This is a legal contract (the “Agreement”) between Peter Pesic & Co. Securities, Inc. organized under the laws of the Republic of Mauritius, its successors, and assigns, (hereinafter referred to as “Peter Pesic” or the “Company”) and the party (or parties) executing this document (the “Customer” or the “Client”). Client can be an individual or a legal entity except for stateless persons; individuals under 18 years of age and citizens and legal entities of countries in which the Company’s service is not offered.
These Terms of Business (hereinafter referred to as “Terms”) constitute a part of your Customer Application Form. It is your responsibility as Customer to carefully read these Terms and to inform the Company of any questions or objections which you may have, before entering each trade order. In entering your trade orders with the Company, you affirm and warrant your thorough understanding and acceptance of these Terms, as they are set here and as may be amended from time to time by the Company.
These Terms govern the basic aspects of interaction between the Company and the Customer with respect to opening and closing the Customer’s positions, as well as of placement, cancellation and modification of the Customer orders executed by the Company.
“Customer” or “Client” means any individual or a legal entity except for stateless persons; individuals under 18 years of age and citizens and legal entities of countries in which the Company’s service is not offered.
1. Overview
The following is a brief overview of key points explored further in these Terms. Please ensure you review this entire document prior to opening an account.
To open a customer account it is required to:
Complete the application process and include all KYC/AML documentation. Upon completion of the application, the Customer will be notified that their documents have been received. The Customer’s account will then be approved, declined, or a request for more information will be sent. If approved, the Customer will receive an email from the Company including instructions on the account. The Company makes best effort but makes no guarantees that accounts will be approved within a certain agreed number of days provided that all proper KYC documentation is remitted at time or registration. All applicants must be 18 years of age or older to register for an account with the Company. These Terms shall be considered accepted unconditionally by the Client upon the Company’s receipt of an advance payment made by the Client in accordance with this Agreement.
The Client and the Company enter every operation either on Peter Pesic website or otherwise as principals, and the Company does not act as an agent on the Client’s behalf unless otherwise agreed. The Client shall be directly and fully responsible for fulfilling all his/her obligations regarding his/her operations on Peter Pesic website or otherwise. If the Client acts on behalf of someone else, regardless of whether that individual is identified, the Company shall not view that individual as a client and shall not bear any responsibility to him/her unless otherwise specifically agreed.
KYCs and CDD checks
Due Diligence is an ongoing process, and the Client confirms and undertakes that all KYC documents will be made available to the Company within 14 days of request. Failure to provide KYC documents on time may lead to the account with Peter Pesic being closed or terminated.
2. Service
2.1 Subject to the Client fulfilling its obligations under these Terms of Business, the Company shall provide the Client with the ability to make transactions allowed by the capabilities of Peter Pesic.
2.2 The Company will be executing trades on behalf of clients acting on instructions from clients as a discount broker and shall carry out all transactions with the Client on an execution-only basis, neither managing the account nor advising the Client. The Company is entitled to execute transactions requested by the Client even if the transaction is not beneficial for the Client. The Company is under no obligation, unless otherwise agreed in this Agreement, to monitor or advise the Client on the status of any transaction, to make margin calls, or to close out any of the Client’s open positions. Unless otherwise specifically agreed, the Company is not obligated to make an attempt to execute the Client’s order using quotes more favourable than those offered.
2.3 The Client shall not be entitled to ask the Company to provide investment or trading advice, or any information intended to encourage the Client to make any particular transaction.
2.4 The Company may engage in lending or borrowing securities in the Client’s account to or from affiliated investment dealers, custodians or executing brokers in a process of conducting normal course of business.
2.5 The Client acknowledges that the Company shall not, in the absence of fraud, intentional failure to carry out its responsibilities or gross negligence, be liable for any losses, costs, expenses or damages suffered by the Client arising from any inaccuracy or mistake in any information given to the Client including, but not limited to, information regarding any Client transactions. Though the Company has the right to void or close any transaction in the specific circumstances set out in this Agreement, any transaction the Client carries out following such an inaccuracy or mistake shall nonetheless remain valid and
binding in all respects both on the side of the Company and of the Client.
2.6 The Company shall not support physical delivery of currency in the settlement of any trading operation. Profit or loss in the deposit currency is deposited to/withdrawn from the Client’s trading account immediately after a position is closed.
