Client Terms and Conditions
Please read these terms and conditions carefully. By accessing this Website, the Trading Platform, or by entering into any trades, you agree to be bound by the terms and conditions below. If you do not agree to the terms and conditions below, do not access this Website or the Trading Platform.
These present Terms and Conditions, including the, Risk Disclosure, Beneficial Owner Declaration, Trading Benefits General Terms & Conditions, available on the Company’s Website shall constitute the entire Client Trading Agreement (“Agreement”)
Green Pole Limited, a company formed and registered in Vanuatu (hereafter “we”, “us”, or “UBanker”)
The Client (hereafter “you” or the “client”)
(each a “Party” and together, the “Parties” and words importing the masculine shall also import the feminine and vice versa)
UBanker provides investment services through a trading platform including spot and forward foreign currency contracts, foreign currencies swap transactions, and such other transactions as UBanker may from time to time make available
You wish to open an account with us in order to use the said platform and to enter into investment services transactions with us;
THEREFORE, THE PARTIES AGREE AS FOLLOWS;
Unless the context otherwise requires, the following terms hall have the meaning stated below:
“Account” means a personal account opened by yourself, solely for yourself, and maintained with us which account records the funds held by us on your behalf which funds allow you to utilise the Services including to enter into trades through the Trading Platform;
“CFD” or a “Contract for Difference” means a contract to exchange the difference in value of a particular underlying asset between a period starting when the contract is opened and the time at which it is closed;
“Lot” is the standard measurement unit for each financial instrument traded on the Trading Platform;
“Margin” means such amounts as we may at our sole discretion determine which amounts are required in your Account in order to enter into one or more trades using the Trading Platform;
“Services” means the investment services provided to you by us through the Platform as further described in this Agreement in particular in clause 5;
“Trading Platform” means the downloadable or web based software which software shall allow provision of the Services; and
“Website” means the domain www.ubanker.com.
2. GENERAL PROVISIONS
2.1. Agreement. By entering into this Agreement, you agree that you have read and understood and accept the terms and all the information that form part of this Agreement.
2.2. Risk Disclosure. You understand that the Services offered by us include trading products which involve substantial risk that is not suitable for everyone. You acknowledge that you fully understand the nature and risks of the Services and related trading products and you accept that under no circumstances will any losses incurred as a result of use of the Services be recoverable from us.
2.3. Legality. It is your responsibility to verify that you are permitted to use the Services in any jurisdiction in which you are located and you agree that you will not use the Services while you are located in a jurisdiction which prohibits you from using the Services. You agree that you will not enter into a trade or otherwise make use of the Services or the Trading Platform if it would breach or cause us to breach any relevant legislation.
2.4. Information Services. From time to time we may provide you with access to various information and content via our Website or Trading Platform. Furthermore we may provide you with links to third party websites which may include information. This information is supplied “as is” and is for guidance only. Use of such information is entirely at your own risk. To the fullest extent permitted by law, we make no representations or warranties of any kind, including but not limited to, the accuracy, quality or completeness of the information. We shall not be liable for any action taken by you as a result of your relying on any of this information or for any loss or damage suffered by you as a result of you using such information or any third party website linked to us. No information provided shall be deemed as assurance or guarantee on the results of any trade.
2.5. No Investment Advice. You hereby acknowledge that the Services do not include the provision of investment advice and/or the provision of personal recommendations in respect of one or more transactions relating to one or more instruments. Any information that may be provided in accordance with clause 2.4 aims merely to assist your investment decision making and does not constitute investment advice.
2.6. No Physical Delivery of Underlying Instruments. You hereby acknowledge that entering into trades through the Trading Platform does not result in the physical delivery of currency or of the underlying instrument and that trades are cash adjusted or closed by you taking an offsetting position. For this reason, open trades will always be closed with us and your Account will either be credited or will be debited according to the profit or loss made on the trade.
2.7. Nature of the Services. Our Services and the Trading Platform does not provide a market amongst or between users of the Trading Platform. Because we are licensed to deal on our own account, each Trade entered into is an individual agreement made between you and us and we are a counterparty to the trade.
