TRADESLIDE GLOBAL LTD

Client Services Agreement

TRADESLIDE GLOBAL LTD

TRADESLIDE GLOBAL LTD (hereafter the “Company”) is a limited liability company

incorporated and registered under the laws of Seychelles, with Company number 8433817-1
and a registered address at CT House, Office 9A, Providence, Mahe, Seychelles. The Company
is authorized and regulated by the Financial Services Authority in Seychelles (“FSA”) under the
license number SD171 for the provision of the investment services specified in this Client
Service Agreement (hereafter the "Agreement").

The Client is requested to read the Agreement and make sure it understands the following
terms prior accepting the Agreement and use the Company’s services.

Scope and Application: This Agreement governs the relationship between the Client and the
Company and is electronically executed. The Client is required to accept these terms provided
that it has read and agrees with the terms of the Agreement by checking and/or clicking the
respective acceptance checkbox during the Online Account Opening Procedure which is further
explained below.

For the avoidance of any doubt, this Agreement has the same legal effect and confers the same
legal rights upon the parties as if it had been signed. The Client hereby acknowledges and
agrees that by completing and submitting the account opening documentation forms of the
Company fully agrees to be abide by and bound by the terms set out in this Agreement.

Definitions

1. "Account" shall mean a trading account maintained by the Client with the Company;
2. "Applicable Regulations" means the rules of any relevant regulatory authority, the
rules of any relevant exchange, and all other applicable laws and rules in force from time
to time including among others the Securities Act 2007 as amended, the Securities
(Conduct of Business) Regulations 2008, the Securities (Financial Statements)
Regulations 2008, the Securities (Advertisements) Regulations 2008, the Securities
(Forms and Fees) Regulations 2008, the Securities (Substantial Activity Requirement)
Regulations 2018, the Financial Services Authority Act 2013, the Anti-Money Laundering
Act of 2020 as amended and the Prevention of Terrorism Act 2004 etc.
3. "Authorised Third Party-Representative" shall mean an individual person or legal
entity undertaking a transaction on behalf of another individual person i.e. the Client or
legal entity but in his/its own name;
4. "Company’s Website" shall mean the Company’s Website
https://www.darwinex.com/global/
5. "CFD Contract" or "CFD" shall mean a contract which is a contract for difference by
reference to fluctuations in the price of the relevant security or index;
6. "Client" shall mean the individual person, legal entity or firm being a customer of
TRADESLIDE GLOBAL LTD.

1
 TRADESLIDE GLOBAL LTD
Client Services Agreement

7. "Company" shall mean TRADESLIDE GLOBAL LTD a limited liability company

incorporated and registered under the laws of Seychelles, with Company number
8433817-1. The Company is authorized and regulated by the Financial Services
Authority in Seychelles (“FSA”) under the license number SD171 with registered address
at CT House, Office 9A, Providence, Mahe, Seychelles.
8. "Equity" shall mean the aggregate of (i) the Balance; and (ii) unrealized profit or loss on
open positions (after deduction of any Charges and the application of any Spread on
closing of a position);
9. "Financial Instruments" shall mean Contracts for Differences (CFD) on currency pairs,
on indices, on shares and on commodities or any other commodities available for
trading;
10. "Margin" shall mean the necessary funds so as to open or maintain open positions in a
CFD Transaction;
11. "Margin Level" shall mean (Equity/ Margin) * 100; it determines the conditions of the
Client’s Account.
12. "MTF" means a multilateral system operated by an investment firm or market operator,
which brings together multiple third-party buying and selling interests in financial
instruments in the system, in accordance with non-discretionary rules, in a way that
results in a contract.
13. "Quote" shall mean the bid and ask prices at which a Financial Instrument can be
bought and sold;
14. "Underlying Asset" means property of any description (including a currency or currency
pair) or an index or other factor designated in a CFD Transaction to which reference is
made to fluctuations in the value or price for the purpose of determining profits or losses
under the CFD Transaction;
15. "Services" shall mean the services to be provided by the Company under this the
Agreement;
16. "Spread" means the difference between the lower bid price and higher offer price of a
quoted two-way price for a Financial Instrument;
17. "Regulated Market" shall mean a Regulated Market (RM) is a multilateral system that is
operated or managed by a market operator and that brings together or facilitates the
bringing together of multiple third-party buying and selling interests in financial
instruments within the system.
18. "Trading Platform" shall mean any online trading platform made available by the
Company under the Agreement;

1. Services

1.1 The Company shall carry on business as dealing in securities, whether acting as
principal or agent for the following:

a. To make or offer to make an agreement with another legal person to enter into or
offer to enter into an agreement, for or with a view to acquiring, disposing of,
subscribing for or underwriting securities or in any way that effects or causes to effect
a securities transaction.

2
 TRADESLIDE GLOBAL LTD
Client Services Agreement

b. Without limiting the generality of the above point, to cause any sale or disposition of
or other dealing or any solicitation in respect of securities for valuable consideration,
whether the terms of payment be on margin, instalment or otherwise or any attempt
to do any of the foregoing.

c. To receive as a securities dealer an order to buy or sell a security which is executed.

d. To manage a portfolio of securities for another Company on terms under which the
first mentioned Company may hold property of the other.

1.2 The services of paragraph 1.1 shall involve transactions in Financial Instruments not
admitted to trading in Regulated Markets or an MTF and are over the counter ("OTC")
traded instruments such as CFDs or any other financial instruments or commodities.

1.3 The Company may outsource some functions to Tradeslide Trading Tech Ltd, which is
an affiliated entity established in United Kingdom with registered address at Acre
House,11-15 William Road, London, NW1 3ER for the provision of support functions
through a Service Level Agreement. Tradeslide Trading Tech Ltd shall also serve as a
payment processor/agent on behalf of the Company and execute agreements with third
parties for the purpose of processing or facilitating transactions on behalf of the
Company. For this purpose, the Company may also share information with the aforesaid
affiliated entity or any other affiliated entity within the Company’s group in the event
such information is reasonably required in order to provide the products or services to its
clients.

2. Risk Disclosure & Acknowledgment

2.1 It is important for the Client to understand the risks involved before deciding to enter into
a trading relationship with the Company. If the Client chooses to enter into a trading
relationship with the Company, he should remain aware of the risks involved and be able
to have adequate financial resources to bear such risks.

2.2 The financial instruments offered by the Company are high-risk products that are traded
on margin and carry a risk of losing all Client’s initial deposit. These kind of products can
fluctuate significantly and present a high risk of capital loss, therefore these products
may not be appropriate or suitable for all clients and the Client should seek independent
advice should he is not able to understand the risks involved.

2.3 General Risks and Acknowledgements: The Client acknowledges, understands,

agrees and accepts the risks including but not limited:

a. The Company does not and cannot guarantee that funds deposited in the Client’s
Account for trading will not be lost as a result of the Client’s transactions.
b. The Client acknowledges that, regardless of any information which may be
offered by the Company, the value of any investment in Financial Instruments
may fluctuate downwards or upwards and it is even probable that the investment
may become of no value.
3
 TRADESLIDE GLOBAL LTD
Client Services Agreement

c. The Client acknowledges that he/she runs a great risk of incurring losses and
damages as a result of the purchase and/or sale of any Financial Instrument and
accepts that he/she is willing to undertake this risk.
d. The use of historical data does not constitute a binding or safe forecast as to the
corresponding future performance of the Financial Instruments to which the said
Information refers.
e. The Client is hereby advised that the transactions undertaken through the dealing
services of the Company may be of speculative nature. Large losses may occur
in a short period of time and may be equal to the total value of funds deposited
with the Company.
f. Some Financial Instruments may not become immediately liquid, for example, as
a result of reduced demand and the Client may not be in a position to sell them or
easily obtain information on the value of these Financial Instruments or the extent
of the associated risks.
g. When a Financial Instrument is traded in a currency other than the currency of
the Client’s country of residence, any changes in the exchange rates may have a
negative effect on its value, price and performance.
h. A Financial Instrument on foreign markets may entail risks different to the usual
risks of the markets in the Client’s country of residence. In some cases, these
risks may be greater. The prospect of profit or loss from transactions on foreign
markets is also affected by exchange rate fluctuations.
i. The Client should not purchase a Financial Instrument unless he/she is willing to
undertake the risks of losing entirely all the money which he has invested and
also any additional commissions and other expenses incurred.
j. Under certain market conditions (for example but not limited to the following
situations: force majeure event, technical failure, communications network failure,
poor or no liquidity, market news or announcements etc.) it may be difficult or
impossible to execute an order.
k. Should the Equity of the Client be insufficient to hold current positions open, the
Client may be called upon to deposit additional funds at short notice or reduce
exposure. Failure to do so within the required time may result in the liquidation of
positions at a loss and the Client will be liable for any resulting deficit.
l. Trading on-line, no matter how convenient or efficient, does not necessarily
reduce risks associated with currency trading.
m. There is a risk that the Client’s trades in Financial Instruments may be or become
subject to tax and/or any other stamp duty, for example, because of changes in
legislation or his/her personal circumstances. The Company does not warrant
that no tax and/or any other stamp duty will be payable. The Client should be
responsible for any taxes and/or any other duty which may accrue in respect of
his/her trades.
n. Before the Client begins to trade, he/she should obtain details of all commissions
and other charges for which the Client will be liable. If any changes are not
expressed in money terms (but for example a spread), the Client should ask for a
written explanation, including appropriate examples, to establish what such
charges are likely to mean in specific money terms.
4
 TRADESLIDE GLOBAL LTD
Client Services Agreement

