PAMM Account Terms and Conditions

1.1 In these PAMM Account Terms and Conditions the following words and expressions shall, except where the context otherwise requires, bear the following meanings:

“Client Area”

means an administrative section of the Platform which allows the Client to manage his Account;

“Deposit Fee”

– fee payable to the Company for the execution of the Investor’s deposit instruction, which is calculated as a percentage of the deposited funds;

“Dispute”

– has the meaning given in Clause 23.2;

“Early Withdrawal Fee”

– fee payable to the Company for the execution of the Investor’s withdrawal instruction before the end of the relevant Trading Interval, which is calculated as a percentage of funds requested for a withdrawal;

“Fees”

- the Deposit Fee, the Early Withdrawal Fee, the Management Fee and the Performance Fee, whether separately or in any combination, as may be relevant in the context;

“Equity”

– funds belonging to the Participant comprising of the actual balance (total deposits minus total withdrawals) and floating (unrealised) P&L on open trading positions calculated based on the current market prices;

“Investor”

– a Client who has been registered by the Company as an Investor to the PAMM Account;

“Investment Account”

– an Account, that belongs to the Participant and is used for withdrawal and deposit of funds to and from, the PAMM Account;

“Losses”

- has the meaning given in Clause 19.4;

“Management Fee”

– fee payable to the Manager for managing funds on the PAMM Account as set in the Offer, which is defined as a percentage of the Investor’s Equity or a fixed sum and charged to the Investor at the end of every Trading Interval; the Management Fee may be shared with the Company;

“Manager”

- a Client who has been registered by the Company as a Manager of the PAMM Account;

“Manager’s Remuneration”

– one or more Fees in any combination;

“Minimum Deposit”

- the minimum amount of funds required to join the PAMM Account as set in the Offer;

“Offer”

– the set of parameters offered by the Manager to define the terms of investment to the PAMM Account and used by the Company to calculate the Fees;

“P&L”

– profits and loss resulting from the trading operations on the PAMM Account;

“Party”

– the Company, the Manager and the Investor, whether separately or in any combination;

“PAMM Account Application”

– application to set up the PAMM Account which is submitted by the Client to the Company;

“PAMM Account Terms”

– means these Terms and Conditions;

“Participant”

– the Manager or the Investor, who invest in the same PAMM Account;

“Participant’s Share”

- share of each Participant in the PAMM Account’s Equity;

“Performance Fee”

– fee payable to the Manager for managing funds on the PAMM Account, which is calculated as a percentage of “new net profits” (a “high profit watermark” principal) and charged to the Investor at the end of every Trading Interval; the Performance Fee may be shared with the Company;

“PAMM Account”

– a trading account which accumulates the funds of the Manager and the Investor that accepted the terms of the Offer and which is managed by the Manager in accordance with the terms of the Offer;

“Rollover”

- means a procedure performed by the Platform every hour in order to collect and update statistics on the PAMM Account, perform the necessary calculations and process the pending instructions;

“Terms”

– means Terms of Business of the Company available on the Website;

“Trading Interval”

- the period within which the Investor's withdrawals are charged the Early Withdrawal Fee and after which the Manager’s Remuneration is calculated and charged;

“Withdrawal Fee”

– fee payable to the Company for the execution of the Investor’s withdrawal instructions, which is calculated as a percentage of the Investor’s funds withdrawn at the end of the Trading Interval.

1.2 Capitalised terms not defined in these Pamm Account Terms shall have the definition given to them in the Terms.

1.3 Where the context so requires, the use of the masculine gender shall include the feminine and/or neuter genders and the singular shall include the plural, and vice versa, and the word “person” shall include any corporation, firm, partnership or other form of association.

1.4 The headings are included for convenience only and will not affect the interpretation or construction of these PAMM Account Terms.

1.5 Words denoting the singular number include the plural and vice versa.

1.6 Reference to a third party includes an individual, firm, corporation, unincorporated association, trust, government, state or agency of state, partnership or joint venture (whether or not having a separate legal personality).

1.7 Unless the context otherwise requires, any reference in these Terms to a "document" shall be construed to include any 'electronic' document.

1.8 A reference to a Sub-Clause, Clause or Section is a reference to a sub-clause, clause or a section in these PAMM Account Terms respectively.

1.9 For the purposes of references in these PAMM Account Terms, a “trading day” means any weekday (excluding a Saturday and a Sunday) which is not a public holiday in the country in which, as the case may be, the obligation is to be performed, the right exercised, the notice given, the period calculated or from which the information is to be sent.

