Equals Connect Limited Introduced Client Terms Of Business
These Terms and Conditions (“terms”) are the terms on which Equals Connect Limited (a wholly owned subsidiary of Equals Money PLC). Equals Connect Limited supply products and/or services to the Introduced Client. In these Terms and Conditions “Introduced Client” means the account holder of the products and/or services supplied by Equals Connect Limited, except where specifically stated.
This Website (or this “Website”) meaning www.equalsconnect.com and any associated domain (or the “App”) is owned and operated by Equals Connect Limited, Vintners’ Place, 68 Upper Thames Street, London, EC4V 3BJ, United Kingdom.
Use and access to this Website is provided on the basis of the following terms and conditions.
BACKGROUND
Greengage & Co. Limited (“Greengage”) has been appointed as a partner of Equals Connect Limited. Payment Services are provided by Equals Connect Limited, registered in England and Wales (registered no. 07131446). Registered Office: Vintners’ Place, 68 Upper Thames St, London, EC4V 3BJ. Equals Connect Limited are authorised by the Financial Conduct Authority to provide payment services (FRN: 671508). The UK Financial Services Compensation Scheme (FSCS) does not apply to funds held in electronic money accounts.
THE PARTIES AGREE AS FOLLOWS:
These Terms and Conditions (“terms”) are the terms on which Equals Connect Limited (a wholly owned subsidiary of Equals Money PLC) supply products and/or services to the Introduced Client.
GENERAL ITEMS
1. Glossary
The definitions and rules of interpretation in this clause apply in these terms as follows:
1.1 Account: the bank account notified by you to us into which any sums due from us to you pursuant to any Order will be paid.
1.2 Authorised user: is any person you notify us of, in writing, and who we accept has authority to act on your behalf.
1.3 Business day: a day other than Saturday, Sunday or a public holiday in England.
1.4 Business hours: 09.00 – 17.00 on a business day.
1.5 Client money: money held by us on your behalf, which will be held in a designated client account, segregated from our money and not used as business expenditure unless specifically set out in these terms.
1.6 Client Nominated Account: the bank account nominated by us from time to time into which the client funds will be paid.
1.7 Contract: individual Orders that have been accepted by us.
1.8 Contract Note: the written document setting out the details of an Order that will be sent to you following Order Confirmation.
1.9 Direct investment: capital investment in an enterprise, either directly or through a holding company, for the purpose of acquiring a long-term interest and significant control over the management of that enterprise.
1.10 Electronic platform: the electronic trading platform used by us to provide the services.
1.11 Goods and services: all goods and services including, but not limited to, intellectual property, such as computer software and patents, and land.
1.12 Good till cancelled: an Order which remains valid until cancelled by you.
1.13 Limit order: has the meaning given in clause 22.2.
1.14 Margin: a deposit or advance payment required in relation to a forward transaction.
1.15 Margin call: a request by us to you to provide additional amounts (not exceeding the full amount of the sale currency) as we may reasonably require on account to cover adverse exchange rate movements between the date of the Contract and the Value Date.
1.16 Margin Nominated Account: the bank account nominated by us from time to time into which the Margin will be paid.
1.17 MiFID Exempt Forward Transaction: a forward transaction that is entered into as a means for facilitating payment for identifiable goods and services or direct investment, where the client is not a financial counterparty (as defined in Article 2(8) of the European Market Infrastructure Regulation) and which is settled physically unless otherwise permissible under the regulations or the Market in Financial Instruments Directive II.
1.18 Order: your oral, electronic or written instruction for us to perform a spot transaction, forward transaction, stop loss order, limit order.
1.19 Order Confirmation: when we confirm the details of the Order to you by telephone, electronically or in writing.
1.20 Sale currency: the sums in a designated currency payable by you to us in respect of an Order including, without limitation, any Margin or Margin call.
1.21 Spot Contract: a Contract conferring the obligation to buy or sell a specified amount of currency where the Value Date is two business days after the Order.
1.22 Stop loss order: has the meaning given in clause 22.1.
1.23 Regulations: all laws and regulations from time to time in force relating directly or indirectly to the buying or selling of currency including, without limitation, the Money Laundering Terrorist Financing and Transfer of Funds (Information on the Payer) Regulations 2017, the Proceeds of Crime Act 2002 and the Payment Services Regulations 2017.
1.24 Value Date: the date specified in the Contract Note by which you must have transferred the sale currency to the Client Nominated Account.
2. Is the Introduced client a business or a consumer?
2.1 In some sections the Introduced client will have different rights under these terms depending on whether the Introduced client is a business or consumer.
