DEFAULT AND DEFAULT REMEDIES. 17.1 The provisions contained in this Clause supplement any other rights that the Company or any of its associates have according to this Agreement, including but not limited to the Pledge Agreement referred to in Clause 10.0, and furthermore any other rights the Company has. 17.2 The Company reserves the right to retain, or make deductions from, any amounts which the Company owes to or is holding for the Customer if any amounts are due from the Customer to the Company or the Company’s associates. 17.3 The Customer authorizes the Company, at the Company's discretion, at any time and with notice, to sell, apply, set-off and/or charge in any manner any or all of the Customer's property and/or the proceeds of any of the same of which the Company or any of its associates or Agents has custody or control, in order to discharge any or all of the Customer's obligations to the Company or to the Company's associates. 17.4 Each and any of the following events shall constitute an EOD in relation to all of a Customer's Contracts, Margin Trades, securities and other business with the Company (regardless of whether the EOD only relates to part of the business with the Company): i if the Customer fails to make any payment or fails to do any other act required under this Agreement or by the Company at its reasonable discretion; ii if the Customer fails to remit funds necessary to enable the Company to take delivery under any Contract on the first due date; iii if the Customer fails to provide assets for delivery, or take delivery of assets, under any Contract on the first due date; iv if the Customer dies or becomes of unsound mind; v if an application is made in respect of the Customer for any action pursuant to Bankruptcy Act or any equivalent act applicable to the Customer or, if a partnership, in respect of one or more of the partners, or if a company, that a receiver, trustee, administrative receiver or similar officer is appointed; vi if a petition is presented for the winding-up or administration of the Customer; vii if an order is made or a resolution is passed for the winding-up or administration of the Customer (other than for the purposes of amalgamation or reconstruction with the prior written approval of the Company); viii if any distress, execution or other process is levied against any property of the Customer and is not removed, discharged or paid within seven days; ix if any security created by any mortgage or charge becomes enforceable against the Customer and the mortgagee or charge takes steps to enforce the security or charge; x if any indebtedness of the Customer or any of its subsidiaries becomes immediately due and payable, or capable of being declared so due and payable, prior to its stated maturity by reason of default of the Customer (or any of its subsidiaries) or the Customer (or any of its subsidiaries) fails to discharge any indebtedness on its due date; xi if the Customer fails to fully comply with obligations under this Agreement or any Contract, including refrains from complying with Margin requirements; xii if any of the representations or warranties given by the Customer are, or become, untrue; xiii if the Company or the Customer is requested to close a Contract (or any part of a Contract) by any regulatory agency or authority; or xiv If the Company reasonably considers it necessary for its own protection or the protection of its associates. 17.5 Upon the occurrence of an EOD, the Company shall at its discretion be entitled to: i Sell or charge in any way any or all of the Customer's collateral, assets and property which may from time to time be in the possession or control of the Company or any of its associates or Agents or call on any guarantee, without any notice or court order. Sale of Security, assets and property shall take place by means that the Company in its reasonable discretion determines and at the price that the Company in its reasonable discretion determines to be the best obtainable, provided that the Company shall provide a seven (7) day notice period before realizing Security of any Customer, unless immediate sale is necessary to avoid or limit a loss; buy or sell any Security, investment or other property where this is, or is in the reasonable opinion of the Company likely to be, necessary in order for the Company to fulfill its obligations under any Contract and the Customer shall reimburse the Company for the full amount of the purchase price plus any associated costs and expenses; ii deliver any Security, investment or property to any third party, or otherwise take any action the Company considers to be desirable in order to close any Contract; iii require the Customer immediately to close and settle a Contract in such manner as the Company may in its reasonable discretion request; iv to enter into any foreign exchange transaction, at such market rates and times as the Company may determine, in order to meet obligations incurred under a Contract; v re-invoice all or part of any assets standing to the debit or credit of any Account (including commuting the Company's or the Customer's obligation to deliver an asset into an obligation to pay an amount equal to the market value of the asset (determined by the Company at its reasonable discretion on the date re-invoicing takes place); and vi Close-out all Contracts and net all the Customer's and the Company’s obligations towards each other as of the date fixed by the Company with effect to third parties. 17.6 The Customer authorizes the Company to take any or all of the steps described in this Clause without notice to the Customer and acknowledges that the Company shall not be responsible for any consequences of it taking any such steps, unless the Company has exercised gross negligence in connection herewith. The Customer shall execute the documents and take the action as the Company may request in order to protect the rights of the Company and its associates under this Agreement or under any agreement the Customer may have entered into with the Company's associates. 17.7 If the Company exercises its rights to sell any Security or property of the Customer under this Clause, it will effect such sale, without notice or liability to the Customer, on behalf of the Customer and apply the proceeds of sale in or towards discharge of any of the Customer's obligations to the Company or to the Company's associates. 17.8 Without prejudice to the Company's other rights under this Agreement or under prevailing law, the Company may, at any time and without notice, combine or consolidate any of the accounts maintained by the Customer with the Company or any of its associates and off-set any and all amounts owed to, or by, the Company or any of its associates in such manner as the Company at its reasonable discretion may determine.