o. The Company will not provide the Client with investment advice relating to
investments or possible transactions in investments or make investment
recommendations of any kind specifically to meet the Client’s investment profile.
Note that the Company may provide generic research or information that is
contained in the Company’s website or material which shall be of a general
nature and for information purposes only and does not constitute advice or
recommendation to perform any actions with financial products or instruments, or
to participate in any particular trading strategy as well as cannot guarantee any
profits. Furthermore, it does not take into account the Client’s personal
circumstances, financial situation or needs therefore the Client shall seek
professional advice, as required. In addition, any past performance is not a
reliable indicator of future performance.
p. There may be situations, movements and/or conditions occurring at the weekend,
at the beginning of the week or intra-day after the release of the significant
macroeconomic figures, economic or political news that make currency markets
to open with price levels that substantially differ from previous prices. In this
case, there exists a significant risk that orders issued to protect open positions
and open new positions may be executed at prices significantly different from
those designated.

3. Account Opening Procedure

3.1 Before opening a new account, the Company provides to the Client via its Website or
through an email or in person with the required information regarding the Company and
a copy of this Agreement. After logging on the website of the Company, the Client will
complete and/or receive the application package which consists of the following: a)
account application form, b) relevant information/documents of the client, c) Client
Services Agreement.

3.2 The Company is obligated by the Applicable Regulations to perform KYC and due
diligence procedures in order to verify the identity of each person who registers online
via the Company’s Website. For this purpose, the Company will collect information about
the Client such as name, surname, address, telephone number, email, nationality, date
of birth and other details.

3.3 When the Company receives the Client’s completed online application form, it may use
the information to conduct any further enquiries about the Client as the Company
determines under the circumstances and its internal policies and procedures. The
Company also carries out additional checks or periodic reviews. The Client will need to
co-operate with the Company and supply the information requested promptly. The
Company relies on the information that it is provided by the Client in the online
application form or otherwise as being correct and not misleading at all times, unless you
notify us otherwise in writing. In particular, the Client must notify the Company as soon
as possible in writing if any of the details provided to us in your application form or if your
circumstances have subsequently changed.
5
 TRADESLIDE GLOBAL LTD
Client Services Agreement

3.4 The Company is not to be required (and may be unable under Applicable Regulations) to
accept a person as its Client until all documentation it requires has been received by
properly and fully completed by such person and all internal checks (including without
limitation all anti-money laundering customer identification and due diligence checks)
have been duly satisfied. It is further understood that the Company reserves the right to
impose additional due diligence requirements to accept Clients residing in certain
countries where the risk of money laundering may be higher. During the customer
identification and due diligence checks the Company shall apply processes to verify the
Client’s identity for which (amongst other things) photo identification information will be
required by the Client. In certain circumstances we may require this information to be
authenticated by an appropriate third party. The Company requires as minimum a
government issued Photo identity documents such as a passport, driving license and/or
identity card containing your full name, personal photo, and date of birth, ID number and
expiry date as well as evidence of your residential address, such as a utility bill or bank
statement, for the verification process. The information in these documents should agree
with the details submitted in the Client's application.

3.5 The Company will assess the information received by the Client during the Account
Opening Procedure in order to determine whether the Client is eligible or not in investing
and/or operating a trading account with the Company. The Client’s trading account will
be opened following the assessment and completion of the KYC and due diligence
procedure

4. Fees and Charges

4.1 The Client shall be required to pay the charges as agreed from time to time, any fees or
other charges imposed by third parties during the execution of the services. The
Company’s current charges including spreads, charges, interest and other fees are
published on the Company’s website and any alteration to charges will be notified to the
Client via the Company’s website or via the trading platform terminal or via an email sent
to the client’s registered address used during the registration process. By accepting this
Agreement, the Client acknowledges that he has read, understood and is in agreement
with the fees and charges uploaded on the Company’s website. The Client further
agrees that the Company is entitled to change its charges without any consultation or
prior consent from the Client.

4.2 The Company is compensated for its services through the Buy/Sell (Ask/Bid) spread, so
when you open a position in a specific instrument, you essentially “pay” the spread. The
spread rates per instrument can be viewed by the Client at any time on the Company’s
website.

4.3 Subject to the Financial Instruments traded by the Client, the following charges may be
incurred:

6
 TRADESLIDE GLOBAL LTD
Client Services Agreement

Spread
A spread is the difference between the bid (buy) and the ask (sell) price on the specific
instrument you trade. This cost is realised every time the Client opens and closes a
trade.

Commission (applicable only to CFDs on futures and CFDs on shares)

This is the commission the Client pays when he buys and sells a Financial Instrument.

Currency conversion
This is the cost incurred when converting realised profits and losses as well as any costs
and charges that are denominated in a currency other than the base currency of the
Client’s Account.

Overnight Funding /Swap (Financing Fee)

This is the swap cost for keeping your position open overnight. The swap cost can be
positive or negative depending on the instrument to be traded. An overnight funding
amount is either added to or subtracted from the Client’s account when holding a
position after a certain time.

Trading inactivity
The Client’s account is associated with the cost of maintenance and other regulatory or
compliance requirements so if there are no transactions by the Client for a period of 12
months, the Company has the right to claim the applicable inactivity fee as notified to the
Client from time to time and the Company may deduct such fee from the Client’s
Account. The inactivity fee will be up to USD 10 and the Company reserves the right to
charge the said fee annually if there are no transactions by the Client the preceding 12
months.

4.4 All payments to the Company under this Agreement shall be made in such currency as
the Company from time to time specify to the bank account designated by the Company
for such purposes.

4.5 The Company may share charges with third parties, like Introducing brokers or affiliates,
for services carried out on your behalf in the form of commission, mark-up, mark-down or
other remuneration. Details of such remuneration or sharing arrangements may be
available to the Client upon request.

5. Conflict of Interest

5.1 The Company will take all reasonable steps to identify and manage conflicts of interest
between itself, including its managers and employees or other relevant persons as well
as any person directly or indirectly linked to them by control, and their clients or between

7
 TRADESLIDE GLOBAL LTD
Client Services Agreement

one client and another, that arise in the course of providing any of the Services under
this Agreement, and to organize and control their internal affairs responsibly and
effectively.

5.2 The Company will manage conflicts of interest fairly, between itself and its clients,
between itself and its employees and between its customers and to organise and control
their internal affairs responsibly and effectively in accordance with its Conflict of
Interest policy which is enclosed in this Agreement as Annex 1.

6. Inducements

6.1 The Company shall take reasonable steps to ensure that neither it nor any of its
employees or agents either offers or gives, or solicits or accepts, any inducement that is
likely to conflict with any duties owed to its clients. For this purpose, the Company does
not receive or pay any fees, commissions or non-monetary benefits in relation to the
provision of the services to or by any third party, except Client, subject to clause 6.2.

6.2 The Company may pay and/or receive fees/commission to/from third parties, provided
that these benefits are designed to enhance the quality of the offered service to the
Client and not impair compliance with the Company’ duty to act in the best interests of
the Client. An indicative list of fees/commission to/from third parties which are designed
to enhance the quality of the offered service to the Client and not impair compliance with
the Company’ duty to act in the best interests of the Client may be regulatory levies,
legal fees, bank and payment provider fees, liquidity providers’ fees, platform fees etc.