2.1 These PAMM Account Terms, together with the Terms, the Risk and disclosure notice, the Order execution policy, the Anti-money laundering and counter-terrorism financing policy, the Client introduction agreement (where relevant), the information located on the Website and the Platform, as well as other rules, specifications and regulations as may be stipulated by the Company, constitute the entire agreement with regards to the PAMM Account services. Reading and understanding all the above documents is a mandatory requirement for accessing the PAMM Account services provided by the Company. The Client’s registration either as a Manager or as an Investor will be considered by the Company as a confirmation of the Client’s unconditional acceptance of all the above documents.

2.2 All transactions initiated by the Manager on the PAMM Account are subject to the provisions of the Terms, the Risk and disclosure notice, the Order execution policy, the Anti- money laundering and counter-terrorism financing policy, the Client introduction agreement (where relevant), the information located on the Website and the Platform, as well as other rules, specifications and regulations as may be stipulated by the Company

2.3 The PAMM Account services enable the Manager to manage his own funds and aggregates Investors’ funds from a single trading account. The P&L made on the PAMM Account are distributed among the Participants automatically, in proportion to their respective Participant’s Share.

2.4 The Manager does not provide asset management or portfolio management or advisory services to the Investors within the scope of the PAMM Account services.

2.5 All transactions on the PAMM Account are carried out solely by the Manager subject to the provisions of these PAMM Account terms. The Investor may not interfere in the trading operations of the Manager or challenge his trading strategy. The Company will dismiss all claims of the Investor that the Manager failed to comply with the Investor’s recommendations.

2.6 The Investor’s funds may be deposited to or withdrawn from, the PAMM Account solely by the Investor. The Manager cannot in any way influence the decision making for depositing or withdrawing the Investor’s funds to or from the PAMM Account or prevent such deposits or withdrawals from being executed.

2.7 All settlements and remittances on the PAMM Account related to the Fees and distribution of profit are exercised solely by the Company. The Company controls the correctness of calculations and settlements between the Participants based on the Offer, allows the Manager to participate in ratings published on the Website and submits to him market reviews and other relevant information.

2.8 The Company has no obligation to reveal any personal information about the Manager including his legal and professional competence unless the Manager’s consent to do so is obtained in writing.

2.9 The Client may become a Manager or an Investor in respect to an unlimited number of the PAMM Accounts.

2.10 The number of the Investors for any PAMM Account is unlimited.

2.11 The Company reserves the right to cease the provision of the PAMM Account services to the Manager and/or the Investor at any time upon its sole discretion. The Company shall not be obliged to give reasons for such a decision.

3.1 In order to set up the PAMM Account and be registered as a Manager the Client should:

• 3.1.1 Fund his Investment Account with an initial deposit as specified in the dedicated section of the Website or as instructed by the Company;
• 3.1.2 Submit the PAMM Account Application as instructed on the Website.

3.2 The Client who has submitted to the Company the PAMM Account Application shall be deemed to have unconditionally accepted these PAMM Account Terms and other documents as set out in Clause 2.1.

3.3 The Client should specify the following information in the PAMM Account Application:

• 3.3.1 Name of the PAMM Account;
• 3.3.2 Short description of the PAMM Account;
• 3.3.3 Commission profile (pro/standard) and account base currency;
• 3.3.4 Management Fee;
• 3.3.5 Performance Fee;
• 3.3.6 Deposit Fee;
• 3.3.7 Early Withdrawal Fee;
• 3.3.8 Account type (public of private);
• 3.3.9 Platform account reference of the first Investor.

3.4 Following the registration of the PAMM Account the Client will receive an email confirming his registration as a Manager and specifying:

• 3.4.1 Credential for accessing the secure Manager’s area on the Website;
• 3.4.2 Credentials for accessing the PAMM Account on the Platform;
• 3.4.3 Detailed manual containing instructions about how to operate the PAMM Account.

3.5 Public PAMM Account shall appear in the list of public PAMM Accounts published on the Website.

3.6 The PAMM Account is activated when the first deposit, which is equal or higher than the Minimum Deposit, is received on the PAMM Account.

3.7 Public PAMM Account which has not been used for trading activity for longer than 6 (six) months shall be removed from the list of public PAMM Accounts published on the Website.