2.2 If the Introduced client is a business these terms (together with the Order) constitute the entire agreement between Equals Connect Limited in relation to the Introduced client’s Order.
2.3 The Introduced client acknowledge that they have not relied on any statement, promise, representation, assurance, or warranty made or given by or on behalf of Equals Connect Limited which is not set out in these terms and that the Introduced client shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in this agreement.
3. Who can use Equals Connect Limited services?
3.1 The Introduced client must be 18 years or over to use Equals Connect Limited services and have authority to bind any business or entity on whose behalf the Introduced client uses them for. In doing so, that business or entity accepts these terms and conditions. Equals Connect Limited reserve the right to seek confirmation the Introduced client has suitable authority where Equals Connect Limited deem this appropriate.
3.2 The Introduced client’s use of Equals Connect Limited services must not violate any applicable laws. The Introduced client commit to Equals Connect Limited that the Introduced client’s uses of their services does not violate any laws applicable to them. The Introduced client takes responsibility for any consequences of the Introduced client’s breach of this section.
4. Anti-money laundering policies
4.1 Equals Connect Limited are registered with the Financial Conduct Authority (“FCA”) as an Authorised Payment Institution (reference number 671508) and Her Majesty’s Revenue and Customs (“HMRC”) as a Money Service Business (registration number 12594438) as required under The Money Laundering Terrorist Financing and Transfer of Funds (Information on the Payer) Regulations 2017 (“MLR 2017”). Their staff are fully conversant with anti-money laundering and counter terrorist financing guidelines and are aware of their responsibilities in the monitoring and reporting of any actions that raise suspicion or give cause for concern.
4.2 Equals Connect Limited reserve the right to perform identity checks in accordance with these terms on all individuals who place an Order. By law, Equals Connect Limited must check the Introduced client’s identity and perform relevant checks on the Introduced client’s business. Equals Connect Limited will do so by searching the Introduced client’s record at identity authentication companies and fraud prevention agencies. The agencies will keep a record of their search. Equals Connect Limited may use an automated scoring system as part of their verification process, or Equals Connect Limited may ask the Introduced client for documentary evidence. Equals Connect Limited may also need to visit the Introduced client’s business premises. These checks are in accordance with the MLR 2017. If Equals Connect Limited suspect that the Introduced client has given Equals Connect Limited false or inaccurate information, Equals Connect Limited may record their suspicions at fraud prevention agencies and may pass information about the Introduced client to law enforcement agencies without further notice to the Introduced client.
4.3 Equals Connect Limited are obliged by law to monitor and report any unusual or suspicious transactions of any size taking place where they have reasons to believe the money is derived from unlawful or illegal activity.
4.4 Equals Connect Limited reserve the right at all times to refuse to process any Order or terminate any Contract which they believe, in their sole discretion, is connected in any manner to any unlawful or illegal purpose.
4.5 There is a statutory obligation on all of Equals Connect Limited’s employees and their agents to report suspicious transactions to UK law enforcement agencies. Where any such report is made, Equals Connect Limited accept no liability for any delay in transmission of, or confiscation of the funds.
5. Shortfall
5.1 In the event of there being a shortfall on the Introduced client’s account, Equals Connect Limited will seek reimbursement of the shortfall from the Introduced client immediately. Equals Connect Limited will seek to transfer the shortfall amount from any other account that the Introduced client has with Equals Connect Limited, from another payment method that the Introduced client may nominate at that time, or from any funds that the Introduced client subsequently pay into the Introduced client’s account. Until the shortfall has been paid, they may suspend their account.
6. Closing the Introduced client’s Account
6.1 Normally, Equals Connect Limited will give the Introduced client 60 days’ notice before closing their Account. However, Equals Connect Limited can close their Account immediately if they suspect fraud or misuse of the Account, if the Introduced client act in a threatening or abusive manner to their staff and representatives, if the Introduced client is in breach of these terms and conditions, if Equals Connect Limited have security concerns, or if required by law. Equals Connect Limited will tell the Introduced client of the closure as soon as they can or are permitted to do so.
7. Reliance on information posted
7.1 Equals Connect Limited shall use its reasonable endeavours to ensure that any dated information contained or reproduced on the Website and App is up to date at the stated date of its publication.
8. Intellectual property
8.1 All intellectual property and materials comprising or contained in the Website and App are owned or licensed by Equals Connect Limited unless otherwise expressly stated.
8.2 The Introduced client is entitled to access the Website and App for the purposes of accessing the facilities offered by Equals Connect Limited. The Introduced client may not use in any way, directly or indirectly, the Website and App or any of its components for any other purpose. The materials contained on the Website and App may not be copied or redistributed for commercial purposes or for compensation of any kind without prior written permission from Equals Connect Limited.