6.3 A fee, commission or non-monetary benefit should only be paid or received where:

a. It is justified by the provision of an additional or higher level service to the

relevant client, proportional to the level of inducements received
b. It does not directly benefit the recipient firm, its shareholders or employees
without a tangible benefit to the client
c. It is justified by the provision of an on-going benefit to the relevant client in
relation to an on-going inducement

6.4 The Company shall keep records evidencing the fees, commissions or non-monetary
benefits paid or received by the Company which are designed to enhance the quality of
the relevant service to the client.

7. Client Money and Transfer of funds

7.1 The Company ensures to promptly place any Client money segregated from the
Company’s own accounts and opened with an approved bank and/or a payment provider
that has been assessed by the Company and/or approved by the Company’s

8
 TRADESLIDE GLOBAL LTD
Client Services Agreement

Management. Any Client’s money shall be paid into a segregated client bank account
denoted as "Client" bank account.

7.2 Unless the Client notifies the Company in writing or otherwise, the Company may pass
on Client money or allow another person, such as an exchange, a clearing house or an
intermediate broker, to hold or control Client money where the Company transfers the
Client money (a) for the purposes of a transaction for the Client through or with that
person; or (b) to meet the Client’s obligations to provide collateral for a transaction (e.g.
a margin requirement for a derivative transaction). By accepting this Agreement, the
Client gives his consent and authorizes the Company, where applicable, to transfer/hold
his funds in other parties or business partners i.e liquidity providers for settlement
purposes. The Company shall not be liable for the solvency, acts or omissions of any
institution with which Client money are held.

7.3 The third party to whom the Company will pass money may hold it in an omnibus
account and it may not be possible to separate it from the Client’s money, or the third
party’s money in which case the Client will not have any claim against a specific sum in a
specific account in the event of insolvency. The Company does not accept any liability or
responsibility for any resulting losses.

7.4 By entering into this Agreement the Client agrees that the Company will not pay the
Client interest on Client money or any other unencumbered funds.

7.5 Any amounts transferred by the Client to the Client’s bank account will be deposited in
the Client’s Account at the “value date” of the received payment and net of any
deduction/charges by the Client’s bank account providers. In case the Client’s account
reaches a stop-out during the processing period of the deposit, the Company bears no
responsibility for any losses suffered.

7.6 The Company acts in accordance with international anti-money laundering regulations
and local anti-money laundering rules thus the transfer of funds and transactions are
done based on these rules. For this purpose, Client’s withdrawals should be made using
the same method used by the Client to fund his Client Account and to the same remitter.
The Company reserves the right to decline a withdrawal with a specific payment method
and will suggest another payment method where the Client needs to proceed with a new
withdrawal request, or request further documentation while processing the withdrawal
request. Where applicable, if the Company is not satisfied with any documentation
provided by the Client or if the company has reasonable grounds for suspecting that a
Client violates Applicable regulations, then the Company will reverse the withdrawal
transaction and deposit the amount back to the Client’s Account and the Client will suffer
the relevant Client’s bank account provider’s charges.

7.7 By accepting this Agreement, the Client gives his consent and authorizes the Company
to make deposits and withdrawals from the Client’s bank account on the Client’s behalf,

9
 TRADESLIDE GLOBAL LTD
Client Services Agreement

including but not limited to, the settlement of transactions performed by or on behalf of
the Client, for payment of all amounts due by or on behalf of the Client to the Company
or any other person.

7.8 The Client acknowledges that in case where a Client’s bank account is frozen for any
given period and for any given reason the Company assumes no responsibility and
Client’s funds will also be frozen.

8. Client’s Orders/Instructions & Execution of Orders

8.1 Execution of Orders: It is the Company’s approach to take all sufficient steps to obtain
the best possible result on behalf of its Clients when executing Client orders on Financial
Instruments offered by the Company or receiving and transmitting orders for execution.
The Client understands and acknowledges that the Company will enter into transactions
with the Client either as principal (counterparty) or an agent. The Company will be the
contractual counterparty to the Client.

8.2 The Company, when executing orders, will obtain the best possible result for Clients,
taking into account factors like price, costs, speed, likelihood of execution and
settlement, size, market impact or any other consideration relevant to the execution of
the order. Where the Company executes an order on behalf of a Client, the best possible
result shall be determined in terms of the total consideration, representing the price of
the financial instrument and the costs relating to execution, which shall include all
expenses incurred by the Client which directly relate to the execution of the order.

8.3 For determining the importance of the execution factors indicated above, the following
criteria are also taken into account:

● The characteristics of the Client

● The characteristics of the Client order;
● The characteristics of Financial Instruments that are the subject of that order;
● The characteristics of the execution venues to which that order can be directed.

8.4 The Client understands and confirms that all orders received by the Company from the
Client are orders for execution outside a Regulated Market or MTF.

8.5 Client’s Orders/Instructions: Orders may be placed with the Company once the Client
gets access to the Company’s Trading Platform. The Company will be entitled to rely and
act on any Order placed on the Trading Platform without any further enquiry to the Client
and any such Orders will be binding upon the Client.

8.6 The Company’s Buy/ Sell prices for a given CFD are calculated by reference to the price
of the relevant Underlying Asset. Third party reputable external resources (i.e. feed

10
 TRADESLIDE GLOBAL LTD
Client Services Agreement

providers) obtain prices (Buy/Sell prices) of the Underlying Asset for a given CFD .The
Company then uses the prices given by the feed providers to calculate their own
tradable prices for a given CFD. The Company adjusts the Spread (i.e. the difference
between the Buy/Sell prices), hence the prices it quotes to Clients compared to the
prices it obtains from third party external reference sources may differ, as they include a
Spread adjustment. The Company provides Quotes by taking into account the
Underlying Asset price. The Client acknowledges that such Quotes will be set by the
Company at its absolute discretion.

8.7 Orders can be placed, executed and changed or removed within the trading hours for
each CFD showed on the Company’s Website, as amended from the Company from
time to time and if they are not executed they shall remain effective through the next
trading session (as applicable). The Company shall not be obliged to arrange for the
execution of the Client’s orders in respect of any CFD out of normal trading hours which
appear on the Company’s Website.

8.8 If any tradable instrument becomes subject to possible adjustments, the Company will
determine the appropriate adjustment, if any, to be made to the opening/closing price,
size, value and/or quantity of the corresponding transaction. The determination of any
adjustment or amendment to the opening/closing price, size, value and/or quantity of the
Transaction (and/or the level or size of any order) shall be at the Company’s sole
discretion and shall be conclusive and binding upon the Client. The Company shall
inform the Client of any adjustment or amendment via its internal mail as soon as is
reasonably practicable.

8.9 During the occurrence of a manifest error i.e. a manifest or obvious misquote by the
Company, or any market, liquidity provider or official price source on which the Company
has relied in connection with any transaction, having regard to the current market
conditions at the time an order is placed as the Company may reasonably determine, the
Company may amend the details of affected transactions to reflect what the Company
reasonably determines as correct and fair and/or declare any or all affected transactions
as void.

8.10 During periods of abnormal Market (Volatile) Conditions, during news announcements,
on opening gaps (trading session starts), or on possible gaps where the Reference
Asset has been suspended or restricted on a particular market, Buy/Sell Stop and Stop
Loss orders may not be filled at requested/declared price but instead at the next best
available price. In such case, Take Profit orders below/above Buy Stop/Sell Stop orders
or Stop Loss orders above/below Buy Stop/Sell Stop orders during activation will be
removed. The same applies when a trading strategy is deemed as abusive, because it
is aiming towards potential riskless profit or another strategy deemed by the Company
to be abusive. Accordingly, placing a Stop Loss order will not necessarily limit the
Client’s losses at the intended amount.

11
 TRADESLIDE GLOBAL LTD
Client Services Agreement

9. Margin/Leverage Level

9.1 The Margin/leverage levels applicable to the different products offered by the Company
can be found on the Company’s Website at [URL to be added]. If at any time the Equity
falls below a certain percentage of the required Margin, specified on the Website, the
Company has the right to close any or all of the Client’s open positions without the
Client’s consent or any prior written notice to him. The Client will be informed about the
closure of its position through electronic means should the equity falls below the required
margin.