3.8 Public PAMM Account cannot be converted into the private PAMM Account and private PAMM Account cannot be converted into public PAMM Account, unless the Company’s explicit written approval is given to the Manager.

3.9 The name and description of a PAMM Account must not contain any of the following:

• 3.9.1 Obscene language or any elements that are insulting in nature, including racial, religious, nationalistic and ethnic slurs;
• 3.9.2 Guarantees of profits or other promises;
• 3.9.3 Direct or indirect references to the Company’s competitors;
• 3.9.4 The word “NextTrade”, whether separately or in any combination;
• 3.9.5 Names of government bodies or officials;
• 3.9.6 References to the PAMM Accounts of other managers.

3.10 The Company reserves the right to change the name of the PAMM Account at its own discretion and without prior warning.

3.11 The Company reserves the right to decline a deposit into the PAMM Account without prior notice or explanation when:

• 3.11.1 The fraudulent activity is suspected;
• 3.11.2 The Investor’s username contains elements as set out in Clause 3.9 and the Company’s request to change that username has not been fulfilled;
• 3.11.3 The Company deems it necessary under the circumstances.

4.1 Existing and potential Clients can invest into the PAMM Account by accepting the conditions for investment in the Offer.

4.2 The Manager can create an Offer immediately after setting up the PAMM Account with the prior consent of the Company.

4.3 The Offer is published in the relevant section of the Website.

4.4 The Offer is valid during the entire period of the PAMM Account existence and may not be modified.

4.5 The following parameters are specified in the Offer:

• 4.5.1 Minimum Deposit;
• 4.5.2 Management Fee;
• 4.5.3 Performance Fee;
• 4.5.4 Deposit Fee;
• 4.5.5 Early Withdrawal Fee;
• 4.5.6 Length of the Trading Interval;
• 4.5.7 Investment strategy proposal.

4.6 The Offer shall be monitored by the Company for the purpose of calculation of the PAMM Account’s performance.

4.7 The Client who accepts the Offer and submits to the Company the relevant application shall be registered by the Company as the Investor.

4.8 By accepting the Offer, the Client confirms that he:

• 4.8.1 Has all the power and authority to abide by these PAMM Account Terms and understands the significance and consequences of his own actions;
• 4.8.2 Assumes responsibility for enforcing the provisions of these PAMM Account Terms;
• 4.8.3 Is classified as suitable for receiving the PAMM Account Services;
• 4.8.4 Agrees and accepts the leverage used by the Manager.

4.9 Acceptance of the Offer by the Client does not create a contract between the Client and the Manager and doesn’t bind the Company in any way.

5.1 The Rollover is usually carried out during trading hours (Monday – Friday), but it may be performed during weekends too. The Rollover may last for several minutes.

5.2 In the event of the Abnormal Market Conditions or other exceptional circumstance the Company may alter the Rollover time without notice.

5.3 The Rollover is used for:

• 5.3.1 Virtual closure of all open trades;
• 5.3.2 Distribution of P&L based on the virtual closing value of the open trades at that time as well as the distribution of P&L of all trades closed after the previous Rollover;
• 5.3.3 Processing of pending deposits;
• 5.3.4 Processing of pending withdrawals (along with any applicable fees);
• 5.3.5 Processing of account liquidation;
• 5.3.6 Recalculation of the Participant’s Shares;
• 5.3.7 Reopening of trades virtually closed at the same price;
• 5.3.8 Processing of the Management Fee and the Performance Fee at the end of the Trading Interval (if applicable).

5.4 If, as a result of a technical malfunction, a Rollover has not been executed, it will be executed at 00 minutes of the next hour after the malfunction has been fixed.

6.1 The Trading Interval begins on the date when the PAMM Account is activated and can be set as a certain number of days or weeks or months.

6.2 The length of the Trading Interval is determined by the Manager in the Offer. Trading Interval labelled as “Calendar month” will start on the first day of each calendar month.

6.3 The end of the Trading Interval designates the beginning of the following Trading Interval.

6.4 If a withdrawal is requested by the Investor before the Trading Interval ends, the early Withdrawal Fee will be applied (where this has been stated in the Offer). The other Fees will be automatically calculated by the Platform.

6.5 Requests for the payment of the Manager’s Remuneration are automatically created during the first open Rollover of the trading day preceding the day on which the Trading Interval ends. These requests are processed during the first open Rollover on the day on which the Trading Interval ends.

6.6 In case of liquidation of the PAMM Account during the Trading Interval, the duration of the final Trading Interval for all participants of the PAMM Account will be equal to the number of days elapsed since the beginning of the previous Trading Interval.