9. Use of Equals Connect Limited online services
9.1 This clause applies if the Introduced client uses their Electronic Platform or such other platform Equals Connect Limited may elect for their customers to use from time to time.
9.2 Upon their approval of the Introduced client’s request to access the electronic platform, Equals Connect Limited grant the Introduced client (and their authorised users) a non-exclusive non-transferable licence to use the electronic platform.
9.3 The Introduced client acknowledges that due to the nature of the internet and electronic communication there is a risk that communications may not operate free from error or interruption. Equals Connect Limited shall not be liable for:
a) Any error or interruption in communications; or
b) Any losses or delays in the transmission of instructions caused by any ISP or software failure; or
c) For any breaches of security of the electronic platform beyond their reasonable control.
10. Cybercrime Alert: Emails and Bank Details
10.1 There is a significant and increasing risk posed by cyber fraud, specifically with the interception of email accounts and bank account details.
10.2 Please be extra vigilant when making payments and ensure the Introduced client only making payment to bank details the Introduced client has been provided with from Equals Connect Limited.
10.3 For confirmation of such details please contact Equals Connect Limited or verify through the Introduced client’s online account.
11. Links to other sites
11.1 The Website may contain links to third party Websites. Such links are provided to the Introduced client for the Introduced client’s convenience only.
11.2 Equals Connect Limited have no control over any material which has been published or contained on such third party Websites. Equals Connect Limited do not warrant the content or accuracy of such third party Websites nor do they accept responsibility or liability in relation to the content or products offered by or through such third party Websites.
12. Limitations on liability
12.1 All content shown on the Website and App (and all products and services provided by it) are provided and made available without any warranties, conditions or guarantees given by Equals Connect Limited. In particular, Equals Connect Limited do not warrant the accuracy, suitability, reliability, completeness, performance and/or fitness for purpose of the content of any products and services available through this Website.
12.2 Equals Connect Limited use reasonable skill and care in providing their products and services to the Introduced client. However (to the maximum extent permitted by law) Equals Connect Limited are not liable to the Introduced client for any loss, damage, claim or compensation (including loss of profit or loss of use) arising out of:
a) Any inability to perform any of their obligations due to failure of any technical or computer systems, or due to any other abnormal or unforeseeable circumstances beyond their control (such as acts of God, terrorism, war, government action or natural disaster), the consequences of which would have been unavoidable despite all its efforts to the contrary.
b) Any breach by Equals Connect Limited of any of their obligations, where such breach is due to their duty to comply with any applicable laws of the United Kingdom.
c) Any loss resulting from third party misuse, including but not limited to email interception, stolen identity, and fraud.
d) Any damage to the Introduced client’s computer equipment as a result of using this Website or any products or services provided from it.
e) Any change in foreign currency rates which may occur from time to time.
12.3 Equals Connect Limited’s maximum aggregate liability to the Introduced client in respect of all foreign currency transactions undertaken by the Introduced client shall be limited to the Contract value.
12.4 The disclaimers and limitations of liability in these terms shall not apply to any damages arising from death or personal injury caused by the negligence of Equals Connect Limited or any of their employees or agents or for fraud.
12.5 Nothing in these terms limits or excludes their liability for any breach of their statutory obligations or obligations under the FCA rules. However, Equals Connect Limited will not be liable for any default where it is a result of their duty to comply with any applicable laws of the United Kingdom. If any provisions of these terms including these disclaimers and limitations shall be unlawful or unenforceable then such provisions shall be deemed to have been amended or their scope reduced to the minimum extent necessary to make them lawful or enforceable. The unlawfulness or unenforceability of any provision(s) of these terms shall not affect the validity and enforceability of the remaining terms. The Introduced client’s statutory rights remain unaffected.
13. Warranties, representations, and undertakings
13.1 The Introduced client’s warrant and represent to Equals Connect Limited on a continuing basis that all information that the Introduced client supply to Equals Connect Limited is complete, true, accurate and not misleading in any material respect, and that:
a) The Introduced client is acting as a principal and not as another party’s agent or representative;
b) The Introduced client is not prevented by any legal disability or subject to any law or regulation that would prevent the Introduced client from performing their obligations under these terms and any related transactions contemplated by them;
c) The Introduced client has all necessary consents and have the authority to enter into an agreement under these terms and subsequent Orders or other transactions contemplated by them (and if the Introduced client is a body corporate, they are properly empowered and have obtained all necessary corporate or other authority pursuant to its constitutional and organisational documents);
d) The Introduced client complies with all relevant laws, regulations, exchange control requirements and registration requirements.