2.7 The Company may periodically act on a client’s behalf in relations with parties with whom the Company or another affiliated party has an agreement permitting the Company to receive goods or services. The Company ensures that such arrangements shall operate in the best interest of Clients, for example, arrangements granting access to information or other benefits/services which would not otherwise be available.
2.8 Where the Client submits share certificates to the Company for conversion to electronic version, the Client assumes full responsibility as to the ownership and authenticity of the share certificates as well as any other ancillary documents provided.
2.8.1 All other related services.
2.9 Company trades US OTC stock exclusively in its own name and it does not hold assets in the name of a third party, nor it hold assets in segregated clients' accounts. All assets held by the Company are considered to have been sold to the Company upon deposit and prior to any subsequent disposition.
3. Client Requests and Instructions
3.1 The Company processes and executes Client requests and instructions in accordance with the terms of this Agreement.
3.2 The Company is entitled to decline a client’s request or instruction if any of the conditions set out in this Agreement have not been satisfied before the request or instruction is processed by the Company. However, the Company may, at its sole discretion, accept and execute the Client request.
3.3 If the Company executes the Client’s requests or instruction and subsequently becomes aware of a breach of the conditions, the Company may take any actions it deems fit.
4. Netting
4.1 For transactions between the Client and the Company, a conversion will take place using the current exchange rates.
4.2 If the accrued amount is owed to the Company by the Client is equal to the accrued amount owed to the Client by the Company, the obligations of both sides will be cancelled out.
4.3 If the accrued amount owed by one party exceeds the accrued amount owed by the other party, then the party with the larger accrued amount shall pay the excess to the other party and all obligations to pay will be automatically satisfied and discharged.
4.4 The Client is obligated to pay any amount due, including all commissions, charges and other costs determined by the Company per pricing table posted on company’s website www.pesicsecurities.com or client specific pricing table available online at www.stoxempower.com/pesicsecuritiesweb/ to Company’s clients upon login into Company’s customer services website or such pricing table as specifically communicated to the Client.
4.5 The Client may not transfer rights, vest responsibilities, or otherwise transfer or purport to assign rights or obligations under this Agreement without the Company's prior written consent. Any purported assignment or transfer in violation of this condition shall be considered void.
5. Payments
5.1 The Client may deposit funds to the bank account of the Company at any time.
5.2 If the Client is under the obligation to pay any amount to the Company which exceeds the equity of the account, the Client shall pay the excess within 2 business days of the obligation arising.
5.3 The Client acknowledges and agrees that (without prejudice to any of the Company’s other rights to close out the Client's open positions and exercise other default remedies against the Client) where a sum is due and payable to the Company and sufficient cleared funds have not yet been credited to the Client's account, the Company shall be entitled to treat the Client as having failed to make a payment to the Company and to exercise its rights as it deems fit.
5.4 The Client shall hold full responsibility for the accuracy of payments executed. If the Company’s bank details change, the Client shall hold full responsibility for any payments carried out in accordance with the obsolete details from the moment the new details are published on the Website.
6. Client Funds and Interest (If applicable)
6.1 Where client funds are held by the Company, these may be held separate from the Company’s funds and the Client acknowledges and agrees that the Company will not pay interest to the Client on funds located on Client accounts. The Company reserves the right to establish when and how much interest it will pay on Client funds.
7. Complaints and Disputes
7.1 Any dispute, controversy, or claim arising out of or relating to this Agreement or the breach, termination, invalidity thereof, shall be settled by international arbitration pursuant to the International Arbitration Act 2008 (the "Arbitration Act").
7.2 The provisions of the First Schedule to the Arbitration Act shall apply to such arbitration.
7.3 The juridical seat of arbitration shall be Mauritius.
7.4 The arbitration shall be conducted in accordance with London Court of International Arbitration –Mauritius International Arbitration Centre Arbitration Rules (“LM Rules”).
7.5 The arbitration shall be conducted by a single arbitrator appointed in accordance with the LM Rules.
7.6 All proceedings, including issuance of the arbitration award, in any such arbitration, shall be conducted in English, or such other language that the parties may decide by mutual agreement.
7.7 The arbitration award shall be final and binding and may be enforced by any court of competent jurisdiction.
7.8 Nothing contained in this paragraph shall preclude either party from seeking interim relief, from any court having jurisdiction to grant the same. The pursuit of interim relief shall not be considered as a waiver of the obligation to settle dispute by way of arbitration as provided in this Agreement.
