FOR THE CONCLUSION OF THE AGREEMENT ON THE PROVISION OF
1. GENERAL PROVISIONS AND PROCEDURE FOR CONCLUSION OF THE
1.1. This public offer is available on the web-site AXENBROKER.COM and is a public
offer to conclude a brokerage service agreement (hereinafter referred to as the
“Agreement”) and describes the current terms and conditions for brokerage services
provided by Axen Capital LTD, a company incorporated under the laws of Saint Vincent
and the Grenadines, with company number 25670 BC 2019, Address: Suite 305 Griffith
Corporate Center, Beachmont, Kingstown, St. Vincent and the Grenadines (hereinafter
referred to as the “Company”) to its clients.
1.2. The Client of the Company is any legal entity or individual who has accepted the
terms of this public offer (hereinafter referred to as the “Client”). The acceptance of the
terms of the public offer is made by filling in the registration form for opening of the
Trading account with the Company, and ticking the box “I agree with the terms of the
public offer and its annexes”.
1.3. The subject of this Agreement is the provision to the Client of the services listed in
section 2 of this Agreement.
1.4. Terms and definitions that are found in the text of this Agreement has the next
“Site” is the website of the Company Axen Capital LTD.
“Personal Cabinet” means the individual space of the Client on the Company’s Site,
access to which is opened after the Customer’s identification through the introduction of
a unique login and password. Through the Personal Cabinet, the Client’s Trading
accounts are maintained, the register of transactions is maintained, and the Client’s
information support is maintained.
“Trading account” is a unique personalized register of Trading transactions in the Trading
Platform, which reflects, open positions, closed positions, non-trading operations (such
as operations to deposit funds into the Trading account or withdraw funds from the
“Trading platform” is a set of software and hardware that provides information on
real-time trading in financial markets, conducts trading operations, records mutual
obligations between the Client and the Company, and observes terms and conditions.
“Trading transaction” is a transaction for the purchase or sale of a Financial Instrument.
“Financial instrument” means the ability to trade on the difference between spot
exchange rates of foreign exchange or another type of underlying asset, or another
Financial instrument of this kind.
2. COMPANY SERVICES
2.1. The Company provides the following services to the Client:
2.1.1. Conducting conversion-arbitrage Trading transactions without direct delivery of the
underlying asset, using Financial Instruments. Each Financial Instrument with which the
Client commits a Trading Transaction shall be deemed settlement. Settlements on Trade
transactions between the Company and the Client do not imply the physical delivery of
the currency or asset declared in the Financial Instrument (contract).
2.1.2. Creation and maintenance of the Client’s account, namely:
– creation of a Personal cabinet for the Client;
– assignment to the Client of unique access codes, which unambiguously separate the
client’s funds from other funds of the Company and other clients. The company
guarantees the security of access codes in secret;
– the Company’s consent to accept to its account the Client’s funds for transactions with
Financial Instruments on behalf of the Client;
– opening of Trading accounts;
– crediting and withdrawing the Client’s available funds to the Trading account and from
the Trading account of the Client in accordance with the Client’s orders and the
Company’s current rules;
– withdrawal and accrual of relevant commission payments, bank interest and other
charges, and write-offs of funds from the Trading account or to the Trading account of
the Client in accordance with the Company’s current trading conditions;
– implementation of informational and technical support of the Client;
– collection and processing of the Client’s data, conducting Client identification
– provision of specialized software intended for the transmission of analytical signals;
– provision of the Client with software necessary for the performance of trading
operations, as well as by analyzing the market situation through the Internet;
– any intermediary activity of the Company in the execution of Client’s Trading orders for
the purchase or sale of Financial Instruments where possible;
– accounting, recording and execution of the Client’s instructions through any third party
principal and / or at the expense of the Company itself.
2.2. The Company provides services to the Client exclusively through the Internet. Other
means of communication can be used if the Company deems it necessary. The
company is not responsible for the inability to provide services in the event of problems
with connecting to the Internet.
2.3. The Company provides to the Client an access to its trading history for any period of
time. Access to the trading history is carried out by the Client independently, through the
2.4. The Company, as well as employees of the Company and its representative offices
or branches, do not provide the Client with any advice regarding legislation, taxation or
accounting, as well as advice on the appropriateness or profitability of any transaction.
