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Important terms of the agreement

"JSC Brokerage and asset management company Wealthy" registered in accordance with the legislation of Georgia, identification number 406239565, Headquarters, Tbilisi, Agmashenebeli Avenue # 19 (hereafter the "Company"), on the one hand, acts as a counterparty, and on the other hand the client, in hereinafter referred to as the "Parties", have entered into this agreement (hereinafter referred to as the "Contract"). Parties have agreed as follows:

• WHEREAS, the Company is a regulated international broker operating under the license of National Bank of Georgia;
• WHEREAS, under the License, the Company has the right to trade in financial and commodity derivatives, basic derivatives, and other securities;
• WHEREAS, the Customer declares and confirms their powers to enter into this Agreement and is interested in the services of the Company;
• The client must take into account that an investment made by foreign currency is a significant risk to the client, the exchange rate of the currency may reduce the profit expressed in GEL or in another national currency depending on the country of residence and residence of the client.

1. TERMS AND DEFINITIONS

“Ask”- means the greater price in a quote.
“Bid” -means the lower price in a quote.
“Storage” -means a fee for leaving a position open overnight.
“Hedged margin”- means a guarantee required by the Company to open and maintain locked positions. Every instrument has its own hedged margin stipulated in contract specifications.
"Base currency"- means the first currency in a currency pair. The Customer may buy the base currency with or sell the base currency for the quote currency.
“Customer account balance” -means the total financial result of all completed transactions and deposits/withdrawals of funds in the accounts of the Customer in the Company System.
“Quote currency”- means the currency in which the price of the base currency is expressed.
“Currency pair”- means the object of a transaction based on the change in the value of one currency against another currency.
“Website”- means the official website of the Company (www.wt.ge).
“Quote”- means information on the current price of the instrument expressed as Bid and Ask.
"My Account"- means the personal information and data web pages of the Customer available to them after registration on the Company's website. The Customer may sign in to My Account by entering their login and password.
"Margin trading"- means the conduct of trading operations with leverage whereby the Customer may transact in amounts far in excess of the funds in the trading account.
"Order"-means a demand by the Customer on the Company to open or close a position when the price has reached the order level.
"Company System" means the information and trading system of the Company, including related software of the Company, which allows the Customers to perform trading and investment operations as well as obtain the necessary analytical, statistical and other information.
"Company Account" -means the bank account of the Company or the Company's account in an electronic payment system or any other account of the Company designed and accessible for making settlements with the Customer.
"Transaction Day"- means part of the working day of a bank, e-payment system, or another institution that is a member of a payment system during which information and documents in electronic form are received from
Customers for the conduct of certain operations and may, if technically feasible, be processed, transmitted and executed. The duration of the trading day is set by the bank or other institution that is a member of the payment system and is stipulated in their internal regulations.
"Margin Guarantee"- means the funds deposited in the Customer account that are used to cover the required margin.
The "Company News" section- means the section of the Company’s website that features news.
"Application for Withdrawal of Funds"- means an order sent via My Account from the Company's website with the purpose to withdraw funds from the Customer account and their subsequent withdrawal.
"Spread"- means the difference between Ask and Bid.
"Customer Account" -means a commercial and/or investment account of the Customer and/or of the Manager or any other account of the Customer opened with the Company. If the Customer has more than one account with the Company, the term "Customer Account" may refer collectively to all of the Customer’s accounts with the Company, unless the context dictates otherwise.

2. GENERAL PROVISIONS

2.1 This Agreement, including all of its Annexes posted on the official website of the Company, shall be considered concluded and fully accepted by the Customer after the Company has fully verified the Customer’s personal data submitted in the form of documents to the Company at the Company’s request, including the Agreement signed with the e-signature of the Customer, and after the Customer has made their first deposit into the Customer Account. The number of this Agreement shall be the number designated to the Customer Account in the Company System; the date of the conclusion of this Agreement shall be the date of registration of My Account.

2.2 By accepting this Agreement in the form of a public offer, the Customer accepts the terms of this Agreement and all its applications hosted on the Company's website in the section “Legal Information”, www.wt.ge , which are an integral part of this Agreement. This Agreement also covers and includes all the official information of the Company placed in all sections of the website of the Company, including the rules of basic and additional services, specifications of trading conditions as well as instructions of the Company. The Customer acknowledges that they may not, after the acceptance of this Agreement, claim that any conditions of the Agreement were concealed from the Customer and / or declare that they had not understood any of the provisions of this Agreement and / or specific annexes to this Agreement, including any official information of the Company posted on the website www.wt.ge

2.3 When the Customer carries out trading operations, no physical delivery of or another type of margin tool takes place. Gains or losses from trading transactions are credited to / withdrawn from the trading account balance of the Customer immediately following the closing of the position. With respect to any trading and / or non-trading operations, the Customer and Company act as principals and the Company does not act as an agent on behalf of the Customer.

2.4 The Customer shall take responsibility to deposit into the Customer Account opened with the Company and maintain a Margin Security in the amount required and defined by the Company on an ongoing basis. The Customer agrees to deposit funds by bank transfer and / or other means of payment accepted by the Company.

2.5 The current state of the Customer Account balance is controlled by the Customer in the Company System in real time. The quotes broadcast in the Company System are actual market quotes and may not respond to any other quotes provided by any other source. The Customer may not refer to any alternative quotes when working in the Company System.

2.6 The company cooperates with the Customers only from the countries (jurisdictions) whose legislation does not forbid the legal relations of the Parties under this Agreement and that not recognized by the FATF to be noncompliant with sufficient requirements to combat money laundering and terrorist financing. Persons having the citizenship of the United States, Canada and Japan (regardless of residence) as well as residents of Canada and the US (regardless of nationality) are not allowed to open Customer Accounts with the Company and receive appropriate services. Before the acceptance of this Agreement, the Customer shall ensure that the provisions of this Agreement and its annexes fully comply with the current legislation in the country of residence of the Customer in respect of the services of the Company. Access to the Company’s website does not mean that the services provided by the Company and / or activities of the Customer involving the use of the Company System are lawful under the laws, rules or any regulations of the country of residence (stay) of the Customer.