7.9 The arbitrator may, (but shall not be required to), award to a party that substantially prevails on merits, its costs and reasonable expenses (including reasonable fees of its counsel).
7.10 When any dispute is under arbitration, except for the matters under dispute, the parties shall continue to exercise their remaining respective rights and fulfil their remaining respective obligations under this Agreement.
8. Communications
8.1 Instructions shall be obtained either by email, fax, and post from the Client.
8.2 Orders are executed online by the Company. Clients are informed by the Company by means of electronic communication that their orders have been executed.
8.3 Reports, statements, notices, and any other communications will be transmitted to the Customer electronically by posting to the Customer's online account or via e-mail to the e-mail address on the Customer's application, or to such other e-mail address as the Customer may from time to time designate to the Company. All communications so posted or sent shall be deemed transmitted by the Company when posted or sent and deemed delivered to the Customer personally, whether received by the Customer or not.
9. Time of Essence
9.1 The adherence to deadlines between the Client and the Company shall be an essential condition of this Agreement.
10. Failure to fulfill Obligations
10.1. Each of the following constitutes an instance of failure to fulfill obligations:
a. Client’s failure to provide any amount due.
b. Client’s failure to fulfill any obligation due to the Company.
c. the initiation of proceedings by a third party for the Client’s bankruptcy (if the Client is an individual) or for the company's liquidation (if the Client is a legal entity), or for the appointment of an administrator or receiver in respect of the Client or any of the Client’s assets (if the Client is a legal entity), or (in both cases) if the Client makes a contract or an arrangement with their creditors concerning the settlement of their debt or any other analogous procedure is initiated regarding the Client.
d. any representation or warranty made by the Client in clause 11 below is or becomes false.
e. Client's inability to pay debts when they fall due.
f. if the Client dies or becomes legally incompetent; and
g. any other circumstance where the Company reasonably believes that it is necessary or desirable to take any action set out in clause 10.2.
10.2 If an instance of failure to fulfil obligations occurs in relation to the Client, the Company may, at its sole discretion, at any time and without prior written notice, take one or more of the following steps:
a. close out all or any of the Client’s open positions at the current quote.
b. debits the Client’s account for amounts owed to the Company.
c. closes any or all of the Client’s accounts held within the Company.
d. refuses to open new accounts under the Client's name.
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11. Representations and Warranties
11.1 The Client shall represent and warrants that:
a. all information presented in this Agreement and the Customer Application Form is true, complete, and accurate in all material respects.
b. in the event where the Client submits share certificates to the Company for conversion to electronic version, the Client assumes full responsibility as to the ownership and authenticity of the share certificates and other documents provided to the Company.
c. the Client is duly authorized to enter into this Agreement to issue instructions and requests and to fulfil his/her obligations.
d. the Client acts as principal and not as nominee or any fiduciary capacity.
e. the Client is the individual who submitted the Customer Application Form or if the Client is a legal entity, the person who provided the Customer Application Form on the Client's behalf is duly authorized to do so; and
f. all actions performed under this Agreement will not violate any law, ordinance, charter, by-law, or rule applicable to the Client or in the jurisdiction in which the Client is resident, or any agreement by which the Client is bound or that concerns any of the Client’s assets.
g. any trading systems used by the Client are not targeted at exploiting any weakness in the company's software.
11.2 If the Client breaches clause 11.1 of this Agreement, the Company has the right to void any position or close out any or all the Client's positions at the current price at any time, at its sole discretion.
12. Material Clauses, Breach of Contract, Agreed Upon Remedies
12.1 The parties of this agreement hereby agree that paragraphs numbered 1 to 12 are all material clauses to this agreement.
12.2 If a party breach one of the material clauses, the other party may suspend any and or all their performance of their duties under this agreement.
12.3 If any principal or agent designated by the Client has any action initiated against them in any competent jurisdiction for any security related fraud, either civil or criminal, that fact alone shall constitute a material breach of this agreement.
13. Governing Law And Jurisdiction
This Agreement, and the rights and obligations of the parties hereto, shall be governed by, construed, and enforced in all respects by the laws of the (where principal order execution facilities are located), without regard to choice of law principles.
14. Agreed-Upon Conditions Constituting Breach by the Client
14.1 In the event that the Client has become a defendant in any Federal Court located in the United States of America, that fact of said occurrence shall constitute a breach of this Client Agreement by the Client.