With respect to the Client’s trading operations, the Company only ensures the transfer of
Client’s Trading Orders, does not provide trust management services, and does not
provide any recommendations.
3. COMMISSIONS AND CURRENT MARKET PRICES
3.1. The company publishes the size of all current commissions and costs, depending on
the financial instruments chosen by the Client, in the Personal Cabinet.
3.2. The Company may change the amount of commissions / spreads / swaps and other
costs without prior written notice to the Client.
3.3. The Company provides information service for obtaining current market prices for
traded financial instruments.
3.4. The Client understands and agrees that in the event of the use of certain packages,
the Client can use different liquidity providers and their products. In the case of a change
of liquidity providers, the Client accepts the fact that all next trading operations may have
other quotes than initially broadcast by the primary liquidity provider, can and/or will be
implemented in the new environment of another liquidity provider. All positions that were
opened before the entry into force of such changes, will be closed on the terms by which
they were opened.
3.5. Each Client’s order to buy or sell a Financial instrument is not committed by the
same operation equivalent amount in any market. The result (profit or loss) generated by
the Company on the basis of netting, that is, by offsetting mutual claims and liabilities for
all transactions of the Clients. Uncompensated position of the Company may be
transferred to a third party principal, when necessary.
3.6. The Company accepts the national currency of payment of the Client in the
converted equivalent in relation to the U.S. dollar by transfer through the instruments of
banks and payment systems with subsequent conversion. This conversion is carried out
under the terms of the Client’s selected instruments in the Personal cabinet. The
conversion rate for Client’s payments is published in the Personal cabinet or at the
web-site of the Company.
3.6. The Company shall perform withdrawals of Client’s funds on the basis of market
rate of national currency of the Client’s payments to the dollar equivalent of the US in
relation to officially established by National Bank of the Client’s country for the currency
of payment of the Client, but not higher than the official exchange rate of the currency of
payment of the Client, set by the National Bank on the date of the first payment.
4. RIGHTS AND OBLIGATIONS OF THE PARTIES
4.1. The Client is entitled to expect to receive the services described above in full size.
4.2. The Client may at any time require the return of funds within the available balance.
In this case, the withdrawal is carried out in the manner and on the terms and conditions
of this Agreement
4.3. The Client is entitled to an unlimited number of times to change the password
assigned to him during registration, for the purpose of maintaining necessary degree of
4.4. The Client is obliged to provide accurate information about his own person at the
registration of account and the conclusion of the Agreement, and also to provide
documents, in accordance with the requirements of the Company.
4.5. The company has the right to close all or part of the open positions (contracts), if the
ratio of the amount of the Client’s deposit and the current loss to the amount reserved
under the current open positions of collateral (the level of funds) may pose a threat to
the onset of a situation where the ratio of the amount of the deposit and the current loss
to the amount reserved for current open lien position (level of funds), becomes equal to
or less than the company level (stop out). Current interest rate at which the Company
may apply this provision is published on the Company’s website.
4.6. The Company reserves the right to refuse in service in case of violation of Client’s
obligations or the rules of the Company. The Company has the right to take any action to
prevent the actions of the Client of a malicious nature, the Company is entitled to claim
compensation of costs or losses incurred by the Client in their proper justification, or the
Company may refuse in service without any explanation – in this case the right to
compensation of costs is lost.
4.7. In order to protect the interests of the Company’s clients, the legislation governing
the activities of financial institutions, the fight against money laundering, the fight against
terrorism, prevention of fraudulent activities and protection the Company’s interests, the
Company may in case of identification of suspicious transactions, not trading operations
or operations that violate the terms of this Agreement, require additional information and
\ or documentation from the Client about the essence and nature of his actions, not to
take instructions and requirements of the Client orders until the end of the investigation
procedure; and laos the Company may refuse to comply with the terms of this
Agreement before the end of the inquiry procedure.
4.8. No article of this Agreement cannot be a basis for civil liability of the Company for
failure to perform obligations under this Agreement.
