Common use of Close-out Clause in Contracts

Close-out. 24.1 We may Close Out a particular Trade or all current Trades that you have with us, without notice to you: 24.1.1 if you fail to make any Payment when it is due, including payment of Margin; 24.1.2 if you fail to provide any information we have requested or any warranty/representation you have given us is or becomes, in our opinion, materially inaccurate, incorrect or misleading; 24.1.3 in the event that insolvency proceedings are commenced against you; 24.1.4 if you take some action (or refrain from doing something) which places us in breach of our legal or regulatory obligations; 24.1.5 if the performance of our obligations under this Agreement become illegal; 24.1.6 if you breach this Agreement; 24.1.7 if you terminate this Agreement in accordance with Clause 10; or 24.1.8 the Trade is outside our financial crime risk appetite. 24.2 You may ask us to Close Out a particular Trade or all current Trades by giving us notice in writing. If we permit you to Close Out: 24.2.1 we will buy back the currency that we have bought for you when you entered into the Trades at prevailing market rates. If the value of the Purchase Currency has strengthened, this means that a Loss will be incurred on the Trade and you will be liable to us for the amount of that Loss (as well as any costs incurred by us); 24.2.2 we will not pay you any profit arising from the Close Out; 24.2.3 you acknowledge that the amount of any Loss realised on the Closing Out of a Trade is a debt payable by you and agree that we may immediately deduct the total amount of any Loss (together with any costs) from your E-Money Account; 24.2.4 if the amount we are seeking to recover exceeds the amount of any Margin or funds available in your E-Money Account, you must pay the balance upon being notified by us of the total amount due; 24.2.5 we may charge you interest on any sum that remains payable to us after we Close Out at the Interest Rate. Interest will accrue daily from the date payment was due until the date full payment is made by you; and 24.2.6 we will send you a written statement explaining the amount of any sums that may be payable to us and the amount of any sums being withheld by us. PART D: GENERAL

Close-out. 24.1 22.1 We may Close Out a particular Trade or all current Trades that you have with us, without notice to you: 24.1.1 22.1.1 if you fail to make any Payment when it is due, including payment of Margin; 24.1.2 22.1.2 if you fail to provide any information we have requested or any warranty/representation you have given us is or becomes, in our opinion, materially inaccurate, incorrect or misleading; 24.1.3 22.1.3 in the event that insolvency proceedings are commenced against you; 24.1.4 22.1.4 if you take some action (or refrain from doing something) which places us in breach of our legal or regulatory obligations; 24.1.5 22.1.5 if the performance of our obligations under this Agreement become illegal; 24.1.6 22.1.6 if you breach this Agreement; 24.1.7 22.1.7 if you terminate this Agreement in accordance with Clause 10; or 24.1.8 22.1.8 the Trade is outside our financial crime risk appetite. 24.2 22.2 You may ask us to Close Out a particular Trade or all current Trades by giving us notice in writing. If we permit you to Close Out: 24.2.1 22.2.1 we will buy back the currency that we have bought for you when you entered into the Trades at prevailing market rates. If the value of the Purchase Currency has strengthened, this means that a Loss will be incurred on the Trade and you will be liable to us for the amount of that Loss (as well as any costs incurred by us); 24.2.2 22.2.2 we will not pay you any profit arising from the Close Out; 24.2.3 22.2.3 you acknowledge that the amount of any Loss realised on the Closing Out of a Trade is a debt payable by you and agree that we may immediately deduct the total amount of any Loss (together with any costs) from your E-Money Account; 24.2.4 22.2.4 if the amount we are seeking to recover exceeds the amount of any Margin or funds available in your E-Money Account, you must pay the balance upon within seven (7) days of being notified by us of the total amount due; 24.2.5 22.2.5 we may charge you interest on any sum that remains payable to us after we Close Out at a rate of 4% per annum over the Interest RateBank of England base rate. Interest will accrue and will be calculated daily and be compounded monthly from the date payment was due until the date full payment is made by you; and 24.2.6 22.2.6 we will send you a written statement explaining the amount of any sums that may be payable to us and the amount of any sums being withheld by us. PART D: GENERAL.

