Olikriet Capital Limited

Comercial Terms Olikriet Capital Limited

1. INTRODUCTION

Investing in our Products or other financial derivatives instruments carries a high level of risk to your capital, which may not be appropriate for all investors. The prices of our Products may change to your disadvantage very quickly. When investing in CFD Margin Trades, it is possible to lose more than your investment and you may be required to make further payments. Therefore you should ensure you understand the risks involved and seek independent, financial and professional advice if necessary.

1.1 Our agreement with you.

1.1.1 This document (referred to as the “Terms”) is part of a wider agreement between you (also referred to as “our client”, “your” and “you”) and Olikriet Capital Limited (also referred to as “Olikriet Capital ”, “we”, “us” and “our”) in relation to your CFD investment activities carried on with us.

1.1.2 Capitalised words in these Terms, the Risk Warning Notice and the OEP have a special meaning which are explained in the Definitions section in Schedule 3.

1.1.3 Our agreement with you consists of these Terms, our OEP, our Risk Warning Notice and any specific terms and conditions you accept on the Platform. These documents are available on our Website and through our Platform and are together referred to as the Agreement. In accordance with clause 9, we will notify you of any changes to the Agreement. You must ensure that you keep informed of these changes. If we agree to provide you with our sales trader service, we will provide confirmation in writing. Any additional terms offered by us in writing and agreed by you in writing in relation to that service will form part of the Agreement.

1.1.4 There are additional documents and information available to you on our Website and through our Platform which contain useful information but are not part of the Agreement. These include our Summary of Conflicts of Interest Policy, our Privacy and Security Policy and our Complaints Procedure.

1.1.5 For your own benefit and protection, you should take sufficient time to read the Agreement, as well as the additional documents and information available on our Website and through our Platform, before you apply to open an Account and/or place any Order. If you do not understand any aspect of this Agreement, you should contact us before opening an Account, or you should seek independent professional advice.

1.1.6 It is our intention that this Agreement contains all the terms and conditions that govern our relationship and your activities carried on with us in relation to the Platform and supersedes any prior oral or written representations and/or agreements between you and us which relate to our Platform.
2. REGULATORY MATTERS

2.1 Our regulatory status.

2.1.1 Olikriet Capital is regulated by the Financial Transactions and Reports Analysis Centre of Canada (FINTRAC) with registration No. M20830178. Please note that if you are outside Canada, you may have no recourse to the regulators in your country.

2.2 Client categorisation.

2.2.1 We will treat you as a retail client for the purposes of Applicable Law, unless we have informed you otherwise in writing. You have the right to request a different client categorisation (e.g. as a retail, an accredited, an institutional or an expert investor) in so far as and to the extent you are able to satisfy the relevant requirements prescribed under the Applicable Law. We shall provide you with reasonable prior notice if we

decide to categorise you as an accredited, an institutional or an expert client (whether or not at your request). You should be aware that you will not be entitled to certain protections afforded to retail clients.

2.3 Non-advised dealing.

2.3.1 All CFD Margin Trades and Countdowns will be entered into on a principal-to-principal,non-advised and execution only basis. This means that unless we agree otherwise in writing neither you nor we can act as agent, attorney, trustee or representative for any other person. Other than an Authorised Person appointed in relation to an Account in accordance with clause 3.3.1, you will not permit any person to deal with us on your behalf.

2.3.2 We do not provide investment, financial, legal, tax, regulatory or similar advice. Any information or other features provided to you must not be treated as advice that is suitable for you or as advice that is based on a consideration of your personal circumstances. We are not responsible for any investment decisions that you make.

2.4 Complaints and disputes.

2.4.1 We maintain a ‘Complaints Procedure’, which can be accessed on our Website. You agree that we will investigate any complaints received in accordance with our Complaints Procedure. Following our investigation of any complaint or dispute, we will use reasonable endeavours to notify you of the results of our investigation as soon as is reasonably practicable.