2.7 In the process of interaction with the Company under this Agreement, the Customer is forbidden to use the services of the Company and / or its software for any illegal or fraudulent actions or any illegal or fraudulent transactions (including money laundering) in accordance with the laws of the jurisdiction of the Customer.

2.8 The company shall not provide the Customer with warranties and / or assurances in the form of public statements and / or in person through authorized representatives / agents / partners or a personal manager in writing and / or by publishing analytical materials on the official website of the Company, nor in any other way with respect to profitability / loss of certain trade / investment transactions in the foreign exchange market "forex" and / or other financial markets, including CFD-contracts. The Company takes responsibility to provide the Customer with analytics and market reviews by staff analysts and partners of the Company, which shall not be taken as definitive advice and direct instructions / recommendations on trading / investment or market conditions or as a direct guide for action. The aforesaid analytical materials published on the official internet site of the Company shall be read and taken note of only as a subjective opinion of certain experts who express independent opinions regarding the development / forecasting of certain trends in the financial markets. Following these guidelines, the Customer may rely on them and take note of such forecasts, but the responsibility for taking appropriate decisions shall lie entirely on the Customer and the Customer shall not have the right to associate their potential failures and financial losses with the analytical materials published on the official website of the Company.

2.9 With respect to the situations in which the level of market quotes differs from the quotes broadcast in the Company System, the Company shall make every effort to execute trades at the prices that most closely approach the current level of market prices. These situations include expansion of spreads, gaps and slippage during atypical volatility associated with the publication of macroeconomic statistics or various speeches

3. TERMS OF MUTUAL SETTLEMENTS AND COMPANY FEES

3.1. The Customer Account in the Company System with the option to perform mutual settlements in accordance with this Agreement shall be opened immediately after the verification and validation of personal data of the Customer previously provided by the Customer in the manner prescribed by the Company. The Company shall not open accounts for anonymous owners.

3.2. Funds credited to and sitting in the Customer Account in the absence of trade and investment operations shall be separated from the funds of the Company by the principle of segregation in the bank accounts and other accounts of the Company. The Customer agrees and understands that their funds are kept by the Company, depending on specific circumstances, in the bank accounts, electronic accounts or trading accounts and are used by the Company as part of this Agreement. Given that these funds are not a deposit in the sense of a bank deposit, the Company shall not and has no right to pay any interest to the Customer. The accounting of the funds belonging to Customers is administered by the Company using a trading server, and all the mutual settlements between the Parties are conducted in accordance with the data stored in the trading server system.

3.3. The Parties understand that all financial transactions related to mutual settlements of the Company and the Customer in accordance with this Agreement shall be regulated directly by applicable law, regulations and / or instructions, including the prevailing business practices, regulations and explanations of regulatory authorities, contracting parties of the Company and / or other related bodies, including those related to the interbank market and regulated financial sector in the place of their execution. In a situation where the aforesaid regulations can affect certain provisions of this Agreement, such provisions of this Agreement shall be deemed modified or superseded to maintain and continue the validity of this Agreement in the new version based on the respective applicable legal act provisions. For these reasons, the Parties recognize the fact that all transactions under this Agreement shall comply with the applicable regulatory requirements.

3.4. Any transaction made by the Customer as part of mutual settlements with the Company and / or the Company's trading platform become the subject of this Agreement. The Customer is solely and directly responsible for compliance with their obligations in respect of all the operations performed by them. With respect to any operations of the Customer, the Company shall not act as an agent; all cooperation between the Parties is carried out exclusively within the framework of this Agreement.

3.5. Mutual settlements under this Agreement are carried out by bank transfer or via electronic payment systems presented and available on the official website of the Company. The Customer alone takes responsibility for the correct implementation of their payments. In the event of a change of bank and / or other payment details of the Company, the latter shall post the corresponding changes on its official website. From the time of such posting, the Customer is solely responsible for their ongoing payments. The Customer will notify the Company about a transfer to the Company of the funds to be deposited into the Customer Account and provide the documents confirming the fact of the transfer if required by the Company.

3.6. The Customer acknowledges that they agree with the terms of making deposits and / or withdrawals of funds as follows:
After the customer's verification, upon the invoice issued by the company, the customer transfers the amount of money to the company's account.
- For a bank transfer: the amount transferred is credited to the Customer Account within 2 (two) business days of the date the funds were credited to the bank account of the Company.
- For withdrawals of funds and their debiting from the Company's bank account: within 5 (five) business days of the date of the registration of a corresponding application for withdrawal of funds by the Customer in My Account;
- For settlements in electronic payment systems: the funds are credited to the Customer Account within 1 (one) business day of the crediting of the funds to the Company's e-wallet. For withdrawals of funds and their debiting from the Company's bank account: within 2 (two) business days of the date of registration of a corresponding application for withdrawal of funds by the Customer in My Account.
The customer has the right to receive his / her account statement from the trading terminal on his own and at any time.

3.7. The company does not take responsibility for any such financial losses of the Customer as may be caused by their non-compliance with the Company regulations that ensure mutual settlements of the Parties in accordance with this Agreement. The company requires that during the replenishment of the Customer Account the name of the sender fully match the name specified during the registration of the Customer. Acceptance of payments from third parties is forbidden.