The Client is responsible to monitor its account balance and keep sufficient funds in its
Account in order for its open positions to remain unaffected. The Company shall have
the right, but not the obligation, to start closing Client’s open positions starting from the
most unprofitable, when the Margin is less than 100% of the Margin requirement. In the
case where the Margin is equal to or less than 50% of the Margin requirement, then
Client’s positions shall be automatically closed, starting from the most unprofitable, at the
prevailing market price.

9.2 Margin or leverage Level may be set and varied without prior notice from time to time in
the Company’s sole and absolute discretion in order to cover any realised or unrealised
losses arising from or in connection with transactions, including subsequent variation of
any Margin rates set at the time transactions are opened. The Client can request to
change his account leverage at any time by contacting the Company.

9.3 On every Friday and between the hours of 21:00 till 24:00 (GMT+3) and occasionally
before the release of major economic news, the Company may maintain a maximum
leverage on remaining instruments other than FX for any new positions opened during
such period which such requirement, if any, will be disclosed in the Company’s website.

10. Decline of Client’s Orders and Instructions

10.1 The Company is entitled to decline or refuse to transmit or arrange for the execution of
any order in any of the following cases as applicable:

a. under abnormal market conditions;

b. If the Client’s free Margin is less than the required Margin or there are no
available cleared funds deposited in the Client Account to pay all the charges of
the particular order;
c. it is impossible to proceed with an order regarding the size or price or the
proposed Transaction is of such a size (too small or too large), that the Company
does not wish to accept that order or the Company believes that it will not be able
to hedge the proposed transaction or it is impossible for the order to be executed
due to condition of the relevant market;
d. where the Company suspects that the Client is engaged in money laundering
activities or terrorist financing or other criminal acts;

12
 TRADESLIDE GLOBAL LTD
Client Services Agreement

e. in consequence of request of regulatory or supervisory authorities or a court

order;
f. where the legality or genuineness of the order is under doubt;
g. there is absence of essential detail of the order or the order is not clear or has
more than one interpretation;
h. a Quote is not obtained from the Company or the Quote obtained by the
Company is an indicative Quote or the Quote is the result of manifest error or
Quote is an error Quote;
i. internet connection or communications are disrupted;
j. a Force Majeure Event has occurred;
k. the Company has sent a notice of termination of this Agreement to the Client;
l. the Client has failed to meet the minimum Margin requirement;

11. Transaction Settlements and Confirmations

11.1 The Company will proceed with transaction settlements upon execution, in accordance
with the normal practice for the Financial Instrument or the relevant market rules. The
Company will provide the Client with an online access to his Client Account via the
Trading Platform, which will provide him with sufficient information on among others
order(s) status.

11.2 The Client understands that transaction confirmations are available via the Trading
Platform and he will be able to access account information through the Trading
Platform. Through the Trading Platform the Client may view its balance as well as all of
its account activity. The Client will also be able to generate daily, monthly and yearly
reports of account activity as well as a report of each executed trade. Updated account
information will be available no later than 24 hours after any activity takes place on the
Client’s Account. At all times, Client’s account information will include, and is not limited
to, trade confirmations with ticket numbers, purchase and sales rates, Margin, amount
available for trading as well as current open and pending positions.

12. Trading Platform usage

12.1 The Client shall enter his user ID and password ("Codes") registered during the online
account opening procedure when logging on to the Company’s Trading Platform. The
Client should notify the Company without undue delay on becoming aware of
unauthorized use of the Trading Platform, or if the Client suspects that the password
has been misappropriated by a third party.

12.2 The Client shall take all necessary precautions to ensure the confidentiality of all
information, including, but not limited to, the Codes to the electronic systems,
Transaction activities, account balances, as well as all other information and all orders.
The Client shall be solely responsible for all orders and the accuracy of all information
sent via the internet using its Codes. The Client acknowledges that the Company bears

13
 TRADESLIDE GLOBAL LTD
Client Services Agreement

no responsibility in the case that the Codes are used in an unauthorized manner by any
third party.

12.3 The Company shall not be responsible for losses resulting from the Client's installation
and use of the computer programs used on the Trading Platform, unless such liability
follows from indispensable rules of law. Where the Trading Platform is used by the
Client, it shall be responsible for ensuring that the Trading Platform is adequately
insured against direct and indirect losses which may result from the installation and use
of the computer programs in the Client's computer system. Furthermore, the Client
shall be obliged to make backup copies of data which, should such data be lost, might
result in losses for the Client.

12.4 When using the Company’s platform, the Client shall:

● run such tests and provide such information to us as we shall reasonably consider
necessary to establish
● ensure that the system and/or hardware equipment used by the Client satisfies the
requirements notified by us to you from time to time;
● carry out virus checks on a regular basis;
● inform us immediately of any unauthorized access to its system or instruction which
the Client know of or suspect and, if within its control, cause such unauthorized use
to cease; and
● not at any time leave the terminal from which the Client have accessed the trading
platform or let anyone else use the terminal until he has logged off the trading
platform.

12.5 To the extent permitted by Applicable Regulations, the Company shall not be liable for:

a. any loss, expense, cost or liability (including consequential loss) suffered or

incurred by the Client as a result of instructions being given, or any other
communication being made via the internet or other electronic media; the Client
shall be solely responsible for all orders, and for the accuracy of all information,
sent via such electronic media; and

b. any loss or damage that may be caused to any equipment or software due to
any viruses, defects or malfunctions in connection with the access to, or use of,
the electronic systems.

12.6 If the Client wants to use a third party software application to provide trading signals or
advice or other trading assistance like an “expert advisor” or a hosting environment
allowing for real-time access to the Client’s Account, the Company and its third party
suppliers or licensors make no warranties or representations of any kind, whether
expressed or implied for the service it is providing. The Company and its third party
14
 TRADESLIDE GLOBAL LTD
Client Services Agreement

suppliers or licensors also disclaim any warranty of merchantability or fitness for any
particular purpose and will not be responsible for any damages that may be suffered by
the Client, including loss of funds, data, non-deliveries or service interruptions by any
cause or errors or omissions by the Client. The Client’s use of any information obtained
by way of an expert advisor used in conjunction with a hosting environment or
otherwise is at the Client’s own risk, and the Company and its third party suppliers
specifically disclaim any responsibility for the accuracy or quality of information
obtained through its services. Connection speed represents the speed of an end-to-end
connection. The Company and its third party suppliers or licensors do not represent or
guarantee the speed or availability of end-to-end connections. The Company and its
third party suppliers or licensors shall not be subject to any damages or liability for any
errors, omissions or delays therein including unavailability. The licensed products and
all components thereof are provided on an “as is” basis and are separate and distinct
from the services provided under this Agreement. Where the Company believes that a
Client is using additional functionalities /plug-ins where it affects the reliability and/or
smooth and/or orderly operation of the electronic systems the Company has the right to
suspend or terminate the Client’s Account.

12.7 The Company makes every effort to deliver high quality products. However, we do not
guarantee that our products are free from defects. Our software is provided “as is” and
the Client uses the web platform at his own risk. The Company makes no warranties as
to performance, fitness for a particular purpose, or any other warranties whether
expressed or implied. No oral or written communication from or information provided by
the Company shall create a warranty. Under no circumstances shall the Company be
liable for direct, indirect, special, incidental, or consequential damages resulting from
the use, misuse, or inability to use this software, even if the Company has been
advised of the possibility of such damages.

12.8 The Client understands that the use of the Trading Platform including each Transaction
the Client complete thereto will not violate any law, ordinance, charter, by-law or rule
applicable to him or any agreement by which the Client is bound or by which any of the
Client’s assets are affected;

13. Market Abuse

13.1 The Client acknowledges that he will not enter into any transaction which falls within
the definition of market abuses of Seychelles Securities Act 2007 as amended. This
rule applies to all forms of market abuse such as insider trading (an abusive
exploitation of privileged confidential information), the misuse of information and
directors trading in shares of their own companies;

13.2 If the Company suspects or has reasonable grounds to believe that the Client has been
engaged into an abusive behavior as indicated above the Company reserves the rights
to void and/or cancel part or all Client’s abusive trading transactions, close all and any
of the Client’s trading accounts and terminate this Agreement under s.21.

15
 TRADESLIDE GLOBAL LTD
Client Services Agreement

14. Third Party Authorisation

14.1 The Client has the right to use a power of attorney to authorise a third person
"Representative" to act on behalf of the Client in all business relationships with the
Company as defined in this Agreement. The power of attorney should be provided to
the Company accompanied by all identification documents of the representative and/or
any other documentation requested by the Company. If there is no expiry date, the
power of attorney will be considered valid until the written termination by the Client.