13.2 The Introduced client undertakes to inform Equals Connect Limited with immediate effect, if the Introduced client is a corporation, where beneficial ownership of the Introduced client’s corporation changes by more than 10%.
14. Privacy and data protection
14.1 Equals Connect Limited process information about the Introduced client in accordance with their privacy policy available here. By using the Website and App the Introduced client confirms that all data the Introduced client provides is accurate.
15. Equals Connect Limited’s contact details
15.1 The Introduced client can contact Equals Connect Limited via the contact page facility on the Website.
16. Complaints
16.1 If the Introduced client is unhappy in any way with the Introduced client’s Account, please tell Equals Connect Limited so they can try to resolve the situation. The Introduced client can complain via email, post or by calling Equals Connect Limited. Please visit the contact page on the Website.
16.2 Equals Connect Limited will aim to resolve any complaints within 15 business days of receiving the Introduced client’s complaint and in exceptional circumstances within 35 business days. Non-payment related complaints may take up to 8 weeks to resolve.
16.3 The Introduced client can request Equals Connect Limited’s complaints procedure via email, phone or by visiting their Website.
16.4 If Equals Connect Limited are not able to resolve the complaint to the Introduced client’s satisfaction and the Introduced client is eligible, the Introduced client may be able to refer it to the Financial Ombudsman Service.
16.5 The Financial Ombudsman Service is a free, independent service which might be able to settle a complaint between the Introduced client and Equals Connect Limited. Their contact details are: The Financial Ombudsman Service, Exchange Tower, London, E14 9SR; phone 0800 023 4567, Website www.financial-ombudsman.org.uk.
17. Regulatory and Safeguarding
17.1 Equals Connect Limited are an Authorised Payment Institution (“API”), authorised by the FCA to carry out activities relating to money remittance, operating a payment account, and issuing and/or acquiring of payment instruments under authorisation number 671508.
17.2 In order to make use of the products and services provided by Equals Connect Limited, the Introduced client may be instructed by Equals Connect Limited to send funds to them by way of Equals Money UK Limited (“EMUK”). EMUK is an API, authorised by the FCA under authorisation number 504547 and a member of the same corporate group as Equals Connect Limited.
17.3 As an FCA regulated API, Equals Connect Limited and EMUK are required to safeguard the Introduced client’s funds. This means that when Equals Connect Limited or EMUK receive money from a customer for the execution of a payment transaction (“Relevant Funds”), Equals Connect Limited and EMUK will take certain steps, including:
a) Segregate Relevant Funds from any other funds; and
b) If any Relevant Funds are still held at the end of the business day following the day on which they were received, place them in a separate account that Equals Connect Limited hold with an authorised credit institution or the Bank of England.
17.4 As an API, Equals Connect Limited and EMUK are not protected by the Financial Services Compensation Scheme (“FSCS”) and instead are required to safeguard funds which includes taking the steps described in clause
17.3. The Introduced client can read more about how Equals Connect Limited are required to protect customer funds here on the FCA Website.
18. Assignment
18.1 Equals Connect Limited e may assign the benefit and burden of these terms or any Contract or Order to another company at any time. If Equals Connect Limited do this, the Introduced client’s rights will not be affected.
19. Governing law and changes to these terms and conditions
19.1 All use of the Website and these terms and conditions is governed by the laws of England and Wales.
19.2 All disputes arising out of the use of the services or products provided by Equals Connect Limited or any dispute relating to these terms and conditions shall be resolved by the Courts of England and Wales.
19.3 Changes to these terms will be communicated to the Introduced client using the email or postal address that the Introduced client has provided to Equals Connect Limited. Changes to the Introduced client’s disadvantages will be communicated to the Introduced client at least 60 days before the change is effective. At any time up to 60 days from the date of this notification, the Introduced client may close the account without incurring any extra charges. Any other changes can be made immediately and communicated within 30 days. Please keep the Introduced client’s details current. When Equals Connect Limited send correspondence to this email or postal address, Equals Connect Limited will assume receipt by the Introduced client.
19.4 The Introduced client must let Equals Connect Limited know as soon as possible if the Introduced client changes their name, address, phone number or email address. If Equals Connect Limited contact the Introduced client in relation to any product or service, they will use the most recent contact details the Introduced client has provided to Equals Connect Limited. Any email to the Introduced client will be treated as being received as soon as it has been sent by Equals Connect Limited. Equals Connect Limited will not be liable to the Introduced client if their contact details have changed and they have not notified Equals Connect Limited.