3.8. In the event:
a) That the Customer in accordance with this Agreement has entered into a financial obligation to the Company and that a sufficient amount of funds to cover that obligation has not been credited by the Customer to their respective account(s) with the Company, the latter shall be entitled to assume that the Customer has not made the payment. In such an event, the Company shall have the legal right to exercise their rights under this Agreement;
(b) Of absence of any balance operations, trade operations and / or investment operations in the Customer Account transacted at the initiative of the Customer or their legal authorized representative and verified in the prescribed manner by the Company during the last twelve (12) months and in the event of absence of communication with the managers of the Company for a considerable period, the Company shall have the right to return the current balance of the Customer to the account from which they deposited it;
(c) That the total debt of the Customer to the Company in accordance with the Agreement corresponds to the total debt of the Company to the Customer, a mutual repayment of obligations shall take place. The Party that is in a large debt of the other Party takes responsibility to repay the difference remaining after a mutual settlement. Only after that are the parties released from mutual financial obligations arising under this Agreement;
(d) That the replenishment has been carried out by bank transfer and / or through an electronic payment system, the funds may only be withdrawn in the same way: by bank transfer to the same bank and to the same account of the Customer or through the same electronic payment system to the same account from which the replenishment has come in accordance with the proportional withdrawal principle (if the initial replenishment has come from different accounts), that is to say, in proportion to the volumes of replenishment and after accounting for profit. In case of changing details for withdrawal of funds, the client must initially replenish his personal balance from any new account with any minimum amount for additional verification. When making a withdrawal, the recipient's name shall exactly match the name of the Customer in the database of the Company;
(e) That the Customer must pay the Company an amount greater than the total size of the balance in their Customer Accounts, this amount shall be paid by the Customer within 5 (five) banking days of the moment the Customer entered into that obligation;
(f) That the Customer refills their Customer Account as agreed with the Company in the currencies other than the US dollar, the Customer shall be informed that, as part of the relevant exchange taking into account exchange rates, the Customer may be charged additional fees associated with the procedure of conversion into US dollars;
(g) The client must take into account that an investment made by foreign currency is a significant risk to the client, the exchange rate of the currency may reduce the profit expressed in GEL or in another national currency depending on the country of residence and residence of the client.

3.9 . Withdrawals of funds are carried out in the framework of this Agreement, and, if necessary, by following the instructions of authorized employees of the Company, including a personal manager. To initiate a withdrawal of funds from the Company System, including a periodic withdrawal of profits, the Customer must fill out a form in My Account and, if necessary, contact their personal manager. The funds withdrawn under the aforesaid procedure shall be credited to the bank account of the Customer and/or to the account of the Customer in the electronic payment system subject to applicable limits defined based on the total amount of the funds credited one way or another.

3.10. In executing settlements between the Customer and the Company, currency conversion is carried out in accordance with the exchange rates that are current on the day of the settlement; the exchange rates are determined by the Company and / or its partners, as well as based on market rates, depending on the nature of the settlements.

3.11. The company guarantees the making of deposits / withdrawals of funds based on the Customer’s orders submitted from My Account or other services of the System through payment systems and account details of the Company under the regulations of the Company.
3.12. The Company declares that, with the purpose of compliance with “XBIT LTD. AML Policy”, transfers of funds by the Customers to the Company are permitted only for the purposes of carrying out trade / investor operations designed to generate profit from the proposed services of the Company. If the Company has reasonable grounds to believe that the transfers of funds are used by the account holder in violation of the law and / or “XBIT LTD. AML Policy” for purposes other than the services offered by the Company, the Company reserves the right to block the Customer Account as well as My Account of the Customer and to forbid the conduct of any operations in the Company System. In this case, in case of blocking the Customer's account, the customer does not lose his funds; the company will act only within the framework of law. The company will either hand over the proceedings on the client's case to the relevant state body or will conduct these proceedings on its own. After the completion of the proceedings, the company will unlock the account in accordance with the results of the proceedings, and the client will be able to withdraw their cash in accordance with the current balance, in case the account is closed or continue working.

3.13. Fees.

3.13.1. The Customer takes responsibility to pay and agrees with the size of any amounts payable to the Company, including the fees and other expenses determined by the Company in the relevant specifications posted on the Company's website. The Company takes no responsibility to disclose or provide the Customer with any reports in relation to income, fees and other compensation received by the Company. Fees and other expenses are automatically debited from the Customer Account, depending on the nature and type of the operations conducted.
3.13.2. The Customer ensures at their own expense the payment of bank fees and commissions charged by the electronic payment systems used by the Customer in the settlements with the Company if not otherwise agreed by the Parties.

4. CONFIRMATIONS AND GUARANTEES OF THE CUSTOMER

4.1. Under this Agreement, at the time of its conclusion, the Customer assures the Company that the Customer guarantees and confirms as follows:

(a) If the Customer accepts this Agreement as an individual, then he (she) is with full memory and senses, is an adult legally capable in accordance with applicable law, is vested with and / or has all the necessary powers sufficient to enter into this Agreement, may take complete and necessary legal responsibility under this Agreement, does not have any restrictions, including those established by the applicable laws of the jurisdiction of the actual residence and / or location, is interested in accepting services from the Company for profit and does not pursue any other unlawful purposes, has sufficiently studied the provisions of this Agreement and all its inherent Annexes, including information posted on the Company's website, consents to these terms / documents, is in the most comprehensive way familiarized with the "Notice of Risks" and understands / allows for the possibility of these risks;

(b) If the Customer accepts this Agreement as an authorized and legal representative of a legal entity, including such legal entities as "trusts" or "joint ventures", the Customer is properly organized and operates in accordance with applicable laws in the jurisdiction of incorporation; implementation of this Agreement and all operations carried out under this Agreement and any agreements of the Parties achieved in accordance with this Agreement is duly authorized and confirmed by the Customer; each person executing this Agreement on the part of the Customer and implementing any obligations associated with or expressly provided in this Agreement, including as regards the conduct of any settlements of financial nature, as well as trade and investment transactions on behalf of the Customer, must be properly authorized to do so by the Customer and must confirm its status as an authorized representative of the Customer in accordance with the procedure provided for by the Company; any authorized representative of the Customer who acts under this Agreement is sufficiently familiarized with and understands the provisions of this Agreement and all its inherent Annexes, including information posted on the Company's website, consents to these terms / documents and is in the most comprehensive way familiarized with the "Notice of Risks" and realizes / accepts the possibility of the aforesaid risks;

(с) If the client has a representative, a person who is not a employee of the company and has the right to trade on his behalf, such representative shall be treated to the Client and have all the rights of the Client, with the exception of the right to withdraw funds from the client's account.