3. ACCOUNT RULES
3.1. Registration. In order to use our Trading Platform you will require a username and password from us. The username and password will be selected by yourself and allocated to you upon completion of our application form available online. We are entitled, at our sole discretion, to reject your application to register. We are also entitled to close your Account with immediate effect or to suspend, restrict or withdraw your access to the Trading Platform in the event that we have reasonable belief that you are in breach of this Agreement.
3.2. Reliance on Password. You acknowledge that the password is confidential and that you are responsible for keeping such password secret. We shall rely on all instructions, orders or other communications entered using your password, and you will be bound by any trade, order or expense incurred on your behalf in reliance of any such instructions, orders or other communications. You agree to inform us immediately if you suspect or become aware of the loss, theft or disclosure of your password. We will not be liable for any loss caused by acting on instructions given using your password.
3.3. Cancellation, Termination, Suspension and Breach. We may restrict your access to the Services, suspend or terminate your Account, withdraw, close or void any trades in our absolute discretion without cause at any time including (i) if there is a technological failure, (ii) if we suspect that you are engaging in illegal or fraudulent activity; (iii) we suspect that you have (or may have) breached any part of this Agreement or (iv) we suspect you are acting in a manner that is detrimental to the conduct of our business or which may result in legal liability for you, us or third parties.
3.4. Account Reaches Zero. In the event that the value of your Account reaches zero then all open trades shall be automatically closed by the trading platform.
3.5. Account is below the Margin. You must maintain a value of your Account that is not less than the Margin. In the event that the value of your Account is less than the Margin all open trades shall be automatically closed by the trading platform.
3.6. Inactive Account. In case of absence of any trading activity for a period of at least three (3) months , we reserve the right to apply an administrative fee in order to maintain the account assuming that your Account has the available funds. The fee shall be announced in the Trading Conditions on the Website at all times. If your account is funded by a lesser amount and has been inactive for a period of three (3) months, we reserve the right to charge a lower amount to cover administrative expenses and close down the account.
3.7. Credit-out Rule. In case of absence of any trading activity for a period as specified on the Website, we reserve the right to apply a credit-out rule and remove any trading credit available in your Account. The conditions for the credit-out rule are available at the Trading Conditions on the Website at all times.
4. FUNDS AND WITHDRAWALS
4.1. No Interest. No interest shall be payable on any funds deposited by yourself with us in your Account.
4.2. Withdrawal. You have a right to withdraw the funds in your Account:
Provided that any amounts being used to cover Margins may not be withdrawn;
Provided further that withdrawals should be made using the same method used by yourself to fund the Account;
Provided further that a withdrawal request may be refused or delayed in the event that you have failed to provide any documentation that we may require for the purposes of AML/KYC.
We shall execute your withdrawal within 5 business days once all of the above conditions are met and upon approval of Ubanker’s Back Office Department.
4.3. Minimum Withdrawal Amounts. We reserve the right, from time to time, to set minimum withdrawal amounts at our sole discretion.
4.4. Withdrawal Fees. You agree that you are responsible for any bank charges or transfer fees when withdrawing or depositing funds.
4.5. Negative Balance. In the event that you shall not have sufficient funds to cover an Account balance, we reserve the right to terminate this Agreement forthwith and to claim the amount of negative balance as well as all expenses incurred for the recovery of such balance.
5. TRADING SERVICES
5.1. Services. Without prejudice to any other clause in this Agreement, we will provide you with the Trading Platform which platform shall provide “bid” and “offer” prices in respect of the financial instruments offered by us: Provided that in the case of CFDs the ability to open or close an individual CFD contract shall depend on the trading hours of the relevant regulated market where the underlying instrument is traded.
5.2. Trading Benefits. The Company may offer several trading benefits to its Clients. Trading Benefits General Terms and Conditions can be found on the Website and form part of this Agreement.