14.2 The Client further ratifies and accepts full responsibility and liability for all instructions
given to the Company by the Representative (and for all transactions that may be
entered into as a result) and will indemnify (fully compensate or reimburse) the
Company and keep the Company indemnified against any loss, damage or expense
incurred as a result of acting on such instructions. This indemnity shall be effective
irrespective of the circumstances giving rise to such loss, damage or expense, and
irrespective of any knowledge, acts or omissions of the Company in relation to any
other account held by any other person or body with the Company.

14.3 The Client agrees to further indemnify the Company (fully compensate and reimburse)
for any loss, damage or expense incurred as a result of the Company acting on
instructions of the Representative outside the scope of the Representative authority or
the Representative’s breach of any term of their appointment.

15. Introducing Brokers and Affiliates

15.1 The Client may have been recommended by an introducing broker or an affiliate based
on a written agreement with the Company subject to the Applicable regulations.

15.2 The Company may pay a fee/commission to introducing brokers and/or affiliates based
on a written agreement. The Company has the obligation and undertakes to disclose to
the Client, upon his request, further details regarding the amount of fees/commission or
any other remuneration paid by the Company to introducing brokers or affiliates.

15.3 The Company shall not be liable for any type of agreement that may exist between the
Client and the introducing broker or affiliate or for any additional costs as a result of this
Agreement.

15.4 The Client acknowledges that the introducing broker or affiliate is not a representative
of the Company.

16. Privacy and Data Protection rules

16.1 The Company is committed to protecting the privacy of all personal information that it
obtains from the Client and hereby lists how and why the Company collects, use,
disclose and protect the Client’s personal information.

16
 TRADESLIDE GLOBAL LTD
Client Services Agreement

16.2 Purpose of data collection: The Company Collects Client’s personal information in
order to provide the Client with its products and services and to establish and manage
the Client’s account. By collecting Client’s information, the Company will be able to
monitor and improve the services it offers to its existing and potential clients.

16.3 The Company will collect and process the following personal information about the
Client:

● Personal information provided during account opening procedure when the

Client fills the application or other forms on the Company’s website. The
information may include the Client’s name, address, contact details, financial
information about your income and wealth, professional and employment
details, trading history and other personal information.
● Information about the Client’s use of this website and the Company’s platform.
This information may include site areas visited, pages viewed, frequency and
duration of visits
● Subject to Applicable Regulations, the Company will monitor and record the
Client’s calls, emails, text messages and other communication for regulatory
compliance, crime prevention and detection, to protect the security of
communications systems and procedures, for quality control and staff training
etc. The Company will also monitor activities on the Client’ account where
necessary for these reasons and this is justified by the Company’s legitimate
interests or legal obligations.

16.4 Usage of Information: The Company may use information for the following purposes
(list not exhaustive):

● Provision of the Services under this Agreement

● For KYC and due diligence purposes i.e verification of identity
● For maintenance and management of the Client’s account as well as
administration of the services provided to the Client
● Communication with the Client when necessary or appropriate
● Compliance with legal and regulatory requirements

16.5 Share of Information: The Company may share Client’s personal information with
business partners and suppliers with whom the Company may have outsourced certain
of business functions or cooperating with. Personal data collected by the Company
may be transferred or disclosed to third party contractors, subcontractors, for the
purposes for which the Client has submitted the information i.e agreements with
Service Providers.

16.6 It is the Company’s policy to disclose information to third parties under the following
circumstances:

17
 TRADESLIDE GLOBAL LTD
Client Services Agreement

● As required by Applicable Regulations, statute, rule, regulation or professional

standard, search warrant or other legal process
● For regulatory compliance purposes
● When explicitly requested by the Client
● Or otherwise as set out in this section

16.7 In order for the Company to provide services to its Clients, the Company may be
required to transfer the Client’s personal information to parties located in countries
which may not have an equivalent level of data protection laws as in the Seychelles.
Where this is the case we will take reasonable steps to ensure the privacy of the
information. The Client acknowledges and understands that by submitting its personal
information to the Company agrees to the aforesaid transfer, storage and processing of
the information.

16.8 If the Client wishes to withdraw its consent to the use of information, rectify a personal
information or request the provision or deletion of information held by the Company
related to itself, he may submit its request at the email address info@darwinex.com.

17. Force Majeure

17.1 In case of a force majeure event as listed below (list not exhaustive), the Company
shall not be liable for any failure to provide the Services under this Agreement, beyond
its control:

a. Government actions, war or hostilities, acts of terrorism, national emergency,

b. Act of God, earthquake, tsunami, hurricane, typhoon, accident, storm, flood, fire,
epidemic or other natural disasters;
c. Labour disputes and lock-out which affect the operations of the Company;
d. Suspension of trading on a Market, or the fixing of minimum or maximum prices
for trading on a Market, a regulatory ban on the activities of any party (unless the
Company has caused that ban), decisions of state authorities, governing bodies
of self-regulating organizations, decisions of governing bodies of organized
trading platforms;
e. Breakdown, failure or malfunction of any electronic, network and communication
lines (not due to the bad faith or wilful default of the company and hacker
attacks;
f. Any event, act or circumstances not reasonably within the Company’s control
and the effect of that event(s) is such that the Company is not in a position to
take any reasonable action to cure the default;
g. The suspension, liquidation or closure of any market or the abandonment or
failure of any event to which the Company relates its Quotes, or the imposition of
limits or special or unusual terms on the trading in any such market or on any
such event;
h. The failure of any relevant supplier, financial institution intermediate broker,
liquidity provider, agent or principal of the Company, custodian, sub-custodian,

18
 TRADESLIDE GLOBAL LTD
Client Services Agreement

dealer, exchange, clearing house or regulatory or self-regulatory organisation,

for any reason, to perform its obligations.

17.2 If the Company determines reasonably that a force majeure event exists (without
prejudice to any other rights under the Agreement) the Company may without prior
notice and at any time proceed with the following actions:

a. increase Margin requirements without notice;

b. decrease leverage;
c. close out any or all open positions at such prices as the Company considers in
good faith to be appropriate;
d. refuse to accept orders from Clients;
e. determine at its discretion the quotes and spreads that are executable through
the Company’s Trading Platform;
f. suspend or modify the application of any or all terms of the Agreement to the
extent that the force majeure event makes it impossible or impractical for the
Company to comply with them;
g. take or omit to take all such other actions as the Company deems to be
reasonably appropriate in the circumstances with regard to the position of the
Company, the Client and other clients;

18. Complaints Procedure

18.1 If the Client has any cause for complaint in relation to the services provided by the
Company, he should file a complaint as per the Company’s Complaint Handling policy
which is available on the Company’s website.

18.2 The Client may register a complaint by completing the Complaint Form using any of the
following options:
● Email: info@darwinex.com
● Postal Address: TRADESLIDE GLOBAL LTD
CT House, Office 9A, Providence, Mahe, Seychelles

18.3 The Company’s Complaints Handling Policy accompanied with the relevant
complaint form which has to be filed by the Client in case he has a complaint with the
Company is enclosed as Annex 2 in this Agreement.

19. Representations and Warranties

19.1 The Client represents and warrants to the Company the following:

a. The Client is over 18 years’ old;

b. The information provided by the Client to the Company in the account opening
application form and at any time thereafter is true, accurate and complete, and
at any time there is a change to the Client personal data, the client will ensure

19
 TRADESLIDE GLOBAL LTD
Client Services Agreement

that this data is updated and accurate, and the documents are valid and
authentic;
c. The Client is duly authorised to enter into this Agreement and has the capacity;
d. Any actions conducted by the Client under this Agreement will not violate any
law or rule applicable to the Client or to the jurisdiction in which the Client is
resident, or any agreement by which the Client is bound or by which any of the
Client’s assets or funds are affected;
e. The Client has read and fully understood and undertakes to comply with the
terms of this Agreement;
f. The Client funds are not in any direct or indirect way the proceeds of any illegal
activity or used or intended to be used for terrorist financing;
g. There is no pending or, to the best of the Client’s knowledge, any legal
proceeding before any court, arbitration court, governmental body, agency or
official likely to affect, the legality, validity or enforceability against him of this
Agreement;
h. Any information which the Client provides to the Company will not be
misleading and will be true and accurate in all material respects;
i. There are no restrictions, conditions or restraints by Central Banks or any
governmental, regulatory or supervisory bodies, regulating Client’s activities,
which could prevent or otherwise inhibit the Client entering into, or performing in
accordance with this Agreement and/or under any transaction which may arise
under them;
j. The Client is not entering into any transaction unless he has a full
understanding of all of the terms, conditions and risks involved;

20. Communication and Notices

20.1 Any notice, instruction, request or other communication to be given to the Company by
the Client under the Agreement shall be in writing and shall be sent to the Company’s
email address at info@darwinex.com.