19.5 Equals Connect Limited may make immediate changes to the exchange rate used to convert foreign transactions into Sterling. For all transactions made in a foreign currency the Introduced client can find out what the applicable exchange rate was at the time of the transaction by contacting their Customer Services Team.
THE PRODUCTS AND SERVICES
20. Provisions relating to placing of the Order and when the Contract is formed between the Introduced client and Equals Connect Limited.
20.1 Equals Connect Limited reserve the right to ask for further information in order to process the Introduced client’s Order.
20.2 The Introduced client will be able to correct the details of the Introduced client’s Order at any time until their Order is submitted to Equals Connect Limited. After that point the Introduced client will no longer be able to correct details on their Order, so please make sure they are correct at that time.
20.3 Submitting the Introduced client’s Order on the electronic platform, verbally or via email will authorise Equals Connect Limited to action the Introduced client’s Order. The Introduced client will not be allowed to cancel it other than subject to section 24.
20.4 Should the Introduced client wish to make any amendments to the Introduced client’s Order, this will be at Equals Connect Limited’s discretion and if Equals Connect Limited are reasonably able to do so. If the Introduced client wishes to amend their Order please contact Equals Connect Limited. Any such amendments will be subject to the applicable foreign exchange rates at the time of the amendment. If Equals Connect Limited agree to amend the Order they will send an email confirming this. Equals Connect Limited are under no obligation to accept any such amendments to the Order and they accept no liability or responsibility if they decide not to do so.
20.5 All Orders are subject to acceptance by Equals Connect Limited will confirm such acceptance to the Introduced client by sending the Introduced client an email that confirms the Order has been accepted. The Contract between Equals Connect Limited and the Introduced client will only be formed once Equals Connect Limited show or send the Introduced client the Order Confirmation. Equals Connect Limited will treat the sending of the Confirmation, as receipt by the Introduced client. Until that time there will be no binding arrangement for Equals Connect Limited to supply the Introduced client with any services. The Introduced client should retain a copy of the Order Confirmation for their records.
20.6 Equals Connect Limited will assign an Order ID to the Introduced client’s Order which will be contained in the Order Confirmation. It will help Equals Connect Limited if the Introduced client can tell them the Order ID whenever they contact them about their Order.
20.7 When making an Order the Introduced client rely solely on their own judgement. If Equals Connect Limited provide the Introduced client with information concerning any matter including (without limit) the foreign exchange markets, it is on a voluntary (not advisory) basis and Equals Connect Limited do not accept responsibility for the accuracy or completeness of such information or assume any duty of care in relation to it.
20.8 In entering into a Contract under these terms, the Introduced client understand that:
a) Late arrival of funds to Equals Connect Limited may result in next day or deferred delivery (and fees may apply);
b) Any forward transactions will be subject to daily Margin requirement;
c) Equals Connect Limited cannot predict future exchange rates in the event of market movement;
d) Equals Connect Limited will only accept payment directly from client authorised and approved bank accounts unless otherwise specified and agreed with them.
20.9 If the Introduced client’s Order is received by Equals Connect Limited after 17:00 GMT on a business day or not on a business day, their Order will be deemed received on the following business day.
21. Providing the products
21.1 Equals Connect Limited will provide the currency to the Introduced client within one Business Day after Equals Connect Limited receive payment in full in accordance with the Order.
21.2 If Equals Connect Limited’s supply of the currency is delayed by an event outside their control, then Equals Connect Limited will contact the Introduced client as soon as possible to let the Introduced client know and Equals Connect Limited will take steps to minimise the effect of the delay.
21.3 Equals Connect Limited will need certain information from the Introduced client (e.g. evidence of source of funds, invoice, etc) so that Equals Connect Limited can supply the currency to the Introduced client. Equals Connect Limited will contact the Introduced client to ask for this information. If the Introduced client do not give Equals Connect Limited this information within a reasonable time of them asking for it, or if the Introduced client gives them incomplete or incorrect information, Equals Connect Limited may either end the Contract or make an additional charge of a reasonable sum to compensate them for any extra work that is required as a result. Equals Connect Limited will not be responsible for supplying the currency late or not supplying any part of it if this is caused by the Introduced client not giving them the information Equals Connect Limited need within a reasonable time of them asking for it.
21.4 Equals Connect Limited may have to change or suspend their services to:
a) Deal with technical problems or make technical changes;
b) Update the product to reflect changes in relevant laws and regulatory requirements;
c) Make changes to the product as requested by the Introduced client or notified by Equals Connect Limited to the Introduced client.