4.9. The company has the right to block the Personal cabinet, and/or attached trading
accounts of the Client in the following events:
– if the Company determines that a Client’s personal information is untrue;
– if the Company determines that the Client has taken actions (attempts) of unauthorized
access to IT assets of the Company and receiving insider information of any type.
4.10. The Client is obliged to send the Company an e-mail from only one e-mail
indicated at registration (letters registered at a single domain website and having
different ends of the domain name are valid).
4.11. The Client acknowledges and agrees that the Company has no obligations to pay
interest or guarantee payments corresponding to the level of inflation on the cash
balance of the Client regardless of the time spent of funds in the accounts of the Client.
4.12. The Company does not accept any orders for payments from the Client’s account
to third parties, unless otherwise is fixed by an additional agreement between the
Company and the Client.
4.13. The Client agrees and fully accepts that the withdrawal of funds from his Trading
account is made by the method and in the manner prescribed by the Company. The
Company reserves the right to change the established order of withdrawal and regulate
it according to current needs and forced circumstances, without the necessity to agree
such needs and circumstances with the Client.
4.14. The Client is entitled to register only one Personal cabinet using his data. In case
of registration of the second and farther personal cabinets all additional personal
cabinets of the Client will be blocked with notification of the Client.
4.15. The Client is entitled to register only one Personal Cabinet using his data. In case
of registration of the second and farther personal cabinets all additional personal
cabinets of the Client will be blocked with notification of the Client.
4.16. The client understands that the Algorithmic HFT & Arbitrage is not allowed in the
system and upon detection of such activity, the trading account will be disabled and the
client will only receive the right to request the withdrawal of his initial deposit without the
possibility of dispute.
5. DURATION AND TERMINATION OF AGREEMENT
5.1. This Agreement comes into force from the moment the Client completes the
registration form for opening a Trading Account and ticking the box “I agree with the
terms of the public offer and its annexes”. The Agreement is valid for an indefinite
period, until the termination of its operation by one of the Parties, in accordance with the
terms of this Agreement.
5.2. Either party may terminate the present Agreement unilaterally, with notice to the
other Party not less than 20 (twenty) working days before the intended date of
termination. In addition, each of the Parties is obliged to fulfill the obligations arising
before the date of termination of this Agreement.
5.3. The Company reserves the right, in the case of establishing the fact of gross
violation of the terms of this Agreement, to terminate the present Agreement with the
notification of the Client about this fact.
5.4. In that case, if the Client at the time of termination of this Agreement in the trading
account remains the funds, the withdrawal thereof shall be in accordance with this
5.5. If any provision of this Agreement, or any part of any provision is recognised by a
court of competent jurisdiction not enforceable, then such provision will be treated as a
separate part of the Agreement and it will not affect the legal validity of the remaining
parts of this Agreement.
5.6. The Company reserves the right to unilaterally, without disclosure of the reasons to
block the account of Client at the time of the investigation or to terminate the agreement
in the Agreement in General, if security service of Company will set one of the following
facts: fraud, breach of Agreement in general, the application Client methods of trading
that are a threat to the existence of the Company, both direct and indirect, including
threat to any technical or economic aspects of its activities, including the creation of
increased load on the server. However, the Company is obliged to fully refund the Client
the initial deposit in accordance with the terms of this Agreement, if the Company has no
6. LIABILITY OF THE PARTIES
6.1. The Company shall be liable only for actual damage caused to the Client due to the
fault of the Company, i.e. as a result of default of liabilities of the Company under this
Agreement, while loss of Client benefit is not refundable. In all other cases the Client’s
losses are the result of his actions or inactions.
6.2. In case of contact with the flow of non-market quotations, the display of incorrect
data in your account, the account history or open positions, and the Company informs
the Client by e-mail as a contact, or doing the message on website transaction of the
Client as brought profit and losses are subject to cancellation or correlation with market
6.3. The Client shall be liable before the Company for losses incurred by Company due
to Client’s fault, including for damage caused as a result of not providing (late
submission) by the Client of any documents that the Company provided in this
Agreement, and the relevant regulations. The Client is responsible for damage caused to
the Company as a result of any misrepresentation contained in the provided Company
documents to the Client.
