TERMS & CONDITIONS

Interpretation:

In these terms and conditions, unless the context otherwise requires:

  1. Instructions

    1. The Client will place written or oral orders for the Service, which WORLDWIDE CURRENCIES LTD may accept orally or in writing, subject to these terms and conditions in any event. Each Trade shall constitute a separate severable agreement.
    2. The Client acknowledges that WORLDWIDE CURRENCIES LTD may record all telephone conversations with or without an automatic warning tone.
    3. WORLDWIDE CURRENCIES LTD will provide written confirmation ("contract note") by electronic mail or facsimile in respect of each Trade. Unless the Client notifies WORLDWIDE CURRENCIES LTD of any error or omission within 2 hours of receipt of any contract note, or other document issued by WORLDWIDE CURRENCIES LTD, the Client shall be deemed to agree and accept the contents of the document as an accurate representation of the facts of its nature and content will be legally binding on the Client.

  2. The Service

    1. The Client hereby warrants that all orders are for commercial purposes only and not for currency speculation and are placed in pursuance of the Clients usual trade or business, the Client is not acting as agent and that the Client will trade physical delivery on the Value Date of the purchase currency after payment to WORLDWIDE CURRENCIES LTD of the full amount of the sold currency for each Trade as stipulated by WORLDWIDE CURRENCIES LTD.
    2. WORLDWIDE CURRENCIES LTD agrees to provide the Services from time to time. WORLDWIDE CURRENCIES LTD may at its absolute discretion refuse a request to perform a Service without liability for any resultant loss or damages suffered by the Client or any other party. The Client acknowledges that it would be unlawful for WORLDWIDE CURRENCIES LTD to transfer monies to it against exchange rate gains as such would be outside the Commercial Purposes.
    3. The Clients shall rely purely on its own judgement although WORLDWIDE CURRENCIES LTD may provide the Client with the information concerning the foreign exchange markets the Clients shall not place any reliance on WORLDWIDE CURRENCIES LTD's opinion of the merits or otherwise of any currency transaction, taxation matters or comments made concerning any investment products or markets or other matters whatsoever. Once a Trade is accepted by WORLDWIDE CURRENCIES LTD it cannot be altered or cancelled without the prior written consent of a WORLDWIDE CURRENCIES LTD director.
    4. WORLDWIDE CURRENCIES LTD reserves the right to require written confirmation of any Client instruction.
    5. WORLDWIDE CURRENCIES LTD reserves the right, in the event that it suspects a breach of its Money Laundering Policy and Guidelines, to hold any monies received in its account until such time as consent is obtained from the UK authorities to release. All seizures will be a minimum of 30 days. Penalty and fees become chargeable on any funds so seized at a rate 1,000 USD a day or 4% of money held by WORLDWIDE CURRENCIES LTD whichever is the higher. WORLDWIDE CURRENCIES LTD reserves the right to offset all legal fees and charges incurred against the aforesaid funds should they be incurred.

  3. Financial Provisions

    1. In the event of a Spot Trade, the Client shall pay into a bank account specified by WORLDWIDE CURRENCIES LTD on such date or dates a WORLDWIDE CURRENCIES LTD might direct, but no later than the working day immediately preceding the value date, the amount specified by WORLDWIDE CURRENCIES LTD as full payment for the Trade.
    2. In the event of a Forward Trade the Client shall immediately pay a Margin of 10%, of the full amount of the sold currency, or such other percentage as WORLDWIDE CURRENCIES LTD shall specify, into an account nominated by WORLDWIDE CURRENCIES LTD, in cleared funds. The Client shall pay any outstanding balance of the sold currency into such account as it is nominated by WORLDWIDE CURRENCIES LTD not later than 1 day before the Value date of the particular Forward Trade.
    3. In the event of a Same Day Trade the Client shall pay the sale currency into a bank account specified by WORLDWIDE CURRENCIES LTD by no later than the relevant time stipulated by WORLDWIDE CURRENCIES LTD, and it not separately stipulated by the time set out below to enable WORLDWIDE CURRENCIES LTD to acquire the required currency: Euro by 13.00; Canadian Dollars by 13.00; Pound Sterling by 13.00 and US Dollars by 13.00.
    4. All payments due from the Client to WORLDWIDE CURRENCIES LTD pursuant to these Conditions shall be made without set-off, counterclaim or deduction whatsoever.
    5. WORLDWIDE CURRENCIES LTD will make any payments to the Clients under this agreement in full unless required by law to deduct sums in respect of any taxation liabilities or pursuant to these terms and conditions.
    6. Banks have specified times of cut off for the receipt and dispatch of electronic payments. WORLDWIDE CURRENCIES LTD accepts no responsibility for any delay in onward payment attributable to late arrival of funds or instruction of payment relative to the cut off times of the designated bank.
    7. In the event of any adverse exchange rate movement between the receipt of the Margin and the Value date, WORLDWIDE CURRENCIES LTD may make a Margin Call and the Client shall immediately provide such additional funds (not exceeding the full amount of the sold currency) as WORLDWIDE CURRENCIES LTD may reasonable require to offset the increased risk to WORLDWIDE CURRENCIES LTD.
    8. The Client undertakes that the Margin or such other funds to be provided as security for the Client's obligations hereunder will be beneficially owned by the Client and will not subject to any charge, lien or other encumbrance and the Client will not create any charge, lien or other encumbrance over any funds so provided.
    9. All funds provided by the Client under this agreement (whether as security or otherwise) may be appropriated by WORLDWIDE CURRENCIES LTD in the event that WORLDWIDE CURRENCIES LTD incurs any liability, is exposed to increased market risk (as WORLDWIDE CURRENCIES LTD in its discretion shall decide) in respect of any Trade or in the even that the Client is unable to pay its debts or fails to comply or breaches these Conditions.