5.3. Restrictions. The Services are limited to executing trades at the quoted price. In particular you will be able to use the Trading Platform to open a position, close a position and/or to add, remove or edit orders for stop loss, take profit, buy limited, buy stop, sell limit and sell stop. We may at our sole discretion require you to limit the number of open trades that you hold or to close one or more trades in order to ensure that such limits are observed.
5.4. Instructions. Instructions by yourself are to given to us through the Trading Platform: Provided that we will, in certain circumstances, in particular where the Trading Platform is unavailable, accept instructions by phone provided that, at our sole discretion, we are satisfied of your identity and of the instructions.
5.5. Responsibility for Instructions. You are solely responsible for any instructions given to us by yourself and for all errors made in placing orders through the trading platform. You are also responsible for making and maintaining contact with us for the purpose of monitoring your positions and for ensuring that any further instructions are given on a timely basis.
5.6. Suspension of Services. We reserve the right to suspend temporarily the provision of Services in relation to one or more financial instruments at our sole discretion in the event of critical news releases.
5.7. Rollover. In the absence of instructions to the contrary received by us prior to 12:00AM (GMT), we will on a daily basis automatically roll over all open positions on your Account to the following business day. You may be charged or receive roll over interest in respect of each rolled over trade which interest will depend on a number of factors including the type of product held, the size of the position and whether the position has been bought or sold. The Trading Platform displays all roll over amounts charged or received.
5.8. Lot. The Company reserves the right to change the contract specifications at any time depending on the
market situation. The Client agrees to check the full specification of the Financial Instrument before placing any order.
5.9. Leverage. We reserve the right to change your trading account leverage at out discretion, either for a limited time or on a permanent basis. We shall notify you in writing of such change.
5.10. Spreads. We reserve the right to increase and decrease spreads on financial instruments at our sole discretion depending on market conditions.
5.11. Payment Support. Clearing support services provided by Rehoboth Ltd from 73 Arch. Makarios III Avenue, Office 301, 1070 Nicosia, Cyprus.
6. PROHIBITED PRACTICES
6.1. Scalping. Scalping is prohibited and in the event that we determine that your trading patterns reasonably appear to rely on scalping, we may revoke the trades without any liability to you and shall correct and/or adjust your Account accordingly. For the purposes of this clause, scalping shall include any method involving the rapid opening and closing of positions.
6.2. Arbitrage. Arbitrage or otherwise taking advantage of internet or other software or hardware delays or errors whereby the prices on our Trading Platform do not reflect actual market prices is prohibited. In the event that we determine that your trading patterns reasonably appear to rely on arbitrage or other price latency opportunities, we may revoke the trades without further liability to you and shall correct and/or adjust your Account accordingly.
6.3. Automatic Trading. You shall not use any software for the purposes of automatic trading on the Trading Platform.
7.1. Client Warranties. You hereby warrant that:
7.1.1. If you are an individual, you are of sound mind, legal age and legal competence;
7.1.2. If you are a company or corporate body, that you are duly incorporated and validly existing under the laws of the country of your incorporation;
7.1.3. No person other than yourself has an interest in your Account or in any trades that you enter into using your Account;
7.1.4. You are aware of the risks involved in utilising the Services;
7.1.5. All information provided to us is true, accurate and complete;
7.1.6. You will keep all information provided updated by informing us from time to time of any updates;
7.1.7. You will use the Services for legitimate purposes only;
7.1.8. You shall not engage in any activity which has the purpose or effect of causing damage to our business operations or generating or increasing a liability on us, including without limitation any tax, levy or duty collecting authority;
7.1.9. You shall not trade or manipulate the Trading Platform in a manner which we believe has the purpose or effect of adversely affecting the integrity of our Services or of the Trading Platform; and
7.1.10. Without prejudice to the generality of clause 7.1.9, you shall not trade using scalping techniques, arbitrage or automatic trading methods.
8. INTELLECTUAL PROPERTY
8.1. Copyright. All content, trademarks, trade names, and designs of the Website and the Platform are protected by copyright and are the property of UBanker. Any unauthorised use of any of these rights may result in prosecution or other action being taken against you. Any data licensed to UBanker from third parties is provided for use on our Website or Platform only and may not be used for any commercial purposes without the consent of such third parties.