6.4. The Company is not liable for Client’s losses, if such losses arose as a result of
hacker attacks, incidents (failures) computer networks, power electric networks or
telecommunication systems that are directly used to negotiate the conditions of foreign
exchange transactions or providing other procedures of the Company that occurred
through no fault of the Company.
6.5. The Company is not responsible for unauthorized use of Client’s identification data
by third parties.
6.6. The Company is not responsible for the results of conversion, arbitrage
transactions, decisions on which were accepted by the Client, on the basis of analytical
materials provided by the Company. The Client is informed that foreign exchange and
arbitrage transactions involve a risk of non-receipt of expected income and loss of part
or the entire amount of money.
6.7. The Company always acts as principal in the relationship with the Client, except
when the Client is informed otherwise by written notice by means of communication in
accordance with the Agreement.
6.8. The present Agreement does not contain provisions excluding or restricting
obligations, or obligations to the Client that the Company is not permitted to exclude or
limit, in accordance with the legislation of the country of registration of the Company. In
the event of a contradiction between this Agreement with the rights of the Client, legal
rights of the country of registration of the Company shall prevail. The Company does not
assume any additional obligations or fiduciary duties other than those stipulated in the
provisions of the Agreement.
6.9. Source code, structure, algorithms and architectural organization of the software are
protected by copyright, trade secret law, intellectual property, trademarks, patents and
other rights. The Client has no right to carry out the actions directed on an indirect usage
of the services of the Company on the subject, which is not consistent with the purposes
of this Agreement (hereinafter called “unauthorized use”):
– use any errors of the software for profit;
– to copy, distribute, publish, decompile, retranslate, disassemble, modify or convert the
software or make any attempt to gain access to the source code to create derivative
works based on the source code of the software or otherwise distribute the paid product
of the Company;
– to sell, assign, sublicense, transfer, distribute or provide the software for temporary
– provide access to the software of the Company to any third party through a computer
network or otherwise;
– export the software in any country (whether by physical or electronic means) without
the prior written consent of the Company;
– use the software in any way, snagging the Agreement or prohibited by applicable laws
6.10. The Client is responsible for payment of all taxes (in his state or abroad) relating to
or arising out of or in connection with the execution of the Agreement in accordance with
applicable law or the existing practice of taxation with regard to their possible changes.
7. PROCEDURE FOR CONSIDERATION OF CLAIMS AND DISPUTES
7.1. All disputes and disagreements between the Parties on the conclusion and
settlement of transactions with Financial instruments and other actions provided for in
this Agreement shall be resolved through negotiations, and, if the consent is not
achieved, in a judicial manner, subject to the claims procedure for resolving disputes.
7.2. Claims are accepted only in writing to the Company’s e-mail address or through the
message system in the Personal cabinet. Claims filed in a different manner (by phone,
fax, etc.) are not accepted for consideration. The conditions for drawing up such a
complaint are in accordance with the conditions for the preparation of the claim.
7.3. The claim must contain: the personal data (last name, first name and patronymic) of
the Client, the number of the trading account, the date and time of the conflict situation
(according to the system time of the trading terminal), tickets of all disputed positions
and / or pending orders, description of the essence of the conflict of interests with due
7.4. Claims are accepted for consideration by the Company within 5 (five) working days
from the moment when the Client has learned or should have learned about the
occurrence of a disputable situation. The delay in filing a claim is grounds for refusing to
consider it. The total period for consideration of the claim is set at 5 (five) working days
from the date of receipt of the last.
7.5. The Company reserves the right to block all or part of all operations on the accounts
of the Client who filed a claim with the Company, until the dispute is resolved or until the
parties reach an interim agreement.
8. GUARANTEES OF THE CLIENT WHEN CONCLUDING THE AGREEMENT
8.1. By concluding this Agreement the Client guarantees the following:
– The Client acknowledges that the Company does not possess information about the
procedure and possible restrictions when the Client performs operations that constitute
the subject of this Agreement.
– The Client takes care of compliance with the requirements of the legislation of the
country of his residence (residence) while carrying out the specified activity. The
Company’s rights under this Agreement are additional to the rights established by the
legislation of the country of incorporation of the Company.