Close-out. 24.1 22.1 We may Close Out a particular Trade or all current Trades that you have with us, without notice to you: 24.1.1 22.1.1 if you fail to make any Payment when it is due, including payment of Margin; 24.1.2 22.1.2 if you fail to provide any information we have requested or any warranty/representation you have given us is or becomes, in our opinion, materially inaccurate, incorrect or misleading; 24.1.3 22.1.3 in the event that insolvency bankruptcy proceedings are commenced against you; 24.1.4 22.1.4 if you take some action (or refrain from doing something) which places us in breach of our legal or regulatory obligations; 24.1.5 22.1.5 if the performance of our obligations under this Agreement become illegal; 24.1.6 22.1.6 if you breach this Agreement; 24.1.7 22.1.7 if you terminate this Agreement in accordance with Clause 10; or 24.1.8 22.1.8 the Trade is outside our financial crime risk appetite. 24.2 22.2 You may ask us to Close Out a particular Trade or all current Trades by giving us notice in writing. If we permit you to Close Out: 24.2.1 22.2.1 we will buy back the currency that we have bought for you when you entered into the Trades at prevailing market rates. If the value of the Purchase Currency has strengthened, this means that a Loss loss will be incurred on the Trade and you will be liable to us for the amount of that Loss loss (as well as any costs incurred by us); 24.2.2 22.2.2 we will not pay you any profit arising from the Close Out; 24.2.3 22.2.3 you acknowledge that the amount of any Loss loss realised on the Closing Out of a Trade is a debt payable by you and agree that we may immediately deduct the total amount of any Loss loss (together with any costs) from your E-Money Account; 24.2.4 22.2.4 if the amount we are seeking to recover exceeds the amount of any Margin or funds available in your E-Money Account, you must pay the balance upon within seven (7) days of being notified by us of the total amount due; 24.2.5 22.2.5 we may charge you interest on any sum that remains payable to us after we Close Out at a rate of 4% per annum over the Interest RateBank of England base rate. Interest will accrue and will be calculated daily and be compounded monthly from the date payment was due until the date full payment is made by you; and 24.2.6 22.2.6 we will send you a written statement explaining the amount of any sums that may be payable to us and the amount of any sums being withheld by us. PART D: GENERAL.

Close-out. 24.1 21.1 We may Close Out a particular Trade or all current Trades that you have with us, without notice to you: 24.1.1 21.1.1 if you fail to make any Payment when it is due, including payment of Margin; 24.1.2 21.1.2 if you fail to provide any information we have requested or any warranty/representation you have given us is or becomes, in our opinion, materially inaccurate, incorrect or misleading; 24.1.3 21.1.3 in the event of your death or loss of mental capacity; 21.1.4 in the event that insolvency proceedings you are commenced against youInsolvent; 24.1.4 21.1.5 if you take some action (or refrain from doing something) which places us in breach of our legal or regulatory obligations; 24.1.5 21.1.6 if the performance of our obligations under this Agreement become illegal; 24.1.6 21.1.7 if you breach this Agreement, or any agreement with our Affiliates; 24.1.7 21.1.8 if you terminate this Agreement in accordance with Clause 109; or 24.1.8 21.1.9 the Trade is outside our financial crime risk appetite. 24.2 21.2 You may ask us to Close Out a particular Trade or all current Trades by giving us notice in writing. If we permit you to Close Out: 24.2.1 21.2.1 we will buy back the currency that we have bought for you when you entered into the Trades at prevailing market rates. If the value of the Purchase Currency has strengthened, this means that a Loss will be incurred on the Trade and you will be liable to us for the amount of that Loss (as well as any costs incurred by us); 24.2.2 21.2.2 we will not pay you any profit arising from the Close Out; 24.2.3 21.2.3 you acknowledge that the amount of any Loss realised on the Closing Out of a Trade is a debt payable by you and agree that we may immediately deduct the total amount of any Loss (together with any costs) from your E-Money Account; 24.2.4 21.2.4 if the amount we are seeking to recover exceeds the amount of any Margin or funds available in your E-Money Account, you must pay the balance upon within seven (7) days of being notified by us of the total amount due; 24.2.5 21.2.5 we may charge you interest on any sum that remains payable to us after we Close Out at a rate of 4% per annum over the Interest RateBank of England base rate. Interest will accrue and will be calculated daily and be compounded monthly from the date payment was due until the date full payment is made by you; and 24.2.6 21.2.6 we will send you a written statement explaining the amount of any sums that may be payable to us and the amount of any sums being withheld by us. PART D: GENERAL.