6.7 The Manager may keep open trading position during the change of the Trading Intervals.

7.1 The Manager may, but does not have to, contribute his own funds to the PAMM Account.

7.2 The Manager may invest to the PAMM Account by depositing funds from his Investment Account and by automatic reinvestment of profit and fees received upon the expiry of the last Trading Interval.

7.3 The Manager can withdraw his funds from the PAMM Account at any time. He will pay the Early Withdrawal Fee if he withdraws before the end of the relevant Trading Interval.

7.4 The Manager may withdraw his profit and Fees at any time, regardless of the Trading Interval.

8.1 The Investor may allocate funds in one or multiple PAMM Accounts at his discretion by accepting the relevant Offers.

8.2 The Investor shall invest to the PAMM Account by depositing funds from his Investment Account and/or by automatically reinvesting upon the expiry of the last Trading Interval.

8.3 The Investor may instruct the Company to withdraw profit obtained at the expiry of the last Trading Interval from the PAMM Account to his Investment Account. If no such instruction has been submitted to the Company, the profit will automatically be reinvested to the PAMM Account.

8.4 The Investor may at any time cancel his registration as the Investor and withdraw the funds from the PAMM Account subject to the payment of all applicable Fees.

9.1 The funds are deposited to the PAMM Account by way of a transfer from the Investment Accounts of the Participant within the Platform. The transfer is carried out by the Company based on the Participant’s instructions.

9.2 The funds may not be deposited by any other methods (wire transfer, credit card, electronic payment system, etc.).

9.3 The funds deposited shall be equal to or higher than the Minimum Deposit.

9.4 After the deposit instruction is submitted to the Company, the corresponding amount will be debited from the Investment Account and added to the PAMM Account.

9.5 If the currency of the Investment Account differs from the currency of the PAMM Account, the deposit will be converted using the Company’s internal exchange rate.

9.6 The Participant cannot cancel the instruction to deposit funds to the PAMM Account once it has been submitted to the Company.

9.7 Deposits into PAMM Account are normally processed during the next Rollover except as set out in Clause 5.4.

9.8 The Company can cancel a deposit instruction if non-trading operations are temporarily blocked on the PAMM Account.

10.1 Withdrawal of funds from the PAMM Account is exercised by way of:

• 10.1.1 Transfer to the Participant’s Investment Accounts;
• 10.1.2 Transfer to the Participant’s other Account maintained with the Company within the Platform; or
• 10.1.3 Withdrawal of funds to the Participant’s bank account under the general provisions of the Terms.

10.2 The withdrawal of funds is carried out by the Company based on the Participant’s instruction.

10.3 If the currency of the Investment Account or the Participant’s other Account maintained with the Company within the Platform or the Participant’s bank account differs from the currency of the PAMM Account, the conversion of funds into the appropriate currency will be made according to the Company’s internal rate of exchange.

10.4 Where a withdrawal of funds brings the balance on the PAMM Account below the Minimum Deposit, the PAMM Account will be closed and the remaining funds will be transferred to the Participants’ Investment Accounts excluding the Manager’s Remuneration if any Fee is due at the time the PAMM Account is closed.

10.5 The withdrawal instructions of the Investor are processed subject to the Manager’s confirmation.

10.6 In cases where the withdrawal instruction is not executed for any reason, it will be executed at the next suitable Rollover as set out in Clause 5.4.

10.7 Early Withdrawal Fees will be applied if applicable (according to the terms of the respective Offer).

10.8 Each Participant can call off a withdrawal instruction at any time until it is executed.

10.9 The Participant can request to withdraw only amounts that are equal to or smaller than his Equity.

10.10 The Company can cancel a withdrawal instruction if non-trading operations are temporarily blocked on the PAMM Account.

10.11 In the event that the withdrawal of funds by the Participant results in the level of margin that is insufficient to hold the open trading positions on the PAMM Account, there could be an automated lot size reduction of the open positions. It is the Manager’s duty to ensure that he is aware of the pending withdrawals and manage the trading volumes accordingly to avoid any stop outs occurring due to insufficient margin being held on the PAMM Account.

11.1 The Participant’s Share is automatically recalculated after every operation on the PAMM Account.

11.2 The Participant’s Share is expressed as a percentage and is calculated as follows: Participant’s Share = e/E * 100%, where e – total funds invested by the Participant to the PAMM Account; E – PAMM Account’s Equity.