– The Client carefully studied the contents of this Agreement. The Client is notified that
in the event of disagreement with any clause (s) of the Agreement, the Client may refuse
the services of the Company only before accepting the terms (acceptance) of the
Agreement, that is, until the conclusion of the Agreement. From the moment of
conclusion of the Agreement it is considered that the Client agrees with all the terms of
– The Client is informed, fully aware and agrees that the risk in the trading of financial
instruments can be significant. The client is fully aware that he may lose part or all of the
funds deposited on the Company’s account for an indefinite period of time. Therefore,
the Client must independently control the level of risks (losses) in the trading account.
– The Client guarantees that it possesses the necessary legal capacity and legal
capacity, as well as all the rights and powers necessary and sufficient for the conclusion
of the Agreement, is not in a state of alcohol and / or narcotic intoxication, nor is he
under the influence of delusion, deception, violence, threat.
– The Client is aware that in order to control possible losses, the Client needs to check
the status of the trading account as often as possible, at least once a day, use “stop
loss” (liquidation of loss-making positions when the market reaches a certain price),
automatically limit losses for each separate transaction, and also regularly change the
password to the trading account;
– The client is notified that the placement of security orders, such as an order for the
liquidation of loss-making positions, will not necessarily limit the Client’s loss to the
expected amount, if unfavorable conditions prevail on the market. For example, breaks
in prices after the end of the trading session, world defaults and more;
– The Client understands and acknowledges that in case of a strong price movement on
the market (including gap) it is not always possible to fulfill the Client’s Trading order at
the desired price – this is especially true at times of global crises, terrorist acts, defaults
and other events that have strong influence on the market;
– The Client understands and acknowledges that trading in financial instruments through
the Internet is a high-tech service and the Company does not bear any responsibility for
failures related to power outages, communication line failures, equipment providers,
disconnection of quoting feeders and other technological risk-related malfunctions that
aan take place;
– The Client independently ascertains and controls the issue of legality of the activities
that constitute the subject of this Agreement, as well as the need to obtain licenses or
other permits, according to the legislation of his country of residence;
– The Client also acknowledges and agrees that this section of the Agreement is not
able to fully disclose all risks associated with the trading of financial instruments. In this
regard, the Client should study the trading in financial instruments as much as possible
before commencing trading activities;
– The Client is aware that marginal trading is a high-risk activity and it may lose some or
all of the available funds in the account, therefore it is not recommended to use the
funds necessary for a sufficient level of well-being for trade; The client should not start
trading if he does not understand the basic principles of margin trading, or he does not
understand how to use software for trading and monitoring of trading transactions. The
risks are described in more detail in the “Risk Disclosure”, which is an integral part of this
Agreement, and the Client confirms the fact of its familiarization with the described risks.
9. AMENDMENTS AND ADDITIONS TO THE AGREEMENT AND ANNEXES TO
9.1. Amendments and additions to this Agreement, as well as attachments, are made by
the Company unilaterally, such changes come into effect from the moment of publication
of the public offer in a new edition on the Company’s website.
9.2. The Client must, at least once a week, independently or through authorized
persons, contact the Company’s website for information about changes and / or
additions made in this Agreement.
9.3. Any changes and additions to this Agreement from the moment of entry into force in
compliance with the procedures of this section shall equally apply to all persons who
have concluded the Agreement, including those who concluded the Agreement before
the date of the entry into force of the amendments. In case of disagreement with the
amendments or additions made to this Agreement by the Company, the Client has the
right to submit a request for termination of the Agreement unilaterally within 3 (three)
days from the date of entry into force of such amendments or additions.
10. REGULATORY LEGISLATION AND JURISDICTION
10.1. This Agreement is governed by the laws of the Company’s jurisdiction, without
regard to choice of law principles. All actions of the Company, including the provision of
services under this Agreement, take place on the territory of the Company’s jurisdiction.
10.2. The place of provision of services is the place where the final actions necessary to
provide the service are carried out.