Close-out. 24.1 23.1 We may Close Out a particular Trade or all current Trades that you have with us, without notice to you: 24.1.1 23.1.1 if you fail to make any Payment when it is due, including payment of Margin; 24.1.2 23.1.2 if you fail to provide any information we have requested or any warranty/representation you have given us is or becomes, in our opinion, materially inaccurate, incorrect or misleading; 24.1.3 23.1.3 in the event of your death or loss of mental capacity; 23.1.4 in the event that insolvency proceedings you are commenced against youInsolvent; 24.1.4 23.1.5 if you take some action (or refrain from doing something) which places us in breach of our legal or regulatory obligations; 24.1.5 23.1.6 if the performance of our obligations under this Agreement become illegal; 24.1.6 23.1.7 if you breach this Agreement, or any agreement with our Affiliates; 24.1.7 23.1.8 if you terminate this Agreement in accordance with Clause 109; or 24.1.8 23.1.9 the Trade is outside our financial crime risk appetite. 24.2 You may 23.2 If we Close Out a particular Trade or you ask us to Close Out a particular Trade or all current Trades by giving us notice in writing. If we permit you to Close Out: 24.2.1 23.2.1 we will buy back the currency that we have bought for you when you entered into the Trades relevant Trade(s) at prevailing market rates. If the value of the Purchase Currency has strengthened, this means that we incur a Loss will be incurred on the Trade and you will be liable to us for the amount of that Loss (as well as any costs incurred by us); 24.2.2 23.2.2 we will not pay you any profit arising from the Close Out; 24.2.3 23.2.3 you acknowledge that the amount of any Loss realised on the Closing Out of a Trade is a debt payable by you and agree that we may immediately deduct the total amount of any Loss (together with any costs) from your E-Money Account; 24.2.4 23.2.4 if the amount we are seeking to recover exceeds the amount of any Margin or funds available in your E-Money Account, you must pay the balance upon being notified by us of the total amount due; 24.2.5 23.2.5 we may charge you interest on any sum that remains payable to us after we Close Out at the Interest Rate. Interest will accrue daily from the date payment was due until the date full payment is made by you; and 24.2.6 23.2.6 we will send you a written statement explaining the amount of any sums that may be payable to us and the amount of any sums being withheld by us. PART D: GENERAL.

Close-out. 24.1 21.1 We may Close Out a particular Trade or all current Trades that you have with us, without notice to you: 24.1.1 21.1.1 if you fail to make any Payment when it is due, including payment of Margin; 24.1.2 21.1.2 if you fail to provide any information we have requested or any warranty/representation you have given us is or becomes, in our opinion, materially inaccurate, incorrect or misleading; 24.1.3 21.1.3 in the event of your death or loss of mental capacity; 21.1.4 in the event that insolvency proceedings you are commenced against youInsolvent; 24.1.4 21.1.5 if you take some action (or refrain from doing something) which places us in breach of our legal or regulatory obligations; 24.1.5 21.1.6 if the performance of our obligations under this Agreement become illegal; 24.1.6 21.1.7 if you breach this Agreement; 24.1.7 21.1.8 if you terminate this Agreement in accordance with Clause 109; or 24.1.8 21.1.9 the Trade is outside our financial crime risk appetite. 24.2 21.2 You may ask us to Close Out a particular Trade or all current Trades by giving us notice in writing. If we permit you to Close Out: 24.2.1 21.2.1 we will buy back the currency that we have bought for you when you entered into the Trades at prevailing market rates. If the value of the Purchase Currency has strengthened, this means that a Loss loss will be incurred on the Trade and you will be liable to us for the amount of that Loss loss (as well as any costs incurred by us); 24.2.2 21.2.2 we will not pay you any profit arising from the Close Out; 24.2.3 21.2.3 you acknowledge that the amount of any Loss loss realised on the Closing Out of a Trade is a debt payable by you and agree that we may immediately deduct the total amount of any Loss loss (together with any costs) from your E-Money Account; 24.2.4 21.2.4 if the amount we are seeking to recover exceeds the amount of any Margin or funds available in your E-Money Account, you must pay the balance upon within seven (7) days of being notified by us of the total amount due; 24.2.5 21.2.5 we may charge you interest on any sum that remains payable to us after we Close Out at a rate of 4% per annum over the Interest RateBank of England base rate. Interest will accrue and will be calculated daily and be compounded monthly from the date payment was due until the date full payment is made by you; and 24.2.6 21.2.6 we will send you a written statement explaining the amount of any sums that may be payable to us and the amount of any sums being withheld by us. PART D: GENERAL.