4.2. The Customer confirms and guarantees that the entire list of information provided by them to the Company, including the necessary information about the Customer’s personal and contact data and experience conducting trade / investment operations, is complete, true and correct. In the event of any changes in the personal and contact data of the Customer, as well as any significant changes in the Customer’s other information necessary for the implementation of relations with the Company, the Customer guarantees to and shall immediately inform the Company of such changes and provide the Company with the new information in the established order.

4.2.1. Any risks and potential damage that may occur and be associated with deliberate and / or erroneous provision of false information about the Customer, including any form of distortion of personal / contact and other information, are borne by the Customer. In the case that the Customer provides any information that is untrue, the Company shall deem such actions of the Customer to be in violation of the respective obligations under this Agreement with all the attendant legal consequences provided for in this Agreement and applicable law.

4.2.2. The Customer expresses their willingness to provide the Company with confirmation of any kind and form in respect of the information given by the Customer when registering on the official website of the Company.

4.3. The Customer reassures the Company that the Customer will review this Agreement and all the integral parts to this Agreement after each notification by the Company of appropriate amendments made. The Company shall inform the Customer of such changes no later than the day that precedes the date of the coming into force of these changes by posting the news on the "Company News" webpage of the official website at the following address: www.wt.ge Any claims by the Customer that they have not been duly informed of the amendments made by the Company to this Agreement and / or any integral part of this Agreement after these changes had taken effect will be rejected by the Company and may not be legally binding except as provided in provisions 5.2.5.1 and 5.2.5.2 of this Agreement.

4.4. The Customer guarantees to the Company that the Customer shall not assign the Customer’s rights under this Agreement, delegate their duties or exercise any other act of transfer of the rights and / or obligations under this Agreement without a prior written consent of the Company. In the event of violation of this condition, any purported assignment or transfer shall be void and all possible losses arising from such actions shall rest solely with the customer.

4.5. The Customer guarantees to the Company that during the use of the Company System the Customer does not intend to and shall not use a possible vulnerability of the Company's software, trading platform and other software products with the aim to make profit that arises out of the trade and / or investment operations carried out in a wrongful way. If it is revealed that operations of such kind have been carried out by the Customer, the Company has the right to revise their results at its sole discretion.
4.6. The Customer guarantees to the Company to protect it against any kind of expenses, liabilities, claims and damages that may arise either directly or indirectly out of the Customer's failure to fulfill their obligations under this Agreement.

4.7. The Customer guarantees that they shall refrain from engaging in any transactions related to settlements of the Parties and / or having a commercial / investment nature until the Customer fully understands this Agreement and its respective Annexes. When performing any of the aforesaid operations, it is understood that the Customer has read and understands the essence of this Agreement and its Annexes at the time of the conduct of such operation.

4.8. The Customer declares and guarantees that the funds in their account with the Company shall not be sent to the Customer for the financing of terrorist acts and that the funds have not been received as a result of any of the following types of criminal activity, including but not limited to: drug trafficking, acts of corruption, kidnapping and money laundering.

4.9. The Customer confirms their full awareness of the specifics of trade / investment transactions in the foreign exchange market and fully understands that the use of leverage carries a high degree of risk. The Customer acknowledges that these transactions are appropriate only for the persons who can assume responsibility for the risk of a total loss of the margin deposit. The Customer understands that changes in prices on the over-the-counter market may result in significant losses. The Customer shall not hold the Company responsible for losses incurred as a result of its recommendations on trade or proposals emanating from its employees, agents or representatives. The Customer acknowledges that a guaranteed profit or a guarantee of absence of losses is impossible in commercial transactions in the over-the-counter market.

5. RIGHTS AND OBLIGATIONS OF THE PARTIES

5.1. The Company takes responsibility as follows:

5.1.1. The Company shall provide the Customer with access to the software part of its System – trading terminal "MetaTrader 4", for the use and provision of which the Company has all necessary rights, and with the subsequent option to conduct trading operations on the international foreign exchange market and other financial markets with delivery of quotations and CFD contracts;

5.1.2. The Company shall provide the Customer with access to other software components of the Company System which enable the Customer to receive from the Company and its partners the information about current quotes, analysis, access to services, including “PAMM Service” and for the purpose of trading / investment operations, as well as for the possibility of additional communication with the company. All transactions in the financial markets conducted by the Customer with the use of the Company System involve the process of electronic transfer of data sent by the Customer to the Company using a computer or other device that allows appropriate access and transfer of necessary data;

5.1.3. The Company shall not disclose confidential information about the status of the Customer Account and personal data of the Customer, including personal passwords, user names and account numbers, except on the basis of a relevant legitimate court ruling that has taken effect and been made known to the Company in accordance with the procedural legislation or on the basis of any lawful request from law enforcement authorities submitted to the Company under the current procedural legislation;

5.1.4. The Company shall provide the Customer with technical and other information support under the Agreement;

5.1.5. The Company shall provide the Customer with intrasystem protection of their My Account in the Company System. In the event of an unauthorized login into the Company System by any third party, the Parties recognize the login and any subsequent transactions – including those involving the Customer’s funds – to have been implemented by the Customer themselves. Exceptions are made for Customers who have notified the Company in advance about an involuntary disclosure of their personal passwords, including as a result of careless handling of sensitive data on the part of the Customer or any unlawful acts of third parties aimed at the acquisition of or unauthorized access to My Account of the Customer.

5.1.6. The Company shall keep statistics / records of all balance and trade / investment operations of the Customer. The Customer acknowledges this obligation of the Company and during any dispute takes these statistic and / or records of the Company to be the only true and original source of information;

5.1.7. The Company shall immediately block access to the System and provide the Customer with a new password in the event a notice of unauthorized access has been received from the Customer;

5.1.8. The Company shall ensure safety of the current balance in the Customer Account.

5.1.9 If a conflict of interest occurs between the company and the client, the company should indicate the information about it and inform the client about the source of the conflict and about possible negative impact on the client.