21. Account Closing Procedure

21.1 Account Closing Procedure: Either party can terminate this Agreement by giving
seven (7) business days’ written notice to the other party. Following the notice, the
Client should close all open positions. In the case where the Client has open positions
during the termination notice period, then the Company reserves the right not to accept
any new Transaction orders and the Company shall have the right to close all of the
Client's open positions on expiry of the notice period to the extent the Client has not
already done so. Upon termination of this Agreement, the Company shall be entitled to
cease the access of the Client to the Trading Platform.

21.2 The Company is entitled to close all open positions and terminate this Agreement
immediately without giving prior written notice in the following cases:

20
 TRADESLIDE GLOBAL LTD
Client Services Agreement

● The Client fails to comply with any obligation to make any payment when due
under this Agreement;
● There are reasonable grounds to believe that the Client is in breach of this
Agreement;
● The Client activity might be a violation of any Applicable Regulations;
● The Client dies, becomes or is adjudged to be of unsound mind, is or becomes
unable to pay his debts as they fall due, is or becomes bankrupt or insolvent
within the meaning of any insolvency law or any suit, action or proceeding is
commenced for any execution of all or any part of the property, undertaking or
assets of the Client;
● The Client commences a voluntary case or other procedure, or there is an
involuntary case or other procedure or other similar procedure under any
insolvency law.

21.3 The Company may terminate this Agreement immediately without giving prior written
notice, and the Company have the right to reverse and/or cancel all previous
Transactions on a Client’s account, in the following cases:

● The Client involves the Company directly or indirectly in any type of fraud, in
which it places the interests of Company and/or the Company’s clients at risk
prior to terminating this Agreement.
● The Client’s trading activity adversely affects in any manner the reliability and/or
smooth operation and/or orderly functioning of the Trading Platform.

21.4 Following termination, the Company and the Client undertake to fulfil and complete all
obligations derived from this Agreement and this Agreement shall continue to bind both
parties in regards to the existing commitments or any contractual commitments which
were intended to remain in force. The Company is entitled to deduct all amounts due to
it before transferring any credit balances on any Account to the Client. If there are no
amounts due to the Company by the Client, the Company shall immediately transfer to
the Client the Client’s funds in its possession, providing that the Company shall be
entitled to keep such Client’s assets as necessary, to pay any actual, pending or
contingent obligations or liabilities of the Client.

22. Cancellation Procedure

22.1 The Client has a period of 14 calendar days from acceptance of this Agreement to
withdraw from this Agreement provided that the Client has not been engaged or
involved in any transaction with the Company. This right of withdrawal or cancellation
shall not apply following any transaction executed under this Agreement which will
thereafter remain binding upon you and the procedure indicated in clause 21 above
applies.

21
 TRADESLIDE GLOBAL LTD
Client Services Agreement

23. Company Liability

23.1 Nothing in this Agreement excludes or limits the Company’s liability for any matter that
cannot be excluded or limited under Applicable Regulations.

23.2 The Company will not be liable to the Client for any loss which arises as a result of:

a. The Company’s compliance with, or the exercising of any of the Company’s

rights in accordance with, Applicable Regulations or this Agreement;
b. The Client’s negligence, fraud or breach of this Agreement or Applicable
Regulations;
c. Any abnormal market condition or force majeure event;
d. any delays, delivery failures, or failures in transmission of any order or any other
communication or any other loss or damage resulting from the transfer of data
over mobile or other communications networks and facilities outside of the
Company’s control.
e. Any features, market data or third party content available on the Company’s
Website, Platform or e-mails, are provided on an "as is" and "if available" basis.

23.3 Neither the Company nor the directors, officers, servants, agents or representatives of
the Company shall be liable to the Client (except in the case of fraud) for any
consequential, indirect, special, incidental, punitive or exemplary loss, liability or cost
which the Client may suffer or incur arising from the act of omissions of the Company
under this Agreement regardless of how such loss, liability or cost was caused and
regardless of whether it was foreseeable or not. For the purposes of this paragraph, a
loss, liability or cost includes any loss, liability or cost (as appropriate) arising from the
Client being unable to sell Financial Instruments where the price is falling, or from not
being able to purchase Financial Instruments where the price is rising, or from being
unable to enter into or complete another trade which requires him to have disposed of
or purchased the Financial Instruments or any other loss, liability or cost arising as a
result of loss of business, profits, goodwill or data and any indirect, special, incidental,
consequential, punitive or exemplary loss, liability or cost, whether arising from
negligence, breach of contract or otherwise and whether foreseeable or not.

23.4 For the avoidance of doubt, the Company’s third party providers are not responsible for
and have not participated in the determination of the Company’s prices and they
exclude all warranties, undertakings or representations (either express or implied)
relating to the Client’s use of the Company’s Platform or the Company’s Website.
Without limiting the foregoing, in no event whatsoever shall the Company’s third party
providers be liable for any loss, regardless of whether they are aware of such loss and
whether such liability is based on breach of contract, tort or otherwise.

23.5 Save in the event of the Company’s negligence, willful default or fraud, the Company
will not be liable for any loss or damage caused by a hacker’s attack, viruses or other
technologically harmful material that may infect your computer equipment, computer
22
 TRADESLIDE GLOBAL LTD
Client Services Agreement

programs, data or other proprietary material due to your use of the Company’s Platform
or Website or to the Client’s downloading of any material posted on it, or on any
website (including our Website) linked to it.

24. Severability

24.1 Should any part of this Agreement be held by any court of competent jurisdiction to be
unenforceable or illegal or contravene any of the Applicable Regulations, that part will
be deemed to have been excluded from this Agreement and this Agreement will be
interpreted and enforced as though the provision had never been included and the
legality or enforceability of the remaining provisions of the Agreement shall remain
unaffected.

25. Miscellaneous

25.1 The Company may at any time and without notice to the Client set-off any liability under
this Agreement or any other agreement entered into between the parties and between
any account(s) of the client (whether actual or contingent, present or future). The
Company can off-set any owed amounts using any account the Client maintains with
the Company to the extent permissible.

25.2 This Agreement may be amended from time to time and after the relevant changes are
approved by the FSA the Company shall notify the Client of the relevant amendment or
about the updated Agreement either in writing or through the Company’s Website.

25.3 In the event of the death or mental incapacity of the Client, all funds held by the
Company, will be for the benefit of the legal heirs of the Client ,should this be verified,
and the legal heirs request for the withdrawal of the remaining balance in the deceased
client’s account. At the order of the legal heirs and presentation of official legal
documents from the applicable governmental authorities in the jurisdiction of the
deceased client, and upon checking the said documents, the Company shall make the
decision whether to allow such withdrawal. All obligations and liabilities owed to the
Company in connection with the deceased client account will be set off from the client’s
account and no repayment will be required to be made by the legal heirs.

26. Governing Law and Jurisdiction

26.1 This Agreement is governed by the Laws of Seychelles.

26.2 The Competent Courts for all disputes and controversies arising out of or in connection
with the Agreement shall be the Courts of Seychelles.

23
 TRADESLIDE GLOBAL LTD
Client Services Agreement

Annex 1- Conflicts of Interest Policy

Introduction

The purpose of this Conflicts of Interest Policy (“the Policy”) is to outline a suitable approach
and response to the identification and management of conflicts of interest. TRADESLIDE
GLOBAL LTD (the “Company") will take all reasonable steps to identify conflicts of interest
between itself, including its managers, employees or any person directly or indirectly linked to
the Company by control and its clients or between one client and another that arise in the
course of providing any investment services.

