Client’s Representations, Warranties and Acknowledgments. 7.1. The Client (whether a corporation or otherwise) represents and warrants that : - (a) the Client shall maintain each Account and enter into each Transaction as principal and not as trustee or agent for any other person, unless the Broker is notified otherwise in writing; (b) the Client’s Assets are and will remain to be beneficially owned by the Client and free from any charge, pledge or encumbrance (save as created by the Agreement); (c) the Client is the person ultimately responsible for originating the Instructions in relation to each Transaction in the Account and shall stand to gain the commercial or economic benefit of such transactions and/or bear their commercial or economic risk (except where such other persons or entity has been disclosed to the Broker in the Account Application Form or other written notice to the Broker); (d) the Client has read, understood and accepted in full the provisions of this Agreement which apply to the Services provided or to be provided by the Broker to the Client from time to time; (e) the Client has adequate financial expertise and resources to conduct the Transactions and, to the extent applicable to the Services provided or to be provided by the Broker to the Client from time to time, the Client is fully aware of the risks involved in trading in Securities and other investments contemplated in this Agreement and has read, understood and accepted in full the risk disclosure statements set out in Schedule 1 of this Agreement. The Client will enter into securities transactions solely in reliance upon his own judgment and analysis, and not upon advice or recommendations by any director, employee or agent of the Broker; (f) all the information in the Account Application Form and other information provided to the Broker in relation to the Client, the Accounts, the Client’s Assets and the Transactions or to facilitate the provision and/or maintenance of the Services (including, without limitation, information relating to any Authorised Person) is true, complete and up-to-date and the Client shall notify the Broker as soon as reasonably practicable of any material change in such information; (g) all licences, authorisation, registration and/or consents required by the Client under any Applicable Regulations for the execution and delivery of this Agreement and the execution and performance of the Transactions and its obligations under this Agreement have been or will be obtained and will be maintained in full force and effect; (h) where the Client is a corporation:- (i) that it is duly incorporated, validly existing and has power to own its assets under the law of its place of incorporation; (ii) that it has full power and authority to execute and deliver this Agreement and perform its obligations under this Agreement; (iii) that all necessary corporate and other action has been taken to authorise the opening and maintenance of each Account, the execution and delivery of this Agreement and the execution and performance of the Transactions and its obligations under this Agreement; (iv) that this Agreement constitutes valid and legally binding obligations of the Client enforceable in accordance with its terms; and (v) that the execution and delivery of this Agreement and the execution and performance of the Transactions and its obligations under this Agreement by the Client will not (i) contravene any existing applicable law, statute, rule or regulation or any judgment, decree or permit to which the Client is subject, (ii) conflict with, or result in any breach of any of the terms of, or constitute a default under, any agreement or arrangement to which the Client is a party or is subject, or (iii) contravene or conflict with any provision of any of the Client’s constitutional documents. 7.2. The representations and warranties are given by the Client to and for the benefit of the Broker and shall be true and accurate on the date of execution of this Agreement and on the date on which each Transaction is effected by or on behalf of the Client. 7.3. The Client acknowledges and accepts the responsibility to seek independent professional advice as it considers appropriate regarding taxation or legal matters which may arise from this Agreement, the Transactions or in connection with the Client’s Assets. 7.4. All rates and prices quoted by the Broker and its representatives are for information only and not for the purpose of trading unless otherwise specified by the Broker.
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Client’s Representations, Warranties and Acknowledgments. 7.1. The Client (whether a corporation or otherwise) represents and warrants that : -
(a) the Client shall maintain each Account and enter into each Transaction as principal and not as trustee or agent for any other person, unless the Broker is notified otherwise in writing;
(b) the Client’s Assets are and will remain to be beneficially owned by the Client and free from any charge, pledge or encumbrance (save as created by the Agreement);
(c) the Client is the person ultimately responsible for originating the Instructions in relation to each Transaction in the Account and shall stand to gain the commercial or economic benefit of such transactions and/or bear their commercial or economic risk (except where such other persons or entity has been disclosed to the Broker in the Account Application Form or other written notice to the Broker);
(d) the Client has read, understood and accepted in full the provisions of this Agreement which apply to the Services provided or to be provided by the Broker to the Client from time to time;
(e) the Client has adequate financial expertise and resources to conduct the Transactions and, to the extent applicable to the Services provided or to be provided by the Broker to the Client from time to time, the Client is fully aware of the risks involved in trading in Securities and other investments contemplated in this Agreement and has read, understood and accepted in full the risk disclosure statements set out in Schedule 1 of this Agreement. The Client will enter into securities transactions solely in reliance exercise and rely upon his own judgment and analysis, and not upon advice or recommendations by any director, employee or agent of the Brokeranalysis when entering into securities transactions;
(f) all the information in the Account Application Form and other information provided to the Broker in relation to the Client, the Accounts, the Client’s Assets and the Transactions or to facilitate the provision and/or maintenance of the Services (including, without limitation, information relating to any Authorised Person) is true, complete and up-to-date and the Client shall notify the Broker as soon as reasonably practicable of any material change in such information;
(g) all licences, authorisation, registration and/or consents required by the Client under any Applicable Regulations for the execution and delivery of this Agreement and the execution and performance of the Transactions and its obligations under this Agreement have been or will be obtained and will be maintained in full force and effect;
(h) where the Client is a corporation:-
(i) that it is duly incorporated, validly existing and has power to own its assets under the law of its place of incorporation;
(ii) that it has full power and authority to execute and deliver this Agreement and perform its obligations under this Agreement;
(iii) that all necessary corporate and other action has been taken to authorise the opening and maintenance of each Account, the execution and delivery of this Agreement and the execution and performance of the Transactions and its obligations under this Agreement;
(iv) that this Agreement constitutes valid and legally binding obligations of the Client enforceable in accordance with its terms; and
(v) that the execution and delivery of this Agreement and the execution and performance of the Transactions and its obligations under this Agreement by the Client will not (i) contravene any existing applicable law, statute, rule or regulation or any judgment, decree or permit to which the Client is subject, (ii) conflict with, or result in any breach of any of the terms of, or constitute a default under, any agreement or arrangement to which the Client is a party or is subject, or (iii) contravene or conflict with any provision of any of the Client’s constitutional documents.
7.2. The representations and warranties are given by the Client to and for the benefit of the Broker and shall be true and accurate on the date of execution of this Agreement and on the date on which each Transaction is effected by or on behalf of the Client.
7.3. The Client acknowledges and accepts the responsibility to seek independent professional advice as it considers appropriate regarding taxation or legal matters which may arise from this Agreement, the Transactions or in connection with the Client’s Assets.
7.4. All rates and prices quoted by the Broker and its representatives are for information only and not for the purpose of trading unless otherwise specified by the Broker.
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