5.2. The Customer takes responsibility as follows:

5.2.1. The Customer shall read this Agreement before the registration of a Customer Account as well as read other Annexes to this Agreement, including the "User Manual on the Customer Terminal Meta Trader 4'', as well as all information necessary for the process of registration and further use of the services of the Company as posted on the official website of the Company. All complaints / claims of the Customer with respect to lack of understanding of the provisions of this Agreement and its Annexes after the conduct of any balance, trade / investment transactions as well as claims based on insufficient ability of the Customer to use the Company System and trading platform shall be rejected by the Company as such that are not legitimate;

5.2.2. The Customer shall provide their true personal information in the process of registration, including a contact phone number and a valid email address, confirm these data through a verification procedure and provide the Company with a list of documents in accordance with the requirements of the Company.
Only after a confirmation by the Company of the verification procedure shall the Customer have the right to conduct balance, trade and investment transactions using the Company's services;

5.2.3. The Customer shall take proper and necessary measures to safely store their personal passwords and access to the Company System by excluding any disclosure to third parties who are not duly authorized by the Customer through an authorization procedure agreed with the Company as per Company requirements;

5.2.4. The Customer shall not create more than one account in the Company System and shall not open additional Customer Accounts using their registration data; nor shall the Customer carry out the registration of third parties in the Company System without their consent and knowledge. In the event of such registrations with the aforesaid violations, the Company has the right to refuse to service the Customer and may undertake an appropriate investigation of the Customer’s activities in the framework of its internal AML/CTF policy;

5.2.5. The Customer shall keep track of all the information posted by the Company on the official website www.wt.ge including as regards the Customer’s awareness of the terms of services, introduction of new services and other important aspects of cooperation under this Agreement. During the validity of this Agreement, the Parties shall be guided by its terms and conditions; the terms and conditions may be changed periodically by the Company, of which the Company takes responsibility to inform the Customer in the manner prescribed by this Agreement by posting the relevant information in the "Company News" section of its official website. The values of spreads / swaps indicated in the contract specifications are subject to change without prior notice to the Customer, as these indicators are provided to the Company by the respective service providers;

5.2.5.1. In the event that the Customer does not agree to comply with changes to or new conditions of this Agreement, the Customer shall stop using the services and facilities available from the Company and shall promptly notify the Company in writing of their rejection of this Agreement and the intention to initiate the termination of this Agreement in the manner prescribed by article 14.4 of this Agreement;

5.2.5.2. In the event that the Customer does not agree to comply with changes or new conditions of this Agreement in the provision of a particular service or services, the Customer shall in the order established by this Agreement terminate their use of the service and / or services, while maintaining, if necessary, the option to use other available services without initiating a complete termination of this Agreement;

5.2.5.3. In the event that the market experiences an emergency, the Customer acknowledges the right of the Company to amend and modify this Agreement immediately without a prior notification procedure in accordance with this Agreement; This amendment will be published in the company's urgent news, and basically all such amendments will be, but not limited to, changes related to margin lending and margin interest on deposit funds.

5.2.6. The Customer shall provide the Company with protection against any kind of obligations to third parties in respect of any costs and / or claims and / or damages that may arise as a direct or indirect result of any failure of the Customer to fulfill their obligations under this Agreement;

5.2.7. The Customer shall comply with legal norms, including the international, to combat illegal trade, financial fraud, money laundering and legalization of funds received illegally;

5.2.8. The Customer shall preclude direct or indirect complicity in illegal financial activities and any other illegal transactions with the Company System. In the event of suspect or fraudulent fund deposits, including the use of stolen credit cards and / or any other activity of fraudulent nature (including any refunds or cancellation of payments), the Company reserves the right to block the Customer Account and revise the results / cancel any balance and / or other operations, investigate the nature of suspicious transactions as well as suspend such operations until their causes are identified and the investigation completed. During the aforementioned investigation, the Company reserves the right to request a copy of the Customer’s identification and any other information, including payment-related and other documents confirming the lawful possession and legal origin of the funds.

5.3 Rights of the Company

5.3.1. The Company reserves the right to reject a request or an order of the Customer if the Customer has been in violation of this Agreement on one or more occasions or if at least one of the provisions / conditions of the Agreement has not been fulfilled by the Customer.

5.3.2. The Company has the right to demand from the Customer, among other things, certified copies of the documents confirming the identity of the Customer and the address of their current residence. If the Customer is a legal entity, the Company individually provides a list of required documents, depending on the legal form of organization, jurisdiction of the Customer and other significant factors determined by the Company according to its domestic policies.

5.3.3. The Company reserves the right at its sole discretion to limit the number of open transactions / positions of the Customer as well as deny them any requests / orders to open new transactions / positions or increase the number of open positions of the Customer.

5.3.4. The Company reserves the right to increase the size of the Margin Guarantee of the Customer in connection with any news and / or events, whether before or after these events or at any other time the Company sees fit at its sole discretion.

5.3.5. The Company has the right, complying with the Confidentiality provisions of this Agreement, to do as follows: archive and store any conversation with the Customer as well as record telephone conversations with the Customer, with or without the use of audible devices that signal the implementation of a recording, with the purpose to use these materials exclusively as evidence in the resolution of contentious situations and conflicts and / or in the framework of judicial proceedings.

5.3.6. In event that the Customer fails to fulfill their obligations under this Agreement, the Company may at its sole discretion and at any time without prior notice to the Customer close one or all open positions of the Customer, unilaterally debit from the Customer Account the funds owed to the Company, close any account in the Company System and / or refuse to service the Customer in the manner provided in this Agreement.