The Company maintains and operates effective organisational and administrative arrangements
to prevent and manage conflicts of interest that may arise during the provision of any investment
services, from adversely affecting the interests of its clients. In case where, the aforementioned
arrangements are not sufficient to ensure, with reasonable confidence, that the risks of damage
to the interests of the clients will be prevented, the Company shall clearly proceed with the
disclosure of such conflict. The said disclosure shall be done in a durable medium indicating the
general nature and source of conflicts of interest, the risks to the client with sufficient details so
as to allow the client to take an informed decision with the regards to its investment as well as
the steps taken to mitigate such risks.

The Company has the right to amend the current Policy at its discretion and at any time it
considers is suitable and appropriate. The Company shall review and amend the current policy
at least on an annual basis to take account of changes to operations or practices and, further, to
make sure it remains appropriate to any changes in law, technology and the general business
environment.

Identification of potential conflicts of interest

To adequately manage conflicts of interest, the Company shall identify all relevant conflicts
timeously. The Company will employ different mechanisms to ensure that all conflicts are
identified.

The Company shall identify all conflicts of interest, their severity and document controls to
mitigate the conflicts. It is not possible to list all situations which could constitute a conflict. The
facts of each situation will determine whether the interest in question is such as to bring it within
the area of potential conflict.

All employees, including management, will be responsible for identifying specific instances of
conflict and required to notify the Compliance function of any conflicts they become aware of.
The Compliance Officer (CO) will assess the implications of the conflict and how the conflict
should be managed in conjunction with the board. In the case where a specific incident to be
reported concerns the CO, the notification shall be made to the Company’s Representative
Officer.

24
 TRADESLIDE GLOBAL LTD
Client Services Agreement

For the purposes of identifying the types of conflicts of interest that arise in the course of
providing investment services and whose existence may damage the interests of a client, the
Company takes into account, by way of minimum criteria, the question of whether the Company
or a relevant person, or a person directly or indirectly linked by control to the Company, is in any
of the following situations, whether as a result of providing investment services or activities:

● The Company or a relevant person is likely to make a financial gain, or avoid a financial
loss, at the expense of the client;
● The Company or a relevant person has an interest in the outcome of a service provided
to the client or of a transaction carried out on behalf of the client, which is distinct from
the client's interest in that outcome;
● The Company or a relevant person has a financial or other incentive to favour the
interest of another client or group of clients over the interests of the client;
● The Company or a relevant person carries on the same business as the client;
● The Company or a relevant person receives or will receive from a person other than the
client, an inducement in relation to a service provided to the client, in the form of monies,
goods or services, other than the standard commission or fee for that service;

For the purpose of this Policy, a “relevant person”, in relation to the Company means any of the
following:
● a director, partner or equivalent, manager, or tied agent of the Company;
● a director, partner or equivalent, or manager of any tied agent of the Company;
● an employee of the Company or of a tied agent of the Company, as well as any other
natural person whose services are placed at the disposal and under the control of the
Company or a tied agent of the Company and who is involved in the provision by the
Company of investment services and activities;
● a natural person who is directly involved in the provision of services to the Company or
tied agent under an outsourcing arrangement for the purpose of the provision by the
Company of investment services and activities.

Managing conflicts of interest

The Company has established suitable and adequate internal procedures for minimising any
potential conflicts of interest. The Company maintains a compliance department that is an
independent unit within the Company. Among the duties of the Compliance Officer is to monitor
any possible deviation from the Company’s internal policies and procedures as well as
identifying and managing any possible conflicts of interest. Once a conflict has been identified it
needs to be appropriately and adequately managed. The Compliance function will assess each
conflict and determine if the conflict is actual or perceived and what the value of the conflict or
exposure is and the potential reputational risk. Compliance will then decide whether it is viable
to go ahead with the transaction or if the conflict is too severe. If Compliance decides that the
particular conflict can be mitigated, then controls to manage the conflict should be put in place
and documented.

25
 TRADESLIDE GLOBAL LTD
Client Services Agreement

The Company will manage conflicts of interest fairly, between itself and its clients, between itself
and its employees and between its customers and to organise and control their internal affairs
responsibly and effectively.

The Company and its employees should act as per the principle of placing clients’ interests
before self-interests and Company’s interests in order to avoid conflicts of interest in the
fulfilment of professional activities on the securities market. To ensure client’s fair treatment, the
Company will introduce the following procedures:
● The Company shall avoid any conflict of interest with clients and, where such a conflict
unavoidably arises, ensure fair treatment to the client by complete disclosure or by
declining to act.
● Employees are also prohibited to keep investor accounts in other Brokers without
Company’s prior authorization and are obliged to bring this to Company’s attention. They
are also obliged to authorize the Company to directly request transaction reports from
the other Brokers.
● If the Company has a material interest in a transaction to be entered into with or for a
client, or a relationship which gives rise to a conflict of interest in relation to the
transaction, the Company shall not knowingly either advise, or deal in the exercise of
discretion, in relation to that transaction. The only exception is when the Company has
fairly disclosed that material interest or relationship, as the case may be, to the client or
the client has taken reasonable steps to ensure that neither the material interest nor
relationship adversely affect the interests of the client.
● There is a clear distinction between the different departments’ operations as these are
described in the Company’s IOM.
● The Company shall be informed promptly of any personal transaction entered into by a
relevant person, either by notification of that transaction or by other procedures enabling
the Company to identify such transactions. In the case of outsourcing arrangements, the
Company shall ensure that the Company to which the activity is outsourced maintains a
record of personal transactions entered into by any relevant person and provides that
information to the Company promptly on request.
● A person shall be replaced by another person in his/her duties only prior consent of the
Compliance Officer and approval by the Representative Officer. Such a consent will be
given by the Compliance Officer after all issues of possible conflict of interest have been
reviewed.
● The security features of the Company’s software prevents unauthorized access to
sensitive information in order to benefit the Company over its clients or one client over
another.
● The Company’s employees are prohibited from investing in securities for which they
have access to non-public or confidential information.
● Transactions by the Company’s employees are neither performed nor executed by
themselves, but by another member of staff of the Company concerning account opened
with the Company.
● A record shall be kept of the personal transaction notified to the Company or identified
by it, including any authorization or prohibition in connection with such a transaction.

26
 TRADESLIDE GLOBAL LTD
Client Services Agreement

● The Company must take reasonable steps to ensure that neither it nor any of its
employees or agents either offers or gives, or solicits or accepts, any inducement that is
likely to conflict with any duties owed to its clients.
● No employee shall either knowingly or recklessly make a statement, promise or forecast
that is misleading, false or deceptive to any customer or conceal material facts at any
time.

More specifically, the Company states some of the policies and procedures that it has
implemented for managing possible conflicts of interest below:

● Effective procedures to prevent or limit any person from exercising inappropriate

influence over the way in which a relevant person carries out investment services or
activities.
● The separate supervision of relevant persons whose principal functions involve carrying
out activities on behalf of, or providing services to, clients whose interests may conflict,
or who otherwise represent different interests that may conflict, including those of the
Company.
● Measures to prevent or control the simultaneous or sequential involvement of a relevant
person in separate investment services or activities where such involvement may impair
the proper management of the conflicts of interest.
● The removal of any direct link between the remuneration of relevant persons principally
engaged in one activity and the remuneration of, or revenues generated by, different
relevant persons principally engaged in another activity, where a conflict of interest may
arise in relation to those activities.
● Measures to prevent or control the exchange of information between relevant persons
engaged in activities involving a risk of a conflict of interest where the exchange of that
information may harm the interests of one or more clients.

The procedures followed and measures adopted in the Policy include the following, as are
necessary and appropriate for the Company to ensure the requisite degree of independence:
● No relevant person may purchase or sell a security or cause the purchase or sale of a
security for any account while in possession of inside information relating to that security.
● No relevant person may recommend or solicit the purchase or sale of any security while
in possession of inside information relating to that security.
● No relevant person may purchase or sell or cause the purchase or sale of a security for
an employee or employee-related account or a proprietary account of the Company or
an account over which an employee exercises investment discretion, while in possession
of proprietary information concerning a contemplated block transaction in the security or
for a customer account when such customer has been provided such information by any
relevant person.
● Procedures set for regular review and monitoring of the execution arrangements with the
execution venue, hedging/ liquidity or price providers as well as on a continuous basis.
● Procedures in regards to the monitoring of access to electronic data.
● Relevant persons engaged in research activities should not discuss unreleased
information, opinions, recommendations, or research analysis in progress with Company
27
 TRADESLIDE GLOBAL LTD
Client Services Agreement

associated persons engaged in sales activities, or any person within or outside the
Company who does not have a valid business need to know the information.
● Establishment of an ongoing monitoring program based on which regular checks are
conducted for the assessment of the Company’s procedures, policies and internal
controls.
● The Company may distribute marketing communication to its clients, only if the said
communication is reviewed and approved by the Compliance Officer prior to distribution.
The Compliance Officer also ensures that such communication have the appropriate
disclosure statement as well as meeting the relevant definition of marketing
communication.
● The four-eye principle is implemented to avoid any abuse of position.
● In order to minimize the relevant person’s own transactions personal account dealing
restrictions are in place.