8.2. Licence to use our Website and Trading Platform. UBanker grants you a limited licence to access our Website and the Trading Platform for the purposes of accessing the Services provided that you comply with this Agreement.
8.3. Unlawful Use. The availability of our site does not constitute an offer or invitation by UBanker to use the site in any jurisdiction in which such use is illegal.
8.4. Limitations. Your use of our Website and Trading Platform or any data feeds we may provide to you confers no rights whatsoever to the content and related intellectual property rights contained on our site or on any such data feeds. You agree not to monitor, use or copy our Website, Trading Platform or any of our web content, including without limitation any price data. You will not attempt to hack, make unauthorised alterations or introduce any kind of malicious code to the Website by any means. You will not (a) reverse engineer or decompile (whether in whole or in part) the Trading Platform or any other software made available through the Website; or (b) make copies, modify, reproduce, transmit, alter or distribute all or any part of the Website or Trading Platform or any material or information contained in them. Any unauthorised use or reproduction may be prosecuted.
9. CONFIDENTIALITY AND DATA PROTECTION
9.2. Credit Checks. You authorise us, at any time, to use any means that we consider necessary to verify your identity and creditworthiness with any third party providers of information. Upon reasonable request made in writing by you to us, you will be allowed to review any records maintained by us relating to your credit standing.
9.3. Recording of Communications. We reserve the right to record communications to and from UBanker and you hereby agree that such communications may be used by us as evidence in the event that a dispute arises between the parties.
10.1. Termination by Notice. Either party may terminate this agreement by providing the other party with written notice of at least seven (7) days: provided that you may not terminate this Agreement if you have open trades or outstanding liabilities with us. Termination shall be without prejudice to any accrued rights or obligations. We may terminate this agreement immediately without given the seven (7) days’ notice in the following cases:
(i) A default as per Clause 11 below
(ii) Such termination is required by any competent regulatory authority or body
(iii) You violate any provision of this agreement which in our opinion cannot be implemented or violates any law or regulation
(iv) You involve us directly or indirectly in any type of fraud
(v) You do not act in good faith and we have grounds to believe that Your trading activity affects in any way the reliability and/or operation of the Company
(vi) An unathorised person is trading on your behalf.
11.1. Breach of Agreement. In the event that, in our sole discretion, you are in breach of this Agreement including but not limited to any call for Margin, if there is a change in your creditworthiness, if necessary to prevent a prohibition of any applicable law, regulations or good practice or if you fail to provide any documentation that we may require for the purposes of AML/KYC, then we may without notification to you and in our absolute discretion take such action as may be necessary to protect our position, including but not limited to:
11.1.1. Closing one or more of your open trades;
11.1.2. Voiding or cancelling any of your open trades;
11.1.3. Cancelling any trades, orders or contracts or other commitments made with you;
11.1.4. Closing or suspending your account; and/or
11.1.5. Limiting your access to the Trading Platform
12.1. Indemnity. You agree to indemnify and hold us and our associated companies, affiliates, officers, directors, agents and employees harmless from any liabilities, claims, losses or demands made by any third party arising out of your breach of this Agreement or out of your violation of any law or the rights of any third party.
13.1. Liability. We shall act at all times in good faith and shall provide the Services with due diligence but shall only be held liable for any damages or losses that you may incur if such damages or losses occur as a result of our gross negligence or deliberate omission on our part.
13.2. No Liability for Indirect Damages. Under no circumstances will we be liable for any indirect, special or consequential damages, loss of profits (direct or indirect) arising from breach of contract, negligence, equitable duty (including for the avoidance of doubt in relation to any trade(s) voided by us) or other liability resulting from the use of the Services or the Platform even if we had been advised of or known (or should have known) of the possibility of such damages or loss.
13.3. Exclusions. We exclude all representations and warranties as to the satisfactory quality and/or fitness for its intended purpose and/or accuracy and completeness of the Services.