5.3.7. The Company reserves the right to investigate and analyze activities on any Customer Account that the Company has reason to believe to be involved in various types of manipulations in violation of this Agreement and its Annexes. In the event of such investigation, the Company has the right to block and / or forfeit funds unilaterally on a reasonable suspicion that the funds have been received as a result of the aforesaid activities. Manipulations by the Customer or a group of customers may be recognized by the Company to be in violation of obligations under this agreement; such violation may be associated with different kinds of illegal activities, including fraud. In case of signs of fraud, the Company has the right to block the respective accounts and identify and compensate for the losses after reporting their suspicions to the police. After the completion of the execution of the proceedings and the results thereof, the client will have the right to withdraw his own funds in accordance with the current balance, and according to the results of the completion, in case the account is closed or continue to work.

5.3.8. The company has the right to interact with the Customer through a Company Agent that is also the Company’s partner in a particular region under a respective agreement. The Agent enables communication between the Customer and the Company, finds new customers for the services of the Company and provides information and other support to customers in the region. The Customer acknowledges that they have no objections to the above method of interaction with the Company through the Agent of the Company.

5.3.9. The company has the right to transfer its obligations under this Agreement in whole or in part to a third party, provided that the commitments thus transferred by the Company shall be fulfilled in accordance with this Agreement and its Annexes. In this case, the company must inform the client upon request who will be their counterparty. This item does not imply the right to transfer such duties as the providing of a trading terminal, trust management, settlement services, and so on.

5.3.10. The Company has the right to terminate this Agreement unilaterally as follows:
(a) The Company may terminate the Agreement without notice in the event of dissemination by the Customer of defamatory information that discredits the Company’s business reputation.

(b) The Company may terminate the Agreement with prior notice to the Customer without specifying the reasons for such termination.

5.3.11. The company has the right to suspend the Customer at any time, having sufficient grounds for this, after notifying the Customer about it or without notifying them, whichever way the Company sees fit.

5.3.12. The Company has other rights under this Agreement and current law.

5.4 Rights of the Customer

5.4.1. What the Customer may not do includes but is not limited to the following:

(a) Request investment and trading recommendations from the Company and any other information with the purpose to take such recommendations as direct instructions for carrying out trade / investment operations without own analysis of the feasibility of such operations;

(b) Transfer without the Company’s knowledge and permission the personal passwords to the Trading platform and My Account of the Customer; the Customer shall take responsibility to ensure the safety of this information.

5.4.2. The Customer has the right to:

(a) Use any services of the Company on the terms and conditions of this Agreement and the relevant Annexes to gain access to the Company System, including through the following means: My Account, customer terminal, the Company's website, “PAMM-service” and "Risk Management" software and other means for the purpose of carrying out balance, trade and investment operations;

(b) Send requests to the Company to carry out balance, trade / investment operations in the ways provided for in this Agreement and the Annexes hereto;

(c) Receive information and advice on technical issues regarding the status of their accounts, quotes, rules for carrying out balance, trade / investment operations, bonuses, promotions and other events held by the Company.

5.4.3 In case of insolvency of the company, the Customer has the right to demand the return of his funds in accordance with his trading balance, which is located on the company's sequestrated / nominal account, and the company is obliged to return the customer's funds within fifteen (15) business days after the client's request. These funds credited by customers to the above mentioned account are inviolable for administrative and any other needs of the company and are not effected affect even in case of insolvency of the company.

5.4.4. The Customer has other rights under this Agreement and current law.

6. RESPONSIBILITY OF THE COMPANY

6.1. The Company shall not take responsibility for the following:

6.1.1. Delays in the transfer of orders, malfunction of the System, including any software failure as a result of interruption, breakdown or failure of communication, any disruption of the Internet, failures of communication facilities, malicious viruses, hacker attacks and “DoS-attacks”, power outages or as a consequence of any other reasons that are beyond the control of the Company; the Company shall not be liable for any claims, losses, damages, claims related to lawsuits, costs or expenses, including legal fees, to any Customer, except in the cases arising as a direct result of gross negligence on the part of the Company;

6.1.2. Any loss or damage arising directly or indirectly due to any events, actions or omissions beyond the control of the Company, such as a loss or damage arising directly or indirectly as a result of delays or errors in the transfer of orders and / or information, as well as due to an interruption or failure in the transfer of information;

6.1.3. Losses arising out of negligence of any agent/partner of the Company or any other party;

6.1.4. Losses incurred by the Customer during trading / investment transactions that the Customer had decided to carry out based on analytical predictions posted on the official website of the Company;

6.1.5. Any damage arising out of the use of the System by third parties that obtained unlawful access to the System on behalf and under the login (through My Account) of the Customer;

6.1.6. Losses incurred by the Customer as a result of actions by any third party, including any of the agents /partners of the Company, Managers of the PAMM Account and legislative and other state bodies, including banks and other financial institutions;
6.1.7. Taxation of the Customer’s profit. The Company shall not act in the capacity of a tax agent of the Customer; the Customer shall take responsibility to independently fulfill all of their tax obligations, depending on the law of the jurisdiction of residence or stay;
6.1.8. Accuracy or completeness of any information or recommendations related to trading and/or investment.

7. INTELLECTUAL PROPERTY RIGHTS

7.1. All intellectual property rights to the software used in the System belong to the developers that are partners of the Company or to the Company itself. The Customer has no right to make copies of, modify or use the software codes for the purposes other than as directed, study the structure of the operating algorithm, convert the electronic trading platform or the nature of its operation and perform other manipulations with the software. In the event of a violation of this condition, the Customer shall take responsibility to compensate for any losses and damage and acknowledges that they shall take additional responsibility under current law.

7.2. All copyright, trademark, trade secret and other intellectual property rights and property rights in respect of the Company System and the official website of the Company in the full volume of its contents and any related materials ("Information and Trade System of the Company") are an indisputable and exclusive property of the Company; The Customer has no rights or shares in the Information and Trade System of the Company, except for the right to access and use the Information and Trade System of the Company under the terms of this Agreement and its Annexes.

7.3. The Customer acknowledges that all intellectual property is confidential and that its creation has involved substantial commitment of time, financial resources and effort. The Customer shall take responsibility to comply with the Confidentiality requirement of the Information and Trade System of the Company and shall not provide passwords from the terminal and website of the company to third parties, for the exclusion of his trustees for whom he himself is responsible. The Customer has no right to distribute any of the information obtained from the intellectual property of the Company or pertaining thereto.