21.5 Equals Connect Limited will contact the Introduced client in advance to tell the Introduced client they will be suspending supply of the product, unless the problem is urgent or an emergency. The Introduced client may contact Equals Connect Limited to end the Contract for an Order if they suspend it, or tell the Introduced client they are going to suspend it and Equals Connect Limited will refund any sums the Introduced client has paid in advance for the product in respect of the period after the Introduced client ends the Contract.
22. Stop loss orders and limit orders
22.1 A stop loss order is a conditional Order that will become either a spot transaction or forward transaction (in accordance with the Contract Note) if the target currency sells at or below the specified exchange rate before the agreed deadline (either the agreed date or good till cancelled as specified in the Contract Note).
22.2 A limit order is a conditional order that will become either a spot transaction or forward transaction (in accordance with the Contract Note) if the target currency sells at or above the specified exchange rate before the agreed deadline (either the agreed date or good till cancelled as specified in the Contract Note).
23. Price and payment
23.1 Equals Connect Limited will let the Introduced client know the applicable exchange rate at the time when the Introduced client places their Order. As long as Equals Connect Limited receive sufficient money from the Introduced client by the time specified in clause
23.4 they will convert their money using that exchange rate. Equals Connect Limited use their best efforts to ensure that the exchange rate advised to the Introduced client is correct. However please see clause 23.2 for what happens if Equals Connect Limited discover an error in the exchange rate of their Order.
23.2 If there is an error in the exchange rate communicated to the Introduced client, Equals Connect Limited will contact the Introduced client for their instructions before Equals Connect Limited accept their Order. In the event that Equals Connect Limited are unable to contact the Introduced client within a reasonable timeframe, they may not be able to accept their Order.
23.3 Equals Connect Limited reserve the right to reissue the Contract Note to correct any inadvertent mistake, error or omission and Equals Connect Limited agree to do so promptly as soon as it comes to their attention.
23.4 Equals Connect Limited accept payment with various methods as confirmed to the Introduced client in the Introduced client’s Contract Note.
When the Introduced client must pay depends on what type of Order the Introduced client are making:
a) For spot transactions, Equals Connect Limited must receive payment of the sale currency, in full, from the Introduced client into the Client Nominated Account no later than 17:00 on the Value Date; and
b) For forward transactions:
i. The Introduced client will immediately (in the normal course of events within 24 hours after the Order is placed unless otherwise agreed) pay into the Margin Nominated Account in cleared funds a Margin as determined in accordance with clause 23.6(b) below or such other percentage as Equals Connect Limited may specify at their sole discretion;
ii. Equals Connect Limited must receive payment of the sale currency in full from the Introduced client into the Client Nominated Account no later than 17:00 on the Value Date of the particular forward transaction.
23.5 If paying under the above terms, Equals Connect Limited will honour the rate and value of the transaction, however for payments to be sent as same day, earlier cut off times may apply. Equals Connect Limited will inform the Introduced client of this earlier time, if it applies, when the Introduced client is setting up the Introduced client’s Order with them.
23.6 The provisions of this clause apply to forward transactions.
a) Equals Connect Limited may in their absolute discretion, at any time before or after Equals Connect Limited agree to enter into a Contract, require the Introduced client to provide them with a Margin. The Introduced client acknowledges that this money will not generally be covered by the safeguarding requirements in regulation 23 of the Payment Services Regulations 2017 and agree that the principles set out in this clause will apply;
b) In assessing the sum to be requested as Margin Equals Connect Limited will, acting reasonably, use their discretion in making a determination of the risk of the trade and request an appropriate sum, given the risk determination, as Margin for that forward transaction;
c) Equals Connect Limited will hold the Margin for the Introduced client in a segregated client account. The Introduced client is still the beneficial and legal owner of this money until such point in time as Equals Connect Limited incur any costs, losses or liabilities in connection with or arising out of the Introduced client’s Order(s) including, without limit, liabilities Equals Connect Limited incur with third party currency dealers, exchanges, brokers, banks or similar entities. Then Equals Connect Limited will become the beneficial owner of that proportion of the money, held as Margin, equal to their costs, losses, or liabilities, without notice or demand by them;
d) Equals Connect Limited reserve the right to transfer the Margin to their counterparty bank or third party provider as Margin to cover the corresponding forward transaction entered into.
e) Equals Connect Limited reserve the right to make a Margin call to re-establish the Margin to the original percentage level agreed for the particular Order if the Margin subsequently falls below an acceptable threshold for that Order;
f) All Margin calls must be paid within 24 hours of Equals Connect Limited’s first communicating the Margin call to the Introduced client;
g) The Margin will vest in Equals Connect Limited automatically;
i. on the Value Date;
ii. if the Introduced client breaches any material term of these terms;
iii. in the circumstances set out in clause 26.1(e)
h) Equals Connect Limited may also offset any Margin(s) or other monies they are holding in respect of any one of the Introduced client’s Orders, against any costs, losses and/or liabilities that Equals Connect Limited incur in connection with or arising out of any other Order the Introduced client has with them.