12.1 The profit of the Participant’s is calculated automatically in real-time mode proportionally to the Participant’s Share.

12.2 The Manager’s profit is calculated as follows: Manager’s Profit = Total deposits – Total withdrawals + P&L from open trading positions + Manager’s Remuneration The Investor’s profit is calculated as follows: Investor’s Profit = Total deposits – Total withdrawals + P&L from open trading positions – Fees

12.3 The Participants have online access to the information about their trading P&L in the dedicated section of the Client Area.

12.4 The Participant’s profit is paid:

• 12.4.1 At the end of the Trading Interval;
• 12.4.2 In case of unplanned (early) funds withdrawal by the Participant;
• 12.4.3 When the PAMM Account is closed.

13.1 If the performance during the Trading Interval is positive, the Manager’s Remuneration is paid:

• 13.1.1 When the Investor withdraws funds from the PAMM Account;
• 13.1.2 When the PAMM Account is closed.

13.2 The Performance Fee is calculated as follows: Performance Fee = P&L * success fee % (as specified in the Offer)

13.3 If the performance during the Trading Interval is negative, then this amount is carried over to the next Trading Interval in accordance with the “high watermark” principle.

13.4 The Manager’s Remuneration is deducted from the Investor’s Investment Account and shared in the agreed proportion between the Manager and the Company.

14.1 The Deposit Fee is charged during the execution of the Investor’s deposit instruction by the Company and shared in the agreed proportion between the Manager and the Company.

14.2 The Early Withdrawal Fee is applied in case the Investor requests a withdrawal before the end of the Trading Interval according to the terms of the Offer.

14.3 The Early Withdrawal Fee is calculated as follows: Early Withdrawal Fee = Withdrawal Amount * penalty fee % (as specified in the Offer).

14.4 The Early Withdrawal Fee is shared in the agreed proportion between the Manager and the Company.

15.1 The process of closing of the PAMM Account may be initiated by the Manager or the Company.

15.2 The PAMM Account shall be closed by the Company if the Manager submits a respective instruction to the Company. Such withdrawal instruction may only be executed if there are no open trades or pending orders on the PAMM Account.

15.3 The Company may close the PAMM Account if:

• 15.3.1 The total profitability of the PAMM Account is below -95% (minus 95 percent) for two Rollover times in a row;
• 15.3.2 There has been no activity on the PAMM Account for over 90 calendar days;
• 15.3.3 In the situation described in Clause 19.3.

15.4 To close the PAMM Account the Company will:

• 15.4.1 Close all open trading positions at the current market price (or at the last price for CFD) and cancel all pending orders;
• 15.4.2 Disable the functionality of the Platform which allows the Manager to carry out trading operations on the PAMM Account;
• 15.4.3 Not accept the Participant’s instructions to deposit funds to the PAMM Account;
• 15.4.4 Inform the Participants about the PAMM Account closure;
• 15.4.5 Calculate and transfer the profits and Fees to the Participants according to the respective Participant’s Share and the Offer.

16.1 The Manager and the Investor each represents and warrants that:

• 16.1.1 Registration as a Manager and an Investor as well as carrying out activities in the capacity of a Manager or an Investor do not violate the requirements of any applicable law (including but not limited to: currency, taxation, civil (commercial), banking or any other legislation) of the country of residence of the Manager and the Investor;
• 16.1.2 The Manager and the Investor possess all necessary authorisations, approvals, permits, licenses, registrations and consents from each relevant regulatory body/authority necessary to enable the Manager and the Investor to lawfully accept these PAMM Account Terms and to perform the entire duties and obligations hereunder and the Manager and the Investor shall at all times whilst these PAMM Account Terms remain in effect, comply with all relevant rules and the conditions attaching to such authorisations, approvals, permits, licenses or consents and with any laws, rules, regulations or requirements of all relevant governments, agencies, bodies or institutions so far as they relate to the performance by them of their duties and obligations hereunder, and they covenant to inform the Company of any actual or likely change in such status;
• 16.1.3 The Manager and the Investor have thoroughly reviewed these PAMM Account Terms, other Company documents listed in Clause 2.1 and that they understand their contents and meaning;
• 16.1.4 The Manager and the Investor understand and acknowledge the risks and consequences of performance by them of duties and obligations hereunder;
• 16.1.5 They passed the registration as a Manager and an Investor according to the procedure and on terms specified on the Website;
• 16.1.6 All personal data submitted to the Company before registering as a Manager and as an Investor is valid and accurate;
• 16.1.7 Acceptance of these PAMM Account Terms and the performance of their obligations hereunder do not conflict with nor result in a breach or constitute a default under the terms of any other, agreement, arrangement or understanding to which the Manager and/or the Investor may be a party;
• 16.1.8 These PAMM Account Terms shall at all times constitute a legal, valid and binding obligation on the Manager and the Investor.

