, no matter how convenient or efficient, doesnotalter the nature of the risks associated with such investments in any way whatsoever.
Use of the Capital Street Online Trading Platform
8.10 You acknowledge that we shall have sole discretion and control over, and the right to modify at any time, the Capital Street Online Trading Platform and its functionality, configuration, appearance and content, including without limitation:
(a)The parameters and methods by which orders are placed, routed, marketed or otherwise processed by the Capital Street Online
Trading Platform; and
(b)The availability of the Capital Street Online Trading Platform to any user or with respect to any particular Financial Market
product/instrument/security/any related offering thereof, or transactions at any particular places, times or locations.
Intellectual Property Rights
8.11 You acknowledge and agree that Capital Street is the sole owner (except to the extent owned by third party licensors and except to the limited extent licensed by Capital Street to any other institutions and their related stakeholders) of all right, title and interest (collectively the “IP Rights”) in and to the Capital Street Online Trading Platform, the data and other information generated by the trading platform (“Data”) produced by and distributed by or through the Capital Street Online Trading Platform and each component thereof and all intellectual property and proprietary rights with respect thereto, including, without limitation, patent, copyright, trade secret, trademark and other proprietary rights in and to the Capital Street Online Trading Platform and each component thereof, and to all modifications, including custom modifications, to the trading platform and each component thereof, whether made by or with the assistance of you and any other person and any know how, techniques, methodologies, equipment or processes used by Capital Street, the look and feel of the trading platform and each component thereof and all of Capital Street’s software (front and back end) all registered trademark applications, trademarks and service marks, trade names, URL registrations and all pricing information and other Data.
8.12 You shall not obtain any intellectual property rights in or to the IP Rights.
9.1 Capital Street will provide you a confirmation following the execution of a transaction for your account. Confirmations shall be deemed to be conclusive and binding on you, if not objected to immediately upon receipt and confirmed in writing within one (1) business day after dispatch.
9.2 Capital Street will provide you account statements containing adequate information on the value and composition of your account as at the end of the period covered by the statement. Confirmation shall be deemed to be conclusive and binding on you if not objected to immediately upon receipt and confirmed in writing within one (1) business day after dispatch.
9.3 Capital Street may post confirmations on-line, which you will be able to access using the Trading Platform. Capital Street will post details of your account activity on-line and you will 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 more than twenty-four hours after any activity takes place on your account. Posting of account information on your on-line account will be deemed delivery of confirmation and account statements. Account information will include trade confirmations with ticket numbers, purchase and sale rates, used desposit, spare deposit available for further transactions, statements of profits and losses, as well as current open or pending positions and any other information as required by standard ‘’business best practice’’ norms. Please notify us if you wish to receive confirmations in hard copy or by email rather than through the Online Trading Platform.
10. CONSENT TO ELECTRONIC COMMUNICATION
Your signature of this Agreement constitutes your prior express consent to communications to you electronically on screen, mail form, via e-mail, fax, and telephone or by other means at the sole discretion of Capital Street. If you no longer wish to communicate in this way, you must revoke this consent in writing. If you do not wish to communicate via electronic media at all, you must inform us of your wishes prior to signing of this document.
11. ACCOUNT EQUITY AND COLLATERAL
“Account Equity’’ or ‘’Equity” in the context of this agreement shall be interpreted to expressly be defined as follows:
Account Deposit in client account, plus
any realized/yet to be realized profits on closed/open positions, less
any realized/yet to be realized loss on closed/open positions less
any pending charges/commissions/fees/payables to Capital Street by client with reference to subject account.
11.1 You shall provide to and maintain with Capital Street as Counterparty, as applicable, account equity in such amounts and in such forms as Capital Street, in its sole discretion, may require. Capital Street may change the equity requirements at any time, based on general market conditions or specific circumstances affecting individual or a group of markets, individual and specific circumstances associated with the client account and the account activity, in addition but not limited to any regulatory or legal requirement(s) to effect any changes as those outlined above.
11.2 Any demand for additional account deposits into the client account must be expressly satisfied within such time as may be specified by Capital Street. Deposits may be provided in the form of cash or if we otherwise agree, other collateral (by which we mean investments or any other property or assets acceptable to us in lieu of cash).
11.3 Capital Street shall have the right to pledge, charge, loan or otherwise use or dispose of all or part of the client account deposit or other property provided to us as if Capital Street is the beneficial owner thereof. You agree that provided the investments returned to you are of the same description and amount as those used as security or collateral they need not be the actual investments held by you.