2.4.2 In accordance with clause 6.1.1, we will respond to any communication, complaint, claim or dispute in English. Any translation provided shall be for convenience only and to the extent there is a conflict between the English version and any translation, the English version shall prevail.

2.6 Order execution, conflicts of interest, risk warnings and Price sources.

2.6.1 We, or our Associates, may have an interest or relationship which conflicts with your interests or our duties to you. You should read our Summary of Conflicts of Interest Policy as this sets out how we identify and prevent or manage all material conflicts of interest.

2.6.2 We enter into all CFD Margin Trades and Countdowns with you using Prices quoted by us through our Platform or through our client management team. Our Prices are not identical to prices for similar financial instruments or their underlyings quoted on an exchange or other regulated market or by other providers. By entering into CFD Margin Trades and/or Countdowns via our Platform or through our client management team you consent to your Orders being executed in accordance with our OEP.

2.7 Duration of the Agreement and your rights to cancel.

2.7.1 The Agreement will become legally binding between you and us on the date that we confirm, in writing, that we have accepted your application to open an Account. Subject to clause 2.7.2, you may cancel the Agreement by giving us notice in writing within fourteen (14) calendar days of this date. Following a valid notice of cancellation, we will return any money that you have transferred to us.

2.7.2 Notwithstanding clause 2.7.1., you will not have the right to cancel this Agreement within fourteen (14) calendar days of your Account opening if you have, in this period, entered into CFD Margin Trades which have been affected by fluctuations in the financial markets or you have entered any Countdowns. You may, however, still close your CFD Margin Trades and your Account in accordance with the Agreement.
3. ACCOUNTS

3.1 Account types and features.

3.1.1 We offer different Account types and features. Depending on your knowledge and experience or client categorisation, some of these may not be available to you. We reserve the right to convert your Account type and/or enable/disable (as applicable) Account features if, in our sole discretion, we determine that a different Account type/feature (as applicable) is more appropriate for you or if otherwise required by Applicable Law.

3.2 Account opening process.

3.2.1 When we receive your completed application form, we may use your information to conduct any further enquiries about you as we (in our sole discretion) determine are necessary or appropriate in the circumstances. You should provide us with information about any relevant factor that could affect your trading activities with Olikriet Capital . Where our enquiries include searches with credit reference agencies, they may appear on your credit history. We may also carry out any additional checks or periodic reviews that we (in our sole discretion) determine are necessary or appropriate in the circumstances. You will need to co-operate with us and promptly supply any information that we request.

3.2.2 We rely on the information that you provide us in your application form or otherwise as being correct and not

misleading at all times, unless you notify us otherwise in writing. We use any information we have about you to make an assessment of whether or not investing in CFD Margin Trades and/or Countdowns and/or

operating an Account with us is appropriate for you. You must notify us 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.

3.3 Authorised Persons.

3.3.1 If you want to appoint an attorney or agent, you must notify us in writing of any person who is authorised to act on your behalf in relation to this Agreement (an Authorised Person). You and/or the Authorised Person will be required to complete such further documentation as we may reasonably require. We may require evidence that the Authorised Person has authority and is appropriate to act on your behalf.

3.3.2 We may revoke or reject the appointment of an Authorised Person if we know or reasonably suspect that such appointment could result in a breach of the Agreement and/or Applicable Law. You must immediately notify us in writing of any changes to the appointment and/or authority of any Authorised Person.

3.3.3 We shall be entitled to act upon any instructions of, or Orders transmitted by, any Authorised Person or any person who reasonably appears or purports to be an Authorised Person in relation to your Account, notwithstanding that the person is not, in fact, so authorised.