10.3. The Client is unconditional:
– agrees that the courts of the country of Company’s jurisdiction have the right of
exclusive jurisdiction which determines any procedural actions with respect to this
– Subject to the jurisdiction of the courts of Company’s jurisdiction;
– agrees never to file a claim regarding the fact that such a place of proceeding is
inconvenient or that it has no legal force in respect of the Client.
10.4. Client definitively and to the maximum extent permitted by applicable law, refuses
both for themselves and in relation to their income and assets (irrespective of their use
or intended use) of immunity (on the grounds of sovereignty or any other similar
grounds) by bringing to court, including in a particular jurisdiction, seizure of assets
(whether before or after judgment), or other performance, including enforcement, of any
judgment in respect of the Client, his incomes or assets;
10.5. In the event of any conflict between this Agreement and any applicable regulatory
documents, the latter shall prevail. The Company has the right, at its discretion, to take
any action or refuse to take any action to enforce the provisions, applicable regulatory
documents, and the decision taken by the Company is mandatory for the Client.
10.6. The language of interaction between the Parties is English. All documents for the
Company are provided by the Client in any of the specified languages. In case of
request of the Company, the Client undertakes to make a translation into one of the
10.7. The use of obscene language, hate speech within the framework of communication
with the Company’s employees is unacceptable. The Company reserves the right to:
– deny the Client services in case of violation of the conditions of communication;
– ignore the Client’s message;
– in order to counteract conflicts of interest and ensure the safety of employees, the
Company has the right not to disclose the personal data of its employees and to prevent
personal communication (not connected with the object of the Agreement) between the
company’s employees and customers;
– to ignore repeated appeals on open appeals already opened or reopening closed
applications, such as those that prevent a transparent process of studying the subject of
– minimize communication until the investigation is fully completed in the event of a
reasoned suspicion that the Client violated the norms of the Treaty, the laws and
customs of the world business turnover in the financial markets.
11. FORCE MAJEURE
11.1. The Company has the right to conclude an offensive to force majeure (force
majeure). The Company duly takes appropriate steps to inform the Client about the
occurrence of force majeure. Force majeure circumstances include (not limited to):
– any action, event or phenomenon (including, but not limited to, any strike, riot or civil
unrest, terrorist acts, wars, natural disasters, accidents, fires, floods, storms, power
outages, communication, program or electronic equipment, civil disorders) which, in the
opinion of the Company, led to destabilization of market or markets of one or several
– drastically and/or significantly changed circumstances in the financial market, which
are recognized by market regulators, financial instruments (any jurisdiction), market
participants or any government official of the Central authorities governing financial
instruments, whose statements can affect the volatility of the market or its individual
– suspension, liquidation or closure of any market, the lack of any event on which the
Company bases quotes, the imposition of limits, special or unusual trading conditions in
any market or in respect of any such events.
11.2. If the Company has established the occurrence of force majeure, the Company
shall be entitled (without prejudice to other rights of the Company under the relevant
agreement) without prior written notice and at any time to take any of the following steps:
– change requirements;
– close any or all open positions of the Client at a price which the Company considers
– to cancel all or part of the transactions closed by the Client which were made under
the actions and consequences of the force majeure;
– to write off the relevant gain or loss resulting from the transactions the Client made
during or after the occurrence of the force majeure;
– to suspend or change application of one or all of the provisions of the relevant
Agreement until the occurrence of the force majeure makes it impossible to comply with
these provisions by the Company;
– to take or not to take any actions against Company, Client and other clients if the
Company on good grounds considers it appropriate under the circumstances.
11.3. The parties shall not be liable to each other for delay or failure to perform its
obligations due to circumstances of insuperable force (force majeure), arisen against the
will and desires of the parties and which could not have been foreseen or avoided,
including declared or actual war, civil unrest, fires and other natural disasters.
11.4. The party that cannot fulfill its obligations due to force majeure, shall, within 7
(seven) days, notify the other party about these circumstances. Failure to notify or
untimely notification deprives notify the parties of the right to invoke these circumstances
as grounds for exemption from liability for non-performance or improper performance of obligations under this Agreement. In case force majeure lasts for more than 1 (one)
month, the parties must negotiate to develop a common position on the continuation of