14.2 If the client becomes non-compliant pursuant to paragraph 15.4 the occurrence of that fact shall constitute a material breach of this Client Agreement by the Client.
14.3 By signing this agreement, the Client, their heirs, and assigns, all hereby acknowledge and agree to section 12.3 as a fact pattern that shall constitute a material breach of this client agreement.
15. Agreed-Upon Client Status by the Client
15.1 The Client agrees that there are a total of four different categories that they will fall into while they are a Client with the Company. The categories are as follows:
1. Active: This status means that the Client has provided the KYC/AML documentation in a timely fashion and that they have made a trade with the Company within the last ninety calendar days.
2. Inactive: This means that the Client has provided the KYC/AML documentation in a timely fashion however they have not made a trade within the last ninety calendar days.
3. Suspended: this means that the client has not provided the KYC/AML documentation in a timely fashion. Upon suspension of the client’s account, the client then has fourteen calendar days to provide valid KYC/AML documentation. If the client does not provide valid KYC/AML documentation, then the client will be placed into the non-compliant Status.
4. Non-compliant: This means that the client has refused to provide valid KYC/AML documentation, despite receiving written requests from the Company via email. A Non-compliant Client is in material breach of this agreement. Additionally, the client hereby agrees that once they become non-compliant that they have entered into the Client Agreement through the use of fraud because they lacked the KYC/AML documentation when they entered into the Client Agreement, which was the nondisclosure of a material fact that should have been disclosed to the Company prior to entering into the agreement.
a. Any attempt by the Client to obtain their assets after becoming non- compliant shall be considered an attempt of money laundering. Any agent, or lawyer who demands the receipt of securities or cash held by a non-compliant client shall be considered aiding and abetting money laundering and or attempted money laundering.
b. Additionally, the agent or attorney shall repudiate in writing their association and representation of the client who is in a non-compliant status, with regards to all attempts to receive the client assets.
16. Limitation of Liability
16.1 The Client will indemnify the Company for all liabilities, costs, claims, demands and expenses of any nature which the Company suffers or incurs as a direct or indirect result of any failure by the Client to fulfil any of the obligations under this Agreement.
16.2 The Company shall in no circumstances be liable to the Client for any consequential direct or indirect losses, loss of profits, missed opportunities (due to subsequent market movement), costs, expenses or damages the Client may suffer in relation to this Agreement, unless otherwise agreed.
16.3 Clients do not have the right to give third parties access passwords to the Website and agree to keep them secure and confidential. The Company does not bear responsibility for the unauthorized use of registration data by third parties.
17. Force Majeure
17.1 The Company may, having just cause, determine that a Force Majeure event (uncontrollable circumstances) exists, in which case the Company will, in due course, take reasonable steps to inform the Client. Force Majeure circumstances includes without limitation:
a. any act, event or occurrence (including, without limitation, any strike, riot or civil commotion, terrorism, war, act of God, accident, fire, flood, storm, interruption of power supply, communication equipment or supplier failure, hardware or software failure, civil unrest, government sanction, blockage, embargo, lockouts) which, in the Company’s reasonable opinion, prevents the Company from maintaining market stability in one or more of the instruments.
b. the suspension, liquidation or closure of any market or the absence of any event of which the Company bases its quotes, or the imposition of limits or special or unusual terms on trading on any such market or on any such event.
17.2 If the Company determines with just cause that a Force Majeure event exists, the Company may at any time and without giving prior written notification take any of the following steps:
a. increase requirements.
b. close out any or all open positions at prices the Company considers in good faith to be appropriate.
c. suspend or modify the application of any or all terms of this Agreement to the extent that the Force Majeure event makes it impossible or impractical for the Company to comply with them; or
d. act or not concerning the Company, the client and other clients as the company deems to be reasonably appropriate in the circumstances.
17.3 The Company does not bear responsibility for not fulfilling (improperly fulfilling) its obligations when prevented from doing so by uncontrollable circumstances.
18. Miscellaneous
18.1 The Company has the right to suspend service to the Client at any time for any justified reason (notification of the Client is not required).
18.2 In the event that a situation arises that is not covered hereunder, the Company will resolve the matter based on good faith and fairness and, when appropriate, by acting consistent with market practice.