The Company is committed to having an effective and appropriate compliance culture to enable
it to deal with any new potential conflicts of interest which may arise in the future. The
Company’s employees are therefore required to monitor any new circumstances giving rise to
potential conflicts of interest and to implement appropriate measures to address these.

For the purpose of this Policy, a “personal transaction” is considered a trade in a financial
instrument effected by or on behalf of a relevant person, where at least one of the following
criteria are met:
● the relevant person is acting outside the scope of the activities he carries out in his
professional capacity;
● the trade is carried out for the account of any of the following persons:
o the relevant person;
o any person with whom he has a family relationship, or with whom he has close
links;
o a person in respect of whom the relevant person has a direct or indirect material
interest in the outcome of the trade, other than obtaining a fee or commission for
the execution of the trade.

Segregation of Company’s assets from clients’ assets

The Company shall maintain separate accounting records between its own assets and those of
its clients to facilitate the protection of clients’ assets and the prevention of the use of customer
assets by the Company or by other third parties so as to minimize the risk of the loss or
diminution of client assets, or of rights in connection with those assets, as a result of misuse of
the assets, fraud, poor administration, inadequate record-keeping or negligence. In addition,
the Company has legally secure segregation of clients’ assets from the Company’s assets in
case the Company becomes bankrupt. For this purpose, the Company maintains separate
books and accounting records for each client.

28
 TRADESLIDE GLOBAL LTD
Client Services Agreement

Forbidden Business Practices

The Company shall prohibit those business practices which in the regular course of events
might give rise to conflicts of interest. The following business practices shall indicatively be
forbidden:
● The provision to clients of investment services for the purpose of influencing the price of
financial instruments for the benefit of the Company or for the benefit of any relevant
persons, or of Company’s clients in general, especially with regard to transactions that
the Company or relevant persons intend to carry out prior to or after the provision of the
service.
● The use by the Company or by its relevant persons of information regarding client
transactions, for the benefit of the Company, and the disclosure of such information to
third parties.
● Dealing by the Company itself or by any relevant persons in financial instruments in
respect of which the Company has drawn analysis reports or has made research
findings prior to the publication of the respective reports and findings.
● The preferential treatment of relevant persons to the detriment of its clients in the course
of the provision to them of investment services.
● The carrying out of transactions by relevant persons for their own account or for the
account of persons related with them on the basis of confidential information that the
above persons have obtained in the course of their employment with the Company.

All employees must be aware of the above forbidden business practices, and shall have the
responsibility of informing the COMPLIANCE OFFICER immediately in case they monitor any
violation of the above provisions.
Should you have any questions in relation to the Company’s Conflicts of Interest Policy, please
contact the Compliance department of the Company.

Disclosure of conflicts of interest

In case where, the organisational and administrative arrangements established by the Company
to prevent or manage a conflict are not sufficient to ensure, with reasonable confidence, that the
risks of damage to the interests of the clients will be prevented, the Company shall clearly
proceed with the disclosure of such conflict.

Prior to carry out a transaction or provide an investment service to a client, the Company should
disclose any actual or potential conflict of interest to the client provided that the measures taken
by the Company are not sufficient to ensure that the risks of damage to the interests of the client
will be avoided.

The above disclosure shall include sufficient detail, taking into account the nature of the client,
source of conflicts of interest, the risks to the client to enable him to take an informed decision
with respect to the investment service in the context of which the conflict of interest arises. The
Company reserves the right not to proceed with the transaction or matter giving rise to the
conflict if such disclosure is not sufficient to manage a conflict.
29
 TRADESLIDE GLOBAL LTD
Client Services Agreement

The Management and employees of the Company should disclose the following information to
the Compliance Officer:
● Opening and closing personal accounts at any other Broker for own investments
purposes
● All personal transaction performed. Notification should be provided within 24 hours
● Securities held by the employee
● Transactions executed by the Company in which the employee may have an interest or
a conflict

30
 TRADESLIDE GLOBAL LTD
Client Services Agreement

Annex 2 - Complaints Handling Policy

Complaint handling policy

TRADESLIDE GLOBAL LTD (hereinafter the “Company”) aims to provide superior services to all
of its Clients.

The Company has appointed a Compliance Officer to efficiently ensure the proper handling of
any complaints from the Clients. This is to allow the Company to resolve and apply mandatory
measures to avoid any recurring issues.

Definition
The Company classifies a complaint as any objection and/or dissatisfaction that the Client may
have with regards to the provision of the services provided by the Company. A complaint form is
enclosed at the end of this Policy.

Procedure
The Compliance Officer shall be responsible to ensure the proper handling of Client complaints,
except in the case where the complaint involves the Compliance Officer, whereby the complaint
shall be handled by the Representative Officer.

The Client may register a complaint by completing the complaint form, using any of the following
options:

▪ Email: info@darwinex.com
▪ Postal Address: TRADESLIDE GLOBAL LTD
CT House, Office 9A, Providence, Mahe, Seychelles

1. When the Company receives the Client’s complaint then a written acknowledgement will
be sent to the Client within 7 business days;

2. The Company will attempt a final response within 30 business days, however in case we
are still not in a position to resolve the issue then the Company will notify you in writing
stating the reasons for the delay and indicate an estimated time to resolve the issue;

3. A final response should be provided to the Client within 60 business days the latest from
the date he submitted his complaint;

4. In the case where the complainant is still not satisfied with the Company’s final
response, then the complainant can refer his complaint with a copy of the Company’s
final response to the Financial Services Authority (FSA) in Seychelles for further
examination.

31
 TRADESLIDE GLOBAL LTD
Client Services Agreement

The contact details for the Financial Services Authority (FSA) in Seychelles are set out
below:
PO Box 991
Address: Bois de Rose Avenue
Roche Caiman Victoria, Mahe, Republic of Seychelles
Phone: (+248) 438 08 00
Fax: (+248) 438 08 88
Email: complaints@fsaseychelles.sc
Website: http://fsaseychelles.sc/index.php/contact-us

Client Records
The Client should provide all relevant documentations as well as any additional information
requested by the Company in order to ensure all records are collected and the complaint is
properly resolved on time.

All records will be kept safe as per local requirements and for a period of seven (7) years.

The complaint form can be found in the next page

32
 TRADESLIDE GLOBAL LTD
Client Services Agreement

Complaint Form

A. Client Information:
Name: Account Number:

Address: Telephone Number:

B. Type of Complaint

1. Execution of Orders ☐
2. Quality or lack of information provided ☐
3. Terms and Conditions/Fees/Charges ☐
4. General admin/Customer Services ☐
5. Unauthorized business being offered ☐
6. Issue in relation to withdrawal of funds ☐
7. Other (specify) ☐

C. Brief Summary of the Complaint:

Please describe the product or service you are complaining about (description, evidence,
amount and suggested way to be solved):

__________________________________________________________________________
__________________________________________________________________________
__________________________________________________________________________
__________________________________________________________________________
__________________________________________________________________________
__________________________________________________________________________
__________________________________________________________________________
__________________________________________________________________________
__________________________________________________________________________
__________________________________________________________________________
__________________________________________________________________________

- Please enclose any other relevant documentation that may help us to handle the complaint.
- Possible documentation to be provided (client statement, correspondence with the Company
as well as any other supporting documentation to be requested by the Compliance Officer
which is relevant to the Client’s complaint)

________________________ ________________________
Date and place Client Signature

33
 TRADESLIDE GLOBAL LTD
Client Services Agreement

For internal use only:

Complaint Received By: Date:
Acknowledgement sent to Client: □ Yes - □ No
Informed Client of initial action: □ Yes - □ No
Final response provided to Client: □ Yes - □ No
Holding response provided to Client: □ Yes - □ No - □ N/A
Signature of
Date:
Compliance Officer:

34