8. REGULATION OF THE CONDUCT OF TRADING TRANSACTIONS

The Company controls the fulfillment of trading operations by posting appropriate conditions, rules and regulations in separate "Regulations of the Conduct of Trading Transactions", which is one of the integral Annexes to this Agreement and is posted on the official website of the Company.

9. DESCRIPTION THE TERMS OF TRADE ON THE PLATFORM

9.1 Trading on financial markets - through the terminal MetaTrader 5
9.2 Types of instruments - Currency pairs, Securities and Derivatives

9.3 Types of Accounts

a. Starter account
• Minimum Deposit: US $ 50
• Markup: 0.0 points
• Commission per million: $ 130
• Qualification requirements: No requirements if the deposit is not more than 200 USD
• Objective: Strategy testing, Training, Passive trade
b. Account of the active trader
• Minimum Deposit: USD 200
• Markup: 0.0 points
• Commission per million FX : US $ 110
• Commission per contract DERIVATIVES : US $ 11
• Commission per share volume: 0.12%
• Qualification requirements: Minimum experience of trading on a real account
• Objective: Strategy testing, Active trading, Management Service
c. Active Scalper account:
• Minimum Deposit: US $ 50
• Markup: 0.0 points
• Commission per million: US $ 60
• Qualification requirements: 3 months experience, interview with the manager
• Purpose: Scalping (no less than 1000 transactions per month)
d. For active trade, HFT
• Minimum Deposit: US $ 50
• Markup: 0.0 points
• Commission per million: 30 US dollars + 9.82% of profit
• Qualification requirements: 6 month experience and history of trading algorithm, interview with the manager
• Purpose: High-frequency trade (no less than 5000 transactions per month)

10. DESCRIPTION OF RISKS

10.1 The client should take into account that they must bring the currency risks on forex to a minimum, therefore the main condition for risk reduction is trading with a safe strategy that excludes greed, excitement and thoughtless decisions.

10.2 The main risk for trading on Forex:

A) Technical - a failure of the trading terminal or computer, disconnection of the Internet and so on. Eliminate all these problems or reduce their impact is possible.
B) The risk of leverage - this, each trader, determines individually.
C) Change in the exchange rate of the currency - the level of security in this case depends on how correctly the analysis is performed. In addition, on the trader's skills and experience.
D) A broker or liquidity provider may be dishonest and not to fulfill the request in a on time, increase the commission, etc. All this, and affects the security of trading.

10.3 Trading on the platform with high-risk financial instruments implies a certain level of risk and may not be suitable for all types of investors and / or for traders. Before you decide to trade with these financial instruments, you need to assess your investment objectives, financial position, experience and risks acceptable for you, since there is a risk of a complete or partial loss of the investment. The European Office for Supervision of the Securities Market (ESMA) found that, according to international statistics, between 74% and 89% of retail customers who were involved in trading with high-risk financial instruments (CFDs) lose their invested money. Most of the trading tools on the Forex terminal are the aforementioned derivatives with liquidity, but there are also so-called over-the-counter derivatives that are not traded on the stock exchange, but the final counterparty is the liquidity intermediary of brokerage. In addition, it should be taken into the consideration trading on stock exchanges, with instruments such as securities, options, futures and other financial instruments, in addition to the above-mentioned financial instruments are also containing high risks, and can lead to a complete or partial loss

11. FORCE MAJEURE

11.1. The Company may, if it has reasonable grounds, determine the boundaries and declare the occurrence of force majeure. In the event of force majeure, the Company shall take appropriate steps to notify the Customer about such circumstances in the manner specified in this Agreement.

11.2. The notion of force majeure consists in the circumstances that can significantly affect the value of the underlying assets and / or the operation of financial markets, including but not limited to the following events: changes in market regulations, significant changes in contract specifications by counterparties, termination of the existence of financial instruments, changes in legislation, hacker attacks, war and military operations, strikes, natural disasters, manmade disasters, defaults, significant price movements and other developments that the Company believes have a significant impact on the prices of financial instruments and the operation of financial markets in general, as well as on the operation of the Company.

11.3. In the event of force majeure, the Company may:
(a) Increase the margin requirements in any of the Regulations and contract specifications;
(b) Close one or more transactions at such price as the Company deems fair;
(c) Suspend or modify the application of any or all parts of this Agreement and / or its Annexes for the duration of the impact of the aforesaid event, with such duration to be defined by the Company;
(d) Take or may not take any action in respect of the Company, Customer and other customers, if the Company reasonably considers it to be appropriate in the circumstances;
(e) Revise the financial result of all trades of the Customer, which fall under force majeure by changing the opening/closing prices or by fully canceling the results of the transactions.

11.4. The Parties shall not take responsibility for any failure to perform their obligations under this Agreement if such failure is caused by the force majeure circumstances. The Customer agrees that the Company or any third party providing services of the Company shall not be liable for any loss or damage resulting from force majeure.

11.5. The Party for which the failure to fulfill obligations, improper fulfillment of obligations and / or appropriate actions under this Agreement have been caused by force majeure, should report such circumstances to the other Party within fifteen (15) calendar days of the start of such circumstances and provide evidence of the force majeure circumstances.

11.6. The Party that fails to notify the counterparty of the occurrence of force majeure within the period specified in this Agreement shall not be entitled to rely on force majeure as a circumstance precluding responsibility.

12. CONFIDENTIALITY OF RELATIONS

12.1. The Parties shall take responsibility to ensure adherence to strict confidentiality in their cooperation under this Agreement, with such confidentiality defined in detail in the "Company Policy on the Confidentiality of Legal Relations", which is an integral part of this Agreement. Terms and conditions of confidentiality also apply to any information that became known to the parties in connection with this Agreement and any additional Annexes hereto.

12.2. The Parties shall take responsibility to take all necessary measures for the security and protection of information, including when sending such electronic documents as are exchanged or made available to the Parties using the System.