Close-out. 24.1 We may Close Out a particular Trade or all current Trades that you have with us, without notice to you: 24.1.1 if you fail to make any Payment when it is due, including payment of Margin; 24.1.2 if you fail to provide any information we have requested or any warranty/representation you have given us is or becomes, in our opinion, materially inaccurate, incorrect or misleading; 24.1.3 in the event that insolvency proceedings are commenced against you; 24.1.4 if you take some action (or refrain from doing something) which places us in breach of our legal or regulatory obligations; 24.1.5 if the performance of our obligations under this Agreement become illegal; 24.1.6 if you breach this Agreement; 24.1.7 if you terminate this Agreement in accordance with Clause 10; or 24.1.8 the Trade is outside our financial crime risk appetite. 24.2 You may If we Close Out a particular Trade or all current Trades or you ask us to Close Out a particular Trade or all current Trades by giving us notice in writing. If we permit you to Close Out: 24.2.1 we will buy back the currency that we have bought for you when you entered into the Trades relevant Trade(s) at prevailing market rates. If the value of the Purchase Currency has strengthened, this means that we incur a Loss will be incurred on the Trade and you will be liable to us for the amount of that Loss (as well as any costs incurred by us); 24.2.2 we will not pay you any profit arising from the Close Out; 24.2.3 you acknowledge that the amount of any Loss realised on the Closing Out of a Trade is a debt payable by you and agree that we may immediately deduct the total amount of any Loss (together with any costs) from your E-Money Account; 24.2.4 if the amount we are seeking to recover exceeds the amount of any Margin or funds available in your E-Money Account, you must pay the balance upon being notified by us of the total amount due; 24.2.5 we may charge you interest on any sum that remains payable to us after we Close Out at the Interest Rate. Interest will accrue daily from the date payment was due until the date full payment is made by you; and 24.2.6 we will send you a written statement explaining the amount of any sums that may be payable to us and the amount of any sums being withheld by us. PART D: GENERAL

Close-out. 24.1 22.1 We may Close Out a particular Trade or all current Trades that you have with us, without notice to you: 24.1.1 22.1.1 if you fail to make any Payment when it is due, including payment of Margin; 24.1.2 22.1.2 if you fail to provide any information we have requested or any warranty/representation you have given us is or becomes, in our opinion, materially inaccurate, incorrect or misleading; 24.1.3 22.1.3 in the event that insolvency bankruptcy proceedings are commenced against you; 24.1.4 22.1.4 if you take some action (or refrain from doing something) which places us in breach of our legal or regulatory obligations; 24.1.5 22.1.5 if the performance of our obligations under this Agreement become illegal; 24.1.6 22.1.6 if you breach this Agreement; 24.1.7 22.1.7 if you terminate this Agreement in accordance with Clause 10; or 24.1.8 22.1.8 the Trade is outside our financial crime risk appetite. 24.2 22.2 You may ask us to Close Out a particular Trade or all current Trades by giving us notice in writing. If we permit you to Close Out: 24.2.1 22.2.1 we will buy back the currency that we have bought for you when you entered into the Trades at prevailing market rates. If the value of the Purchase Currency has strengthened, this means that a Loss loss will be incurred on the Trade and you will be liable to us for the amount of that Loss loss (as well as any costs incurred by us); 24.2.2 22.2.2 we will not pay you any profit arising from the Close Out; 24.2.3 22.2.3 you acknowledge that the amount of any Loss loss realised on the Closing Out of a Trade is a debt payable by you and agree that we may immediately deduct the total amount of any Loss loss (together with any costs) from your E-Money Account; 24.2.4 22.2.4 if the amount we are seeking to recover exceeds the amount of any Margin or funds available in your E-Money Account, you must pay the balance upon within seven (7) days of being notified by us of the total amount due; 24.2.5 22.2.5 we may charge you interest on any sum that remains payable to us after we Close Out at a rate of 4% per annum over the Interest RateBank of England base rate. Interest will accrue and will be calculated daily and be compounded monthly from the date payment was due until the date full payment is made by you; and 24.2.6 22.2.6 we will send you a written statement explaining the amount of any sums that may be payable to us and the amount of any sums being withheld by us. PART D: GENERAL.