Appears in 5 contracts
Samples: Client Service Agreement, Client Service Agreement, Client Service Agreement
DEFAULT AND DEFAULT REMEDIES. 17.1 18.1 The provisions contained in this Clause supplement any other rights that the Company U TRADE MARKETS or any of its associates have according to this Agreement, including but not limited to the Pledge Agreement referred to in Clause 10.012, and furthermore any other rights the Company U TRADE MARKETS has.
17.2 The Company 18.2 U TRADE MARKETS reserves the right to retain, or make deductions from, any amounts which the Company U TRADE MARKETS owes to or is holding for the Customer Client if any amounts are due from the Customer Client to the Company U TRADE MARKETS or the CompanyU TRADE MARKETS’s associates.
17.3 18.3 The Customer authorizes the CompanyClient authorises U TRADE MARKETS, at the CompanyU TRADE MARKETS's discretion, at any time and with without notice, to sell, apply, set-off and/or charge in any manner any or all of the CustomerClient's property and/or the proceeds of any of the same of which the Company U TRADE MARKETS or any of its associates or Agents has custody or control, in order to discharge any or all of the CustomerClient's obligations to the Company U TRADE MARKETS or to the CompanyU TRADE MARKETS's associates.
17.4 18.4 Each and any of the following events shall constitute an EOD Event of Default in relation to all of a CustomerClient's Contracts, Margin Trades, securities and other business with the Company U TRADE MARKETS (regardless of whether the EOD Event of Default only relates to part of the business with the CompanyU TRADE MARKETS): i if the Customer Client fails to make any payment or fails to do any other act required under this Agreement or by the Company U TRADE MARKETS at its reasonable discretion; ii if the Customer Client fails to remit funds necessary to enable the Company U TRADE MARKETS to take delivery under any Contract on the first due date; iii if the Customer Client fails to provide assets for delivery, or take delivery of assets, under any Contract on the first due date; iv if the Customer Client dies or becomes of unsound mind; v if an application is made in respect of the Customer Client for any action pursuant to Bankruptcy Act or any equivalent act applicable to the Customer Client or, if a partnership, in respect of one or more of the partners, or if a company, that a receiver, trustee, administrative receiver or similar officer is appointed; vi if a petition is presented for the winding-up or administration of the CustomerClient; vii if an order is made or a resolution is passed for the winding-up or administration of the Customer Client (other than for the purposes of amalgamation or reconstruction with the prior written approval of the CompanyU TRADE MARKETS); viii if any distress, execution or other process is levied against any property of the Customer Client and is not removed, discharged or paid within seven days; ix if any security created by any mortgage or charge becomes enforceable against the Customer Client and the mortgagee or charge chargee takes steps to enforce the security or charge; x if any indebtedness of the Customer Client or any of its subsidiaries becomes immediately due and payable, or capable of being declared so due and payable, prior to its stated maturity by reason of default of the Customer Client (or any of its subsidiaries) or the Customer Client (or any of its subsidiaries) fails to discharge any indebtedness on its due date; xi if the Customer Client fails to fully comply with obligations under this Agreement or any Contract, including refrains from complying with Margin requirements; xii if any of the representations or warranties given by the Customer Client are, or become, untrue; xiii if the Company U TRADE MARKETS or the Customer Client is requested to close a Contract (or any part of a Contract) by any regulatory agency or authority; or xiv If the Company if U TRADE MARKETS reasonably considers it necessary for its own protection or the protection of its associates.