16.2 In addition to the representations and warranties set out in Clause 16.1 the Manager represents and warrants that he:

• 16.2.1 Has a practical experience in effecting trading transactions in the Financial Derivatives;
• 16.2.2 Completely understands the meaning of his activities performed in the capacity of the Manager and acknowledges the legal consequences thereof;
• 16.2.3 Shall carry out activities aimed and focused at increasing the PAMM Account’s Equity;
• 16.2.4 Shall operate in good faith and in the best interest of the Investors;
• 16.2.5 Shall continuously observe, monitor and manage the respective PAMM Accounts he manages;
• 16.2.6 Shall assure full confidentiality of access details to the PAMM Account;
• 16.2.7 Shall not “churn the trading account” (or in other words open and close many trades for the purpose of gaining commission rebates, whether in the form of spread markups or commission per lot markups);
• 16.2.8 Shall immediately inform the Company of any material circumstances, which become known to him, in respect of any Investor which would potentially influence the Company's agreement to maintain and operate the PAMM Account concerned;
• 16.2.9 Shall individually, at his own peril and risk, bear full and direct responsibility to the Investors for the fulfilment of any obligations related to or arising from the trading operations.

16.3 In his relations with third parties the Manager undertakes:

• 16.3.1 Not to use the Company’s name, trademark, logo or any other intellectual property in any documents, websites or any other material without the prior written consent of the Company;
• 16.3.2 Not to write and/or distribute and/or assist in writing and distribution of any materials concerning the Company (notes, articles, etc.) to any printed and electronic media (including but not limited to blogs, Internet forums, etc.) without prior written consent of the Company;
• 16.3.3 Not to give any guarantees and/or make any promises, any statements and/or representations on behalf of the Company regarding the PAMM Account, particularly, using the Company’ name and/or trademark of the Company;
• 16.3.4 Not to make any false or misleading statement about the PAMM Accounts he manages;
• 16.3.5 Not to make any other actions which may cause any damage to the Company or entail any claims against the Company laid by third parties;
• 16.3.6 Not to make any claim to the Company for any costs incurred by the Manager;
• 16.3.7 To disclose to the Company details of any investigation by any regulatory body/authority into the Manager's affairs and the details of any past investigation into the Manager's affairs by any regulatory body/authority and details of any sanctions or penalties imposed on the Manager by any legal or regulatory body/authority within the past five (5) years;
• 16.3.8 Not to represent himself as the Company's affiliate, publicly or otherwise, in contracts and agreements either verbally or in writing;
• 16.3.9 Not to assume any obligations before third parties on behalf of the Company and shall not put the Company under any obligations;
• 16.3.10 To resolve all disputes and claims from third parties related to his activities in the capacity of the Manager individually, using his own efforts and at his own expense;

16.4 If in the result of the Manager’s failure to fulfil any of the obligations listed in Clauses 16.2 and 16.3 any claims or actions are laid against the Company, the Manager undertakes to reimburse all the costs incurred by the Company in full measure. In such events, all Managers' withdrawal requests will be cancelled by the Company and will not be executed until the full resolution of the dispute.

16.5 In addition to the representations and warranties set out in Clause 16.1 the Investor specifically assures and agrees that he:

• 16.5.1 Will check his Investor’s Account every day by either logging into his account at the Platform or at least checking the statement sent to him automatically every day via email;
• 16.5.2 Is fully responsible for the performance of his Investment Account and free to withdraw the available funds at any time;
• 16.5.3 Will immediately notify the Company if he is unable to login to the Client Area and/or his account at the Platform and/or is not receiving the email communications, so that the Company could rectify the situation.