13.4. Loss due to Misuse. We will not be liable to you for any loss that you may incur as a result of misuse of your password and we accept no liability resulting from its unauthorised use, whether fraudulent or otherwise.
13.5. Errors. You will inform us as soon as you become aware of any errors in calculations with respect to any trade or quote on the Trading Platform. We reserve the right to declare null and void any trades which are the subject of such an error. For the purposes of this clause, trade or quote errors shall include, but are not limited to: a quote mistype, a quote or trade that is not representative of fair market prices, or otherwise an erroneous price quote as a result of failure of hardware, software or inaccurate data feeds provided by third parties.
13.6. Currency Losses and Fluctuations. In the event of any loss incurred by yourself resulting from a fluctuation in the exchange rate affecting a currency, we shall not be held liable for such loss. In addition, we shall not be liable for any losses or expenses incurred as a result of currency conversion if you authorise us to convert funds in your account into and from a foreign currency at a rate of exchange determined by us.
13.7. Other Losses or Expenses. If we incur any claims, damages, liability, costs or expenses in relation to the Services in fulfilment of your instructions it is understood that we bear no responsibility whatsoever and that it is your responsibility to indemnify us for any such any claims, damages, liability, costs or expenses incurred.
14.1. Right of set off. We may at any time, without notice to you, set off any liability owed to us by you with any funds held in an Account in your name or which we believe to be under your control.
15.1. Disputes. UBanker will attempt to resolve any disputes or complaints that you may have in regard to the Services. If you wish to raise a dispute or complaint with us, then please e-mail our Compliance Officer at Customer.Service@Ubanker.com. The Compliance Officer will attempt to respond to all e-mails as soon as possible and will investigate and try to resolve your complaint. If you are an existing Account holder please include your username in all correspondence.
16. FORCE MAJEURE
16.1. Acts beyond our Control. We are not liable for any loss or damage that you may suffer because of any: act of God; power cut; trade or labour dispute, act, failure or omission of any government or authority; obstruction or failure of telecommunication services; or any other delay or failure caused by a third party or otherwise outside of our control. In such an event, we reserve the right to cancel or suspend our services without incurring any liability.
16.2. Failure of Equipment. We are not liable for the failure of any equipment or software howsoever caused, wherever located or administered, or whether under our direct control or not, that may prevent the operation of the Services, impede the placing, amending or cancellation of trades or that prevent you from being able to contact us or use the Trading Platform. You acknowledge that there may be delays in processing an order or instruction to amend or cancel a trade and that you remain liable for the original Trade until any relevant amendment or cancellation is received and processed.
17.1. Notices. Communications and notices to be given by you to us under this Agreement (other than those exchanges of information occurring in the normal operation of the Website or Trading Platform) should be provided to us as set out in the Contact us section on the Website. All communications sent by us by email shall be deemed to be transmitted at the time indicated on any email and will be deemed to be delivered to you personally whether actually received by you or not.
17.2. Assignment and Sub-Contracting. You may not, without our prior written consent, assign or transfer in any manner this Agreement or any rights under this Agreement. We may assign or transfer this Agreement, in whole or in part, by operation of law or otherwise, without obtaining your prior consent.
17.3. Severability. Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to be effective and valid under applicable law. If any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect, such provision will be ineffective only to the extent of such invalidity, or unenforceability, without invalidating the remainder of this Agreement.
17.4. Language. This Agreement may be translated in various languages other than English for reference only. In the event of any differences between the English version of this Agreement and any non-English versions, the English version shall prevail.
17.5. Entire Agreement. This Agreement and the terms expressly incorporated into them constitute the entire and only agreement between the parties with regards to its subject matter and each party confirms that it has not been induced to accept this Agreement in reliance upon, nor has it been given, any warranty (including in particular any warranty as to merchantability, fitness for purpose or uninterrupted functionality), representation, statement, assurance, covenant, agreement, undertaking, indemnity or commitment of any nature whatsoever other than as are expressly set out in this Agreement and, to the extent that it has been, it unconditionally and irrevocably waives any claims, rights or remedies which it might otherwise have had in relation thereto.