11.4 You are responsible for maintaining appropriate arrangements with us at all times for the communication of calls/demands/notifications for additional deposit requirement(s) in your account with us. In the event of Capital Street being unable to contact you or if you fail to meet the demands for additional deposit(s) into your account within the required time, Capital Street will be entitled to exercise our rights in accordance with clauses 20-23 below.
11.5 Capital Street may at any time notify you, that unless you deposit into your Account(s) such additional funds as sufficient to meet our minimum applicable account equity requirements for your account and its constituent positions, we may liquidate any or all open positions. Once issued, you must comply in full with such notification(s) regardless of any fluctuations in the values of the open positions, and irrespective of any recovery in the market value of the subject account/positions. You may not increase or establish any new open positions during the period of such notification(s) as above, until the demand for additional funding into the client account has been complied with in a complete and satisfactory fashion.
11.6 Your Account Equity does not represent the total extent of your financial liability to Capital Street as you are liable for all losses in respect of any transactions and any other costs or payments due under these terms and conditions. Further you acknowledge and agree that any waiver of additional account deposit notifications/demands/calls or, failure to demand/call/notify the need for additional deposit requirement(s) in your account, cannot be relied upon, or treated as, an act, omission or representation as to the current value of any of your open position(s) with Capital Street, or an approval in any manner whatsoever of the account equity sufficiency, or the grant of an exception to the clauses 11.1 – 11.5.
12.1 All funds, securities, currencies, and other property belonging to you which Capital Street or its Affiliates may at any time be holding for you (either individually, jointly with another, or as a guarantor of the account of any other person) or which may at any time be in their possession or control or carried on their books for any purpose, including safekeeping, are to be held by them as security and subject to a general lien and right of set-off for any of your liabilities to them under this Agreement whether or not they have made advances in connection with such securities, commodities, currencies or other property, and irrespective of the number of accounts you may have with them. Capital Street and/or its Affiliates may, in their discretion and without notice to you, apply and/or transfer any or all funds or other property belonging to you between any of your accounts with Capital Street.
12.2 You hereby also grant to Capital Street the right to pledge, re-pledge, hypothecate, invest or loan, either separately or with the property of other customers, to Capital Street as broker or to others, any securities or other property belonging to you which is held by us as collateral or security deposit/deposits.
13. SETTLEMENT DATE, ROLLOVER AND OFFSET INSTRUCTIONS
13.1 Please note that Capital Street will automatically rollover all open positions, which are subject to daily settlement, on your account to the following business/settlement day unless you notify us to close your position(s) prior to 5 p.m. (Eastern Standard Time). Capital Street will charge you a fee in respect of each such position that is rolled over.
13.2 Offset instructions on open positions open prior to settlement arriving at settlement date must be given to us at least one (1) business day prior to settlement date.
13.3 In the absence of timely instructions from you, Capital Street are authorised, at their absolute discretion, to rollover/offset/liquidate all or any portion of the open positions in your account(s) or to make or receive delivery on your behalf upon such terms and by such methods deemed reasonable by Capital Street, with the costs of any such transactions being charged to your account as per the costs incurred by us on account of your positions, settled by any/all the methods outlined above, without limiting our right to close out any open positions by any other alternative method(s) and charging the costs of the same to your account.
13.4 For the avoidance of doubt, Capital Street will not arrange delivery of assets in which positions are held unless Capital Street deem necessary pursuant to clause 13.3 or if we otherwise agree in writing with you.
13.5 All transactions executed/positions held with Capital Street Intermarkets Limited in the “settlement in cash only” assets/markets segment will be settled by credit or debit to your Capital Street account in the currency of that account on the designated settlement/last trading day dates.
14. CLIENT MONEY
14.1 Unless otherwise notified by Capital Street your money will be held by Capital Street as client money. Your funds will therefore be held in an account at an Approved Bank duly licensed and regulated by the regulatory institutions responsible for banking oversight and regulation in the relevant jurisdiction.
14.2 Capital Street may hold client money on your behalf with an Approved Bank in a client money bank account located outside the Republic Of Mauritius or in more than one banking jurisdiction simultaneously, or pass money held on your behalf to an intermediate broker, settlement agent or Counterparty located outside the Republic Of Mauritius. The legal and regulatory regime applying to any such Approved Bank or person will be different from that of Mauritius and in the event of the insolvency or any other equivalent failure of the Approved Bank or such person, your money may be treated differently from the treatment which would apply if the money was held in the Republic Of Mauritius. While we shall voluntarily make every