17.5 18.5 Upon the occurrence of an EODEvent of Default, the Company U TRADE MARKETS shall at its discretion be entitled to: i Sell sell or charge in any way any or all of the CustomerClient's collateral, assets and property which may from time to time be in the possession or control of the Company U TRADE MARKETS or any of its associates or Agents or call on any guarantee, without any notice or court order. Sale of Security, assets and property shall take place by means that the Company U TRADE MARKETS in its reasonable discretion determines and at the price that the Company U TRADE MARKETS in its reasonable discretion determines to be the best obtainable, provided that the Company U TRADE MARKETS shall provide a seven (7) -day notice period before realizing Security of any CustomerClient, unless immediate sale is necessary to avoid or limit a loss; ii buy or sell any Security, investment or other property where this is, or is in the reasonable opinion of the Company U TRADE MARKETS likely to be, necessary in order for the Company U TRADE MARKETS to fulfill its obligations under any Contract and the Customer Client shall reimburse the Company U TRADE MARKETS for the full amount of the purchase price plus any associated costs and expenses; ii iii deliver any Security, investment or property to any third party, or otherwise take any action the Company U TRADE MARKETS considers to be desirable in order to close any Contract; iii iv require the Customer Client immediately to close and settle a Contract in such manner as the Company U TRADE MARKETS may in its reasonable discretion request; iv v to enter into any foreign exchange transaction, at such market rates and times as the Company U TRADE MARKETS may determine, in order to meet obligations incurred under a Contract; v re-invoice vi reinvoice all or part of any assets standing to the debit or credit of any Account (including commuting the CompanyU TRADE MARKETS's or the CustomerClient's obligation to deliver an asset into an obligation to pay an amount equal to the market value of the asset (determined by the Company U TRADE MARKETS at its reasonable discretion discretion) on the date re-invoicing reinvoicing takes place); and vi Closevii close-out all Contracts and net all the CustomerClient's and the CompanyU TRADE MARKETS’s obligations towards each other as of the date fixed by the Company U TRADE MARKETS with effect to third parties.
17.6 18.6 The Customer authorizes the Company Client authorises U TRADE MARKETS to take any or all of the steps described in this Clause without notice to the Customer Client and acknowledges that the Company U TRADE MARKETS shall not be responsible for any consequences of it taking any such steps, unless the Company U TRADE MARKETS has exercised gross negligence in connection herewith. The Customer Client shall execute the documents and take the action as the Company U TRADE MARKETS may request in order to protect the rights of the Company U TRADE MARKETS and its associates under this Agreement or under any agreement the Customer Client may have entered into with the CompanyU TRADE MARKETS's associates.
17.7 18.7 If the Company U TRADE MARKETS exercises its rights to sell any Security or property of the Customer Client under this Clause, it will effect such sale, without notice or liability to the CustomerClient, on behalf of the Customer Client and apply the proceeds of sale in or towards discharge of any of the CustomerClient's obligations to the Company U TRADE MARKETS or to the CompanyU TRADE MARKETS's associates.
17.8 18.8 Without prejudice to the CompanyU TRADE MARKETS's other rights under this Agreement or under prevailing law, the Company U TRADE MARKETS may, at any time and without notice, combine or consolidate any of the accounts maintained by the Customer Client with the Company U TRADE MARKETS or any of its associates and off-set any and all amounts owed to, or by, the Company U TRADE MARKETS or any of its associates in such manner as the Company U TRADE MARKETS at its reasonable discretion may determine.