12.3. The Company shall take all necessary measures to preserve the confidentiality, prevent unauthorized use and ensure protection of the personal and other data of the Customer from unauthorized access by third parties.

12.4. The Parties shall not distribute the contents of this Agreement, its Annexes and additions, as well as partially or fully distribute the facts and information provided by way of communication through the Company System and / or through a personal manager, as well as through any other employees / agents / partners and other representatives of the Company. The client has the right to terminate the contract unilaterally, if he/she suffered a damage with the fault of the company.

13. COMMUNICATION

13.1. The procedure and conditions of communication between the Customer and the Company are set out in the relevant "Communication Provisions of the Company", which is an integral part of this Agreement.

13.2. The Parties shall take responsibility to comply with the procedure and conditions of communication in accordance with paragraph 11.1 of this Agreement. The Customer agrees to send letters to and receive letters from the Company from/to their personal e-mail and also agrees to receive updates in the form of short text messages (SMS) to a phone number listed in My Account.

14. VALIDITY OF AGREEMENT

14.1. This Agreement is valid until its termination and includes, individually or in general, any relationship between the Company and the Customer, as well as all accounts of the Customer opened at any time or reopened with the Company, regardless of any changes at any time in the staff of the Company or its assignees, authorized persons or representative offices / branches.

14.2. This Agreement remains in force in the event of any reorganization of the Company, including in relation to assignees, and is binding for the Customer and / or any of their successors and / or any legal representatives of the Customer, including any successors.

14.3. The Company reserves the right to deny service to the Customer in the event the activity of the Customer under this Agreement is found to be unfair by the Company and / or to have been carried out with considerable breach of this Agreement or to have caused any of the Company’s partners, including other customers, damage including material damage and damage to business reputation. For the same reasons, the Company has the right to terminate any partner payment by its unilateral decision.

14.4. This Agreement may be terminated by the Customer at any time with prior written notice or notice made out in other form (as agreed with the Company) which shall be filed within five (5) working days before the intended date of termination, provided that the Customer has no open positions / active investments being operated through the Company System and that the Customer is not in the Company’s debt and has no obligations to the Company. The Agreement may also be terminated at any time by the Company with a notice to the Customer of the termination of this Agreement, provided that such termination shall not affect any transactions previously entered into and shall not relieve either Party of any obligations set forth in this Agreement and shall not relieve the Customer from any liability related to their debts to the Company. In the event of termination of this Agreement, the Parties implement mutual settlements on the day of termination of this Agreement.

15. APPLICABLE LAW AND SETTLEMENT OF DISPUTES

15.1. This Agreement, the rights and obligations of the Parties under this Agreement in the event of the initiation of any judicial and / or administrative proceedings / actions, as well as such rights and obligations as directly or indirectly arise from this Agreement or in connection with the transactions contemplated by this Agreement shall be governed by, construed and applied in all respects in accordance with the current legislation of Georgia, and all settlements must be held in the place of dispute as defined by the Company at its sole discretion.

15.2. The Customer agrees and abandons any objections in respect of the right to challenge the jurisdiction in accordance with paragraph 13.1 of this Agreement as well as abandons further use of any right to transfer or change the jurisdiction or any other similar actions or lawsuits.

15.3. The Customer agrees to the jurisdiction of any appropriate court in any action or proceeding arising directly or indirectly out of this Agreement and initiated by the Customer or the Company. The Customer also agrees that any claim arising directly or indirectly hereunder or in connection with the transactions contemplated by this Agreement shall be addressed in the form of negotiations and relevant dialogue between the Parties. If the Parties cannot resolve the dispute through negotiations, the dispute will be brought exclusively before the competent courts located within Georgia.

15.4. In case the Customer has, in their opinion, sufficient grounds to put forward a claim to the Company, the Customer should within 2 (two) business days of the date of occurrence of the relevant grounds for the claim notify the Company by sending an e-mail message in accordance with the form approved by the Company to the following e-mail address of the Company: clientservices@wt.ge After this period, claims are not accepted by the Company. The company as a rule considers claims within three (3) business days, except in cases when it is necessary to conduct an investigation for the most comprehensive and objective dispute resolution. In such case, the term of consideration of the claim may be extended, of which the Company shall take responsibility to inform the Customer and shall periodically communicate with them in order to obtain more information on the essence of the claim if necessary.

16. FINAL PROVISIONS

16.1. The Parties recognize the documents created in electronic form in the process of interaction between the Parties under this Agreement to be of the same legal force as the documents created in paper form (in writing).

16.2. The Customer agrees to compensate the Company, its officers, directors or employees for any loss of profit, incidental or consequential damages arising out of or in connection with the Customer’s breach of this Agreement, for failure to comply with the obligations assumed by the Customer in accordance with this Agreement and for violation of or noncompliance with any law or other regulatory acts applicable to the Company and its customers.

16.3. Any failure by the Company to fulfill the obligations under this Agreement shall not constitute a waiver of the Company to comply with such obligations under this Agreement. Any failure of the Company to enforce its rights hereunder shall not be deemed a waiver of such future rights of the Company.

16.4. The Customer shall indemnify the Company against various liabilities, costs, claims, damages that may arise, both directly and indirectly, due to the Customer's failure to fulfill their obligations under this Agreement and / or any of the Annexes to this Agreement.

16.5. In the event of occurrence of such situations as are not provided by this Agreement and Annexes hereto, as well as by any documents of the Company and / or the current legislation, the Company will act in accordance with the accepted market practice and with the principles of fairness and justice.

16.6. In the event that one or more provisions of this Agreement and / or its Annexes or an entire Annex are recognized by a court of competent jurisdiction to be unenforceable, such provision and / or application shall generally be treated as a separate part of the Agreement or the relevant governing document and shall not affect the enforceability of the remainder of this Agreement or any of its Annexes.

16.7. This agreement, as well as any additional agreements to this (both, if there is any, current and the future), is written in one language (English), the English version t shall prevail. Any other language translations are provided for customer convenience only.