18.3 No single or partial exercise or failure or delay in exercising any right, power, or privilege (under these terms or at law) by the Company shall constitute a waiver by the Company of or impair or preclude any exercise or further exercise of that or any other right, power or remedy arising under any applicable law.
18.4 The Company may in whole or in part release the Client from liability stemming from the latter’s violation of these Terms during the period of it being in force or, alternatively, may reach a compromise decision.
18.5 The Company may transfer its rights and obligations to a third party in whole or in part, provided that the assignee agrees to abide by the terms of this Agreement. Such assignment shall come into effect ten business days following the day the Client is deemed to have received a notice of the assignment.
18.6 If any term of this Agreement shall be held by a court of competent jurisdiction to be unenforceable for any reason, then such term shall be deemed severable and not form part of this Agreement, but the remainder of this Agreement shall continue to be valid and enforceable.
19. Amendment and Termination
19.1 The Client acknowledges that the Company shall have the right to amend:
a. any part of this Agreement at any time, giving the Client written notification fifteen calendar days before the amendments are introduced.
b. In exceptional trading conditions, the Client recognizes the right of the Company to make changes without prior notification.
Amendments shall enter into force on the date specified in the written notification and shall be applied to all open positions. Under abnormal market conditions, amendments may be introduced immediately without prior written notice.
19.2 The Client acknowledges that the Company may introduce new products and services without prior notification.
19.3 The Company may suspend or terminate this Agreement immediately by giving the Client notification.
19.4 The Company retains the right to refuse a client the opportunity to register with the Company without explanation.
19.5 Termination of this Agreement will not abrogate any obligations held by either the Client or the Company regarding any outstanding transaction or any legal rights or obligations which may already have arisen hereunder, particularly relating to any open positions and deposit/withdrawal operations made on the Client's account.
19.6 Upon termination of this Agreement, all amounts owed by the Client to the Company must be settled immediately (but not limited to):
a. all outstanding fees, charges, and commissions.
b. any expenses incurred by terminating this Agreement.
c. any losses and expenses sustained by the Company in closing out any transactions or in connection with any other of the Company’s obligations initiated or caused by the Client.
21. Risk Disclaimer: Highly Volatile Instruments
21.1 Many instruments are traded within wide ranges of intraday price movements so the Client must carefully consider the fact that there is not only high probability of profit, but also of loss.
22. Risk Disclaimer: Technical Risk
22.1 The Client shall assume the risk of financial loss caused by the failure of information, communication, electronic and other systems.
22.2 When executing trading operations through the client terminal, the Client shall assume the risk of financial loss, which can be caused by:
a) the failure of Client hardware, software, and internet connection.
b) the improper operation of Client equipment.
c) the wrong settings in the client terminal.
d) delayed client terminal updates.
e) the Client’s ignorance of the applicable rules.
22.3 The Client acknowledges that at the moment of peak load there may be some difficulties in gaining access with Peter Pesic, especially on the fast market (for example, when key economic indicators are released).
23. Risk Disclaimer: Abnormal Market Conditions
23.1 The Client shall acknowledge that under abnormal market conditions, the execution time for Client instructions may increase.
24. Risk Disclaimer: Communications
24.1 The Client shall assume the risk of any financial loss caused by the Client not receiving a notification from the Company.
24.2 The Client shall acknowledge that unencrypted information transmitted by email is not protected from unauthorized access.
25. Risk Disclaimer: Force Majeure
25.1 The Client shall assume all risks of financial loss caused by a force majeure (see paragraph 17 above).
26. Risk Disclaimer: Statutory Prohibitions and Restrictions
26.1 The Client shall assume all financial and other risks when completing operations (or actions connected with these operations) on financial markets that are statutorily prohibited or restricted by the legislation of the country in which the Client is resident.
27. Execution
THIS IS A LEGALLY BINDING CONTRACT. YOU HAVE TO CAREFULLY READ ALL OF THE FOREGOING COMPLETELY AND COMPLETED THE CUSTOMER APPLICATION TO OPEN AN INDIVIDUAL/CORPORATE TRADING ACCOUNT.
Your consent acknowledges that you have carefully read, in its entirety, and understood this Agreement and the Risk Disclaimer and that you agree to all the provisions contained therein. Your consent further represents, warrants, and certifies that the information provided by you in the Customer Application Form to open an Individual/Corporate Trading Account is correct and complete.
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Regular - $595