  4. Duration, Termination

    1. WORLDWIDE CURRENCIES LTD shall have the right to close out all or part of any Trade from the market without notice to the Client of the Client's liability upon or at any time after the happening of any of the following events:
    2. the Client shall fail to make any payment for a Service when due and in accordance with these Conditions;
    3. the Client materially breaches any of the Conditions or fails to comply with its obligations to WORLDWIDE CURRENCIES LTD in respect of Trade or is materially in breach of any statute or regulation;
    4. it becomes or may become unlawful for WORLDWIDE CURRENCIES LTD to maintain or give effect to all or any of the obligations under the Conditions or otherwise to carry on its business of if WORLDWIDE CURRENCIES LTD is requested to close out a Trade (or any part thereof) by any regulatory authority whether or not the request is legally binding or if WORLDWIDE CURRENCIES LTD in its absolute discretion considers it desirable or necessary to do so for its own protection;
    5. in the event that the Client becomes unable to pay its debts as they become due or has a bankruptcy petition presented against them or the Client purposes a form of composition or arrangement to its creditors or if the Client ceases or threatens to cease to carry all of part of its business;
    6. any of the events specified above or anything analogous thereto occurs under the laws of any applicable jurisdiction.
    7. the Client becomes aware of the occurrence of any event referred to in this Clause, they shall give WORLDWIDE CURRENCIES LTD notice of such event forthwith.

  5. Limitation of Liability

    1. The following provisions set out WORLDWIDE CURRENCIES LTD's entire liability to the Client for any losses, costs (open including legal costs), damages, expenses, taxes, charges or any other liability whatsoever ("liability").
    2. The limitation and exclusion of Liability is set on the basis that the Client is aware of the volatile nature of the foreign exchange market.
    3. WORLDWIDE CURRENCIES LTD shall not be liable to the Client for any Liability for direct loss arising out of any Trade or agreement pursuant to these Conditions by reason of any cause including contract, tort or otherwise save for the negligence of WORLDWIDE CURRENCIES LTD in the performance of a Trade. WORLDWIDE CURRENCIES LTD Liability shall not exceed 50,000 GBP
    4. Beyond the liability accepted in clause 5.3 above WORLDWIDE CURRENCIES LTD excludes all further liability including direct and indirect loss that for the purpose of these conditions includes loss of profits, goodwill, anticipated savings, loss caused by the failure or delay of any third party in the transmission, provision or delivery of any service or any other type of special indirect or consequential loss (including loss or damaged suffered by the Client as a result of an action brought by a third party) even is such loss was reasonable foreseeable.
    5. The Client shall indemnify and keep WORLDWIDE CURRENCIES LTD indemnified against all liabilities incurred by WORLDWIDE CURRENCIES LTD in the proper performance of its services or the enforcement of its rights hereunder and, in particular, without prejudice to the generality of such indemnity against all amounts which WORLDWIDE CURRENCIES LTD may certify to be necessary to compensate it for all liabilities sustained or incurred by WORLDWIDE CURRENCIES LTD (including but not limited to WORLDWIDE CURRENCIES LTD's loss of profits) as a result of:
    6. any default in the payment by the Client of any sum under the conditions when due or any other breach by the Client of these conditions;
    7. WORLDWIDE CURRENCIES LTD doing and taking all and any actions and steps whatsoever to carry out the terms of any Client instructions whether oral or written from or purporting to be from Authorised Persons for such purpose pursuant to and in accordance with condition 2 above; or
    8. any moneys in the suspension account being reduced by charges, penalties fees and adverse currency movements
    9. WORLDWIDE CURRENCIES LTD excising its rights under clauses 4.1.1., 4.1.2., 4.1.4. or where appropriate 4.1.
    10. to close out all or any part of any Trade any in such event WORLDWIDE CURRENCIES LTD shall have the right, as an alternative to its right to seek an indemnity from the Client, to set-off against any Client monies held by WORLDWIDE CURRENCIES LTD any amounts owed by the Client to WORLDWIDE CURRENCIES LTD in respect of any Service.