23.7 Equals Connect Limited accept no responsibility in the event that the Introduced client sends currency to any account other than the Client Nominated Account so the Introduced client must check that the correct Client Nominated Account is set out in the Introduced client’s Order.
23.8 All funds provided by the Introduced client under an Order (whether as security or otherwise) may be appropriated by Equals Connect Limited if they incur any liability in respect of any transaction or in the event that the Introduced client is unable to pay sums due to Equals Connect Limited or breach of these terms.
23.9 Equals Connect Limited may, at their discretion, make payments to third party introducers.
23.10 Equals Connect Limited will not be obliged to pay the Introduced client interest on any Margin or client money held by them on the Introduced client’s behalf.
23.11 The Introduced client must pay all amounts due to Equals Connect Limited under these terms in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).
23.12 Equals Connect Limited are not a currency trading platform. Accordingly, the Introduced client should not use their services for this purpose (including sending Equals Connect Limited multiple Orders without the intention of completing all the Orders). If Equals Connect Limited detect that the Introduced client is using their services for this purpose, they may, at their discretion, set a limit on the number of Orders the Introduced client may send to Equals Connect Limited or refuse to accept any further Orders from the Introduced client.
24. The Introduced client’s rights to end the Contract
24.1 Under Section 11 (1) the Financial Services (Distance Marketing) Regulations 2004, the Introduced client do not have any right to cancel any Contract.
24.2 The Introduced client may have a right to end the Contract, depending on what the Introduced client has bought, whether there is anything wrong with it, how Equals Connect Limited are performing and when the Introduced client decides to end the Contract:
a) If what the Introduced client has bought is faulty or misdescribed the Introduced client may have a legal right to end the Contract (or to get a service re-performed or to get some or all of the Introduced client’s money back);
b) If the Introduced client wants to end the Contract because of something Equals Connect Limited have done or have told the Introduced client Equals Connect Limited are going to do, see clause 24.3;
c) In all other cases (if Equals Connect Limited are not at fault) see clause 24.4.
24.3 If the Introduced client is ending a Contract for a reason set out at (a) to (e) below the Contract will end immediately and Equals Connect Limited will refund the Introduced client in full for any products which have not been provided. The reasons are:
a) Equals Connect Limited have told the Introduced client about an upcoming change to the financial services product or these terms which the Introduced client do not agree to;
b) Equals Connect Limited have told the Introduced client about an error in the price or description of the product the Introduced client has ordered and they do not wish to proceed;
c) There is a risk that supply of the products may be significantly delayed because of events outside their control;
d) Equals Connect Limited have suspended supply of the products for technical reasons, or notify the Introduced client Equals Connect Limited are going to suspend them for technical reasons, in each case for a significant period, and in any event no less than 5 business days; or
e) The Introduced client has a legal right to end the Contract because of something Equals Connect Limited have done wrong.
24.4 Even if Equals Connect Limited are not at fault, the Introduced client may still be able to end the Contract before it is completed, but this may be subject to deductions and/or the Introduced client may have to pay Equals Connect Limited compensation. A Contract for services is completed when Equals Connect Limited have finished providing the services and the Introduced client has paid for them. If the Introduced client wants to end a Contract before it is completed where Equals Connect Limited are not at fault, just contact them to let them know. If this is possible, the Contract will end and Equals Connect Limited will refund any sums paid by the Introduced client for products not provided but they may deduct from that refund (or, if the Introduced client have not made an advance payment, charge the Introduced client) reasonable compensation for the net costs Equals Connect Limited will incur as a result of the Introduced client ending the Contract.