17.1 The Company represents and warrants that it:

• 17.1.1 Doesn’t take part in the management of the PAMM Account, but only provides access to the Platform and information resources required for management;
• 17.1.2 Is not an investment advisor and it does not give any recommendations regarding management of the PAMM Account;
• 17.1.3 Does not give any instructions or consultations, particularly in analytical materials published by the experts of the Company on the Website, which in no case should be qualified as management recommendations, as well as pieces of advice, consultations or recommendations regarding any types of investments;
• 17.1.4 Exclusively controls the correctness of calculation and settlements between the Company and the Participants based on the Offer;
• 17.1.5 Shall use every effort to ensure that any potential Investor fully understands the nature of the PAMM Account services and any on-going obligations or liabilities which may be imposed on the Investor, including taking all reasonable steps to ensure that any potential Investor is given (in a comprehensible way) all the information needed by them to enable them to make a balanced and informed decision concerning the PAMM Account services provided by the Company.

18.1 Any positive or negative consequences of the Manager’s exercising the management of the PAMM Account shall have a direct effect solely on the Participants. While providing the PAMM Account services, the Company bears no responsibility either for the Manager’s or Investor’s actions.

18.2 The Manager manages the PAMM Account solely under his responsibility.

18.3 By accepting the Offer the Investor confirms that he understands and accepts the inseparable risks associated with trading in Financial Derivatives.

18.4 The Company at no stage makes assessment of competency of the Manager, his business and ethic merits and bears no responsibility to the Investors for any possible loss or lost profit.

18.5 The Company is not responsible for ensuring that the Manager is licensed or authorised to carry out the activities contemplated by these PAMM Account Terms.

18.6 The Company is not responsible for providing the PAMM Manager with premises, data systems, any secretarial, book-keeping or record keeping services to assist in exercising the management of the PAMM Account.

18.7 The Company expressly states to the Investor that it does not guarantee profit or the recurrence of rates of return that have been made by the PAMM Manager in the past and warns that no positive record of trading strategy implementation ensures the repeat of trading success in the future.

18.8 The Manager and the Investor bear financial responsibility for any negative equity incurred on the PAMM Account in direct proportion to their respective Participant’s share in the PAMM Account.

18.9 The Manager and the Investor accept responsibility for any and all financial losses such as direct losses or profit losses resulting from the following risks:

• 18.9.1 Risk that the Manager does not possess the necessary qualification or knowledge required to manage the Investors’ funds;
• 18.9.2 Risk that the Manager may not observe the Investors’ interests or may carry out fraudulent operations in relation to the Investors’ funds;
• 18.9.3 Risk that the Manager may lose control over the PAMM Account and third parties may gain access to management of the PAMM Account;
• 18.9.4 Risk that the Manager and/or the Investor may misunderstand or misinterpret these PAMM Account Terms;
• 18.9.5 Risk that complaints concerning trading operations on the PAMM Account may be submitted late by the Manager to the Company;
• 18.9.6 Risk of unforeseen delays in transfers between the Investment Account and the PAMM Account or late execution of deposit/withdrawal instructions;
• 18.9.7 Risk of the PAMM Account’s closure.

18.10 Under no circumstances does the Company bear responsibility for the consequences of such risks listed above.

18.11 the Company will not accept any complaints nor compensation request for the performance of the PAMM Account.

19.1 the Company acts exclusively as the provider of the technical facilities and access to the Platform (acting directly or through its counteragents). The Company shall by no means bear any responsibility for profitability or losses of any trading operations performed on the PAMM Account.

19.2 The Company reserves the right to make proper enquiries of the Manager and/or relevant regulatory authorities to establish that the Manager does hold any required permissions. At the request of the Company, the Manager shall supply details and evidence to the Company of his legal and/or regulatory status and of the licensing and/or authorisation requirements applicable to his activities (if any).

19.3 If the Company discovers that the Manager is procuring losses and/or damages to the Company and/or does not act in the Investors' interest then it reserves at its sole discretion the right to:

• 19.3.1 Inform the Investors, and/or
• 19.3.2 Suspend the trading activity of the Manager, and/or
• 19.3.3 Close the PAMM Account and block the operations of the Manager, and/or
• 19.3.4 Decline paying the Manager’s Remuneration, and/or
• 19.3.5 Use the Manager’s Remuneration to refund the Investors’ losses and/or compensate the Company’s losses of any kind resulting from the actions of the Manager.