17.6. Waiver. No waiver will be implied from our conduct or from our failure to enforce any rights. Any waiver by us must be in writing to be effective.
17.7. Amendments. We reserve the right to make changes to the Platform, to the Website and to all guides and policies included on the Trading Platform or the Website, including this Agreement at any time. You will be subject to the guides, policies, conditions and agreements in force at the time that you access the Trading Platform, place an order and/or enter into a trade. It is therefore your responsibility to check the guides, policies and this Agreement from time to time to ensure that you agree with them, and your continued use of the Services will be deemed to be your acceptance of any changes we may make.
17.8. Governing Law & Jurisdictions. This Agreement shall be governed and construed in accordance with the laws of the Republic of Vanuatu and any action or dispute relating to this Agreement must be brought in Vanuatu. You hereby irrevocably consent to the jurisdiction of the Republic of Vanuatu law courts.
The following statement does not disclose all risk associated investments, and is meant to inform users that trading foreign exchange, also known as Forex or FX, may result in substantial loss of funds and/or complete loss of funds in excess of your initial margin funds, and therefore should only be undertaken with risk capital. Risk Capital is defined as funds that are not necessary to the survival or well-being of the user.
If you do not thoroughly understand the risks involved in foreign exchange trading – do not trade. U-Banker strongly recommends that any user considering trading foreign exchange currency or commodities, should first thoroughly read this risk disclaimer and understand risks and losses inherent to Forex trading.
It is your responsibility to carefully consider your investments prior to committing funds for foreign exchange trading. Before you consider undertaking any transactions with UBanker, you should carefully consider whether such trading is suitable in light of your own financial position and investment objectives. Foreign exchange trading is commonly known as a double-edge sword as the risks or losses involved are equivalent to the potential to gain.
Placing contingent orders, such as “stop-loss” or “stop-limit” orders, will not necessarily limit losses to the intended amounts. Market conditions may make it impossible to execute such orders. You may be called upon at short notice to deposit additional margin funds. If the required funds are not provided within the prescribed time, your position may be liquidated. You will remain liable for any resulting deficit in your account. You should therefore carefully consider whether such trading is suitable in light of your own financial position and investment objectives.
Certain market conditions may make it difficult or impossible to execute orders at a stipulated price.
A spread position may be as risky as a simple long (or short) position and can be more complex.
The high degree of leverage that is obtainable in Spot Foreign Exchange Trading because of the small margin requirements can work against you as well as for you. The use of leverage can lead to large losses as well as gains.
The insolvency of UBanker or of a Bank or Broker used by UBanker to effect transactions on your behalf may lead to your positions being closed out against your wishes.
The Client is hereby advised that the transactions undertaken through the dealing services of UBanker may be of a speculative nature. They may give rise to large losses within a relatively short period of time, which cannot be forecast and which may sustain a total loss of the funds deposited with UBanker. These losses may be attributed to adverse market movements, to position build-up or to the accumulation of commission and charges relating to the transactions.
The Client’s attention is expressly drawn to the fact that the nature of the transactions executed on his instruction, by UBanker may be non-readily realizable in the case of a currency traded so irregularly or infrequently that it cannot be certain that a price will be quoted at all times or that it may be difficult to effect transactions at a price which may be quoted owing to an absence of a counter party.
The foreign currency trading that you are entering into is not conducted on an exchange. UBanker may act as counterparty in these transactions and, therefore, may act as the buyer when you sell and the seller when you buy. As a result, UBanker interests may be in conflict with yours, unless otherwise specified in your written agreement or other written documents. UBanker establishes the prices at which it offers to trade with you; the prices UBanker offers might not be the best prices available and UBanker may offer different prices to different Clients. Additionally, since UBanker may act as the buyer or seller in the transaction, you should carefully evaluate any trade recommendations you receive from UBanker or any of its solicitors.