Appears in 3 contracts
Samples: Client Service Agreement, Client Service Agreement, Client Service Agreement
DEFAULT AND DEFAULT REMEDIES. 17.1 12.1. The provisions contained in this Clause supplement any other rights that the Company or any of its associates have according to this Agreement, including but not limited to the Pledge Agreement referred to in Clause 10.0, and furthermore any other rights the Company has.
17.2 The Company reserves Bank has the right to retain, or make deductions from, any amounts which the Company owes to or is holding for of the Customer if any amounts are due from the Customer to the Company or Bank or/and any of the CompanyBank’s affiliates and associates.
17.3 12.2. The Customer authorizes authorises the CompanyBank, at the Company's Bank’s discretion, at any time and with without notice, to unilaterally sell, apply, set-off and/or or/and charge in any manner any or all of the Customer's property and/or ’s Securities or/and other assets or/and the proceeds of any of the same which are available in the Customer’s Investment Account or/and of which the Company Bank or any of its associates associates, including the Independent Broker and its associates, or Agents agents has custody or control, in order to discharge any or or/and all of the Customer's ’s obligations to the Company or to the Company's associatesBank.
17.4 12.3. Each and any of the following events shall constitute an EOD event of Default in relation to all of a the Customer's Contracts’s contracts, Margin TradesTransactions, securities Securities and other business with the Company Bank (regardless of whether the EOD event of Default only relates to part of the business with the Company): i if Bank):
12.3.1. If the Customer fails to make any payment or under this Brokerage Agreement or/and fails to do any other act required or fails to refrain from any act, which is restricted under this Brokerage Agreement or by at the Company at its reasonable Bank’s discretion; ii if ;
12.3.2. If the Customer fails to remit funds perform a cash Transaction necessary to enable the Company Bank or/and the Independent Broker to take delivery of the Securities under any Contract Transaction on the first due date; iii if ;
12.3.3. If the Customer fails to provide its Securities or other assets for delivery, or take provide for delivery of its Securities or other assets, under any Contract Transaction on the first due date; iv if ;
12.3.4. If the Customer dies or becomes of unsound mind; v if an application is made in respect of the Customer incapable for any action pursuant to Bankruptcy Act or any equivalent act applicable to the Customer or, if a partnership, in respect of one or more of the partners, or if a company, reason;
12.3.5. If it becomes known that a receiver, trustee, administrative receiver trustee or similar officer is appointed; vi if a petition is presented has been appointed for the winding-up or administration Customer by the court;
12.3.6. If any public law restrictions, including but not limited to tax collection, seizure, etc., are imposed on any of the Customer; vii if an order 's property and the Customer's property is made or a resolution is passed for the winding-up or administration not released from said public law restriction within 7 (seven) calendar days;
12.3.7. If any of the Customer's property is subject to collateral or/and the Customer (other than for the purposes is a guarantor, as a result of amalgamation or reconstruction with the prior written approval which any of the Company); viii if any distress, execution or other process Customer's property is levied against any property of the Customer and is not removed, discharged or paid within seven days; ix if any security created by any mortgage or charge becomes enforceable against the Customer and the mortgagee or charge takes steps subject to enforce the security or charge; x if foreclosure;
12.3.8. If any indebtedness of the Customer or any of its subsidiaries becomes immediately due and payable, or capable of being declared so due and payable, prior to its stated maturity by reason of default of the Customer (or any of its subsidiaries) or the Customer (or any of its subsidiaries) fails to discharge any indebtedness on its due date; xi ;
12.3.9. If the Customer fails to provide to the Bank any information/documents which the Bank may request at any time, or if the Customer otherwise fails to fully comply with obligations under this the Brokerage Agreement or any ContractTransaction, including refrains from complying with Margin trade requirements; xii if ;
12.3.10. If any of the representations or warranties given by the Customer are, or or/and become, untrue; xiii if ;
12.3.11. If the Company Bank, the Independent Broker or the Customer is requested to close a Contract position (or any part of a Contractthereof) by any regulatory agency or or/and authority; or xiv ;
12.3.12. If the Company Bank suspects that the Customer is behaving fraudulently or otherwise criminally;
12.3.