19.4 Both the Manager and the Investor hereby agree to indemnify and hold harmless the Company, its affiliates, partners, co-owners, contractors and each of the respective directors, officers, agents, representatives, employees and invitees against any losses, damages, claims, expenses, liabilities, demands, costs of any kind or nature whatsoever (including all consequential, direct, indirect, special or incidental loss or punitive damages or loss, fines, penalties, interest and loss of profit or any other form of economic loss (including loss of goodwill, injury to reputation or loss of business opportunity)) (collectively the “Losses”) that may be incurred by the Company and/or them as a result of:

• 19.4.1 The Company acting in good faith while providing the PAMM Account services based on instructions which objectively appear to originate from the Manager or the Investor or a person authorised by the Manager of the Investor;
• 19.4.2 Any act or omission of the Manager or the Investor or any of their employees or representatives or agents acting on their behalf;
• 19.4.3 Any false information or declaration provided or made by the Manager or the Investor either to the Company or to any third party;
• 19.4.4 The Company acting in compliance with any direction, request or requirement of any regulatory authority or government body; regardless of whether any such Losses in question were foreseeable or not.

19.5 The indemnity given in Clause 19.4 shall not be construed as implying any exclusion of or limitation on any contractual liability which the Manager or the Investor may incur under these PAMM Account Terms and is without prejudice to any other rights or remedies of the Company, whether under these PAMM Account Terms or otherwise.

19.6 The indemnity given in Clause 19.4 extends to the Company’s legal, administrative and other professional fees, costs and expenses incurred in respect of taking any legal or investigatory action against the Manager or the Investor, or instructing any debt collection agency, to recover monies owed by the Manager or the Investor to the Company.

19.7 The indemnity given in Clause 19.4 shall survive the termination of the PAMM Account services.

20.1 The Company does not disclose to the Manager any information about the Investor, except the Platform reference of the Investor’s Investment Account.

20.2 The Company does not disclose to the Investor any information about the Manager, except the name and number of the PAMM Account, login on the Company’s forum and the information located in the relevant section of the Website.

20.3 The Company does not disclose to any third party any information about the Manager or the Investor, except cases when such disclosure is binding upon the Company by virtue of applicable law.

21.1 Registration of a Client as a Manager or an Investor does not entail any changes in the basic status of the Client. In respect to the Manager and the Investor any and all provisions of the Terms apply as well as all regulatory documents of the Company which are applicable to the Clients. The application of such documents to the Manager and the Investor is carried out without any waivers, except those permitted according to these PAMM Account Terms.

21.2 If, at any time, any provision of these PAMM Account Terms is or becomes illegal, invalid or unenforceable in any respect under the applicable law and regulations of any jurisdiction, neither the legality, validity or enforceability of the remaining provisions of the these PAMM Account Terms nor the legality, validity or enforceability of such provision under the applicable laws and regulations of any other jurisdiction shall in any way be affected or impaired.

21.3 For purposes of these PAMM Account Terms, communication between the Company and the Participants is carries out as described in the Terms.

22.1 These PAMM Account Terms shall deem to be accepted by the Participant and become binding on him at the moment when he submits the application to register as a Manager or an Investor until the moment when the provision of the PAMM Account services to the Participant is terminated.

22.2 The Company reserves the right to amend the provisions of these PAMM Account Terms at any time with a prior 14 (fourteen) calendar days written notice to the Clients. Amendments come into force and become binding on the Clients from the date specified in such written notice.

22.3 The Company will incur no liability whatsoever for any partial or non-performance of the provision of the PAMM Account services by reason of any Force Majeure Event and the Company shall not be held liable for any loss that the Participants may incur as a result thereof.

22.4 The Company reserves the right to terminate the provision of the PAMM Account services to any Participant at any time upon its sole discretion.

23.1 These PAMM Account Terms and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of Mauritius.

23.2 The Arbitration Court of Mauritius has exclusive jurisdiction to hear, settle and/or determine any dispute, controversy or claim that arises out of or in connection with these PAMM Account Terms or its subject matter or formation (including a dispute relating to the existence, validity or termination of these PAMM Account Terms or any non-contractual obligation arising out of or in connection with these PAMM Account Terms) (the “Dispute”). Each Party agrees that the Arbitration Court of Mauritius is the most appropriate and convenient court to settle the Disputes and accordingly no Party will argue to the contrary regardless of the location of the other Party or Parties. This Clause 23.2. is for the benefit of the Company only. Nothing in this Clause 23.2 limits the right of the Company to bring proceedings related to the Dispute, including third party proceedings, in any other court of competent jurisdiction and the bringing or continuing of proceedings in any one or more jurisdictions shall not preclude the bringing of proceedings in any other jurisdiction, whether concurrently or not, if and to the extent permitted by applicable law.