25. How to end the Contract with Equals Connect Limited
25.1 Please contact Equals Connect Limited via the contact page facility on the Website.
26. Equals Connect Limited’s rights to end the Contract
26.1 Equals Connect Limited may end the Contract if the Introduced client breaks it. Equals Connect Limited may at any time end the Contract for an Order and/or close out all or part of any Order from the market and/or amend the Order to reflect a change in the exchange rate by writing to the Introduced client if:
a) The Introduced client do not make any payment to Equals Connect Limited when it is due in accordance with these terms;
b) The Introduced client is in material breach of these terms or fail to comply with their obligations in respect of an Order;
c) The Introduced client is or Equals Connect Limited have reason to believe they are in breach of any relevant statute, regulation or regulatory regime;
d) It becomes unlawful for Equals Connect Limited to perform the services;
e) The Introduced client becomes unable to pay their debts as they become due or have a bankruptcy petition presented against them or the Introduced client proposes a form of composition or arrangement to its creditors or if the Introduced client ceases or threatens to cease to carry on all or a part of their business;
f) Any of the events specified above or anything analogous to them occurs under the laws of any applicable jurisdiction;
g) Equals Connect Limited are requested or directed to do so by any competent court of law, government authority, public agency, or law enforcement agency;
h) Equals Connect Limited have reason to believe the Introduced client is involved in any fraudulent activity, money laundering, terrorism financing or other criminal or illegal activity; or
i) Equals Connect Limited consider that a forward transaction is not or ceases to be a MiFID Exempt Forward Transaction.
26.2 If Equals Connect Limited end the Contract in the situations set out in clause 26.1 they will refund any money the Introduced client has paid in advance for products Equals Connect Limited have not provided but they may deduct or charge the Introduced client reasonable compensation for the net costs Equals Connect Limited will incur as a result of the Introduced client’s breaking the Contract.
27. Equals Connect Limited’s responsibilities for loss or damage suffered by the Introduced client
27.1 Both parties recognise that Orders that are activated are filled at the best possible rate and on a best efforts basis, and are not guaranteed at the rate at which they are entered. There is therefore a risk that such Orders may be executed on less advantageous terms.
27.2 It should be recognised that any Order is entered at the Introduced client’s risk and that Equals Connect Limited shall not be liable for any errors in such payment requests entered by the Introduced client. Should any errors occur due to the incorrect inputting of data by the Introduced client, Equals Connect Limited shall endeavour to retrieve such funds (but make no guarantee that they will be able to) on the basis that any costs incurred in this retrieval shall be paid by the Introduced client (whether or not such retrieval is successful). Equals Connect Limited shall not be liable for any loss of interest or any subsequent cost or loss as a result of the Order being misdirected to the incorrect recipient.
27.3 Orders given by email or other internet communication are not secure and are sent at the Introduced client’s own risk. Where an Order received by email or other internet communication is later found to be incorrect or to have been intercepted by a third party and altered, the liability for any loss resulting from such incorrect or altered Order shall remain with the Introduced client.
27.4 Equals Connect Limited shall not be liable to the Introduced client, whether in Contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profit, or any indirect or consequential loss, management time, Contracts, goodwill and anticipated savings even if such loss was reasonably foreseeable arising under or in connection with any Contract between Equals Connect Limited.
27.5 Equals Connect Limited shall not be liable for any claim that arises as a result of currency fluctuation between the Order Confirmation and the Value Date or as a result of the Introduced client’s non-compliance with these terms or caused by the failure or delay of any third party in the transmission, provision or delivery of any service.
27.6 The Introduced client will be liable for any losses incurred in respect of:
a) Unauthorised payments arising from their failure to keep the personalised security features of the Introduced client’s account safe;
b) The Introduced client not notifying Equals Connect Limited promptly of security issues on their account (e.g. loss of their password);
c) The Introduced client compromising the security of their account; or
d) The Introduced client failing to inform Equals Connect Limited about an unauthorised or incorrectly completed transaction within 13 months from the date when they sent their Order.
27.7 Equals Connect Limited’s total liability to the Introduced client for all other losses arising under or in connection with any Contract between Equals Connect Limited, whether in Contract, tort (including negligence), breach of statutory duty, or otherwise, shall be limited to £500,000.
27.8 The Introduced client will indemnify and keep Equals Connect Limited indemnified against all losses and liabilities (including without limitation legal costs) incurred by Equals Connect Limited in the proper performance of their Order or in the enforcement of their rights hereunder and, in particular, losses and liabilities incurred as a result of:
a) Any default in payment by the Introduced client of any sum due under a Contract or any other breach of these terms;
b) Equals Connect Limited carrying out the Introduced client’s instructions; or
c) Equals Connect Limited exercising of their rights of suspension.
28. Warranties, representations, and undertakings related the Services
28.1 The Introduced client warrant and represent to Equals Connect Limited on a continuing basis that all information that the Introduced client supply to Equals Connect Limited is complete, true, accurate and not misleading in any material respect, and that:
a) The Introduced client will take risk in and ownership of the purchased currency upon payment of the full amount of the sold currency as directed by the Introduced client’s instructions contained in the relevant Order;
b) If the Contract is a forward transaction it is a MiFID exempt forward transaction;
c) All Orders are placed in pursuance of the Introduced client’s usual trade or business; and
d) All Orders will be for commercial purposes only and not for currency speculation and not for investment business.