3.3.4 Notwithstanding clause 3.3.3, we will not be under any duty to accept any instructions or Orders from such Authorised Person if we reasonably believe that the Authorised Person may be acting in excess of their authority. Any action taken by an Authorised Person appointed by you or any person who reasonably appears or purports to be an Authorised Person shall be deemed to be an action by you. Any information provided by us to an Authorised Person or any person who reasonably appears or purports to be an Authorised Person will be deemed to have been provided by us to you.

3.3.5 Where you have appointed an Authorised Person to act on your behalf and that person also acts on behalf of other clients of Olikriet Capital , then the Authorised Person may decide to place a single, aggregated order with us in respect of a Product and allocate the order amongst you and its other clients. We are not responsible for the aggregation and allocation of such orders, and you should consult your Authorised Person for further information on any such order aggregation or allocation.

3.4 Joint Accounts.

3.4.1 If you open a Joint Account:

(a) references to you are references to any other person in whose name the Joint Account is held;

(b) we may exercise any of our rights or obligations under this Agreement against any person who is, or reasonably appears or purports to be, named on that Joint Account;

(c) each Joint Account Holder shall be jointly and severally liable for any financial obligations arising on their Joint Account. This means that any monies owed to us in relation to the Agreement shall be payable in full by anyone named on that Joint Account;

(d) the death of any Joint Account Holder will be a Specified Event, and the Joint Account will be closed and the balance will be paid equally to the survivor and the relevant Joint Account Holder’s estate; and

(e) we may give any notice or communication to any one or all persons in whose names that Joint Account is held and any notice or communication, made to any one person, shall be deemed as having been made to all Joint Account Holders.

3.4.2 After a Joint Account has been opened, you cannot add or remove persons named on that Joint Account. If you wish to change the Joint Account Holders you must close the Joint Account and open a new one.

3.5 Security and Account authentication.

3.5.1 You are responsible for setting your own password in accordance with the instructions that we will provide to you, as well as keeping all information you hold in your Account confidential. You must notify us immediately if you know or suspect that any person has accessed or may access your Account, or any information you hold in your Account, without your permission. Unless you notify us otherwise under this clause 3.4.1, we will treat any activity on or communication made from your Account as having been authorised by you and you may be liable for such activity up to the point of notification. We may need to change or reset your password and we will notify you if we do this.
SCHEDULE 2 - PRODUCT TERMS FOR COUNTDOWNS

This Schedule 2 sets out terms that apply specifically to Countdowns on any Account. Countdowns may not be available to all of our clients.

1. Countdowns

3.1 Account types and features.

3.1.1 We offer different Account types and features. Depending on your knowledge and experience or client categorisation, some of these may not be available to you. We reserve the right to convert your Account type and/or enable/disable (as applicable) Account features if, in our sole discretion, we determine that a different Account type/feature (as applicable) is more appropriate for you or if otherwise required by Applicable Law.

3.2 Account opening process.

SCHEDULE 3 - DEFINITIONS

Unless otherwise stated, words and expressions that begin with a capital letter in the Agreement have the meaning set out below:

Account	Any account for trading CFD Margin Trades and Countdowns that you hold with us, including any Joint Account.
Account Close-Out	A procedure by which our Platform may close the whole or a portion of your CFD Margin Trades and/or Positions.
Account Currency	The currency in which an Account is denominated and in which all Deductions and credits will be made, in accordance with clause 5.3.1.
Account Revaluation Amount	The sum of your Cash and any net Unrealised Profit Or Loss (as applicable), where net Unrealised Profit or Loss is calculated using the mid-price between the first Buy Price and Sell Price displayed on the price ladder on the Platform, that is displayed on our Platform and updated in real time.
Adjustment Event	The sum of your Cash and any net Unrealised Profit Or Loss (as applicable), where the net Unrealised Profit or Loss is calculated using the first Buy Price or Sell Price (as applicable) displayed on the price ladder on the Platform, that is displayed on our Platform and updated in real time.
Account Value	n respect of a Product, where the underlying asset is an index, any change to the index including but not limited to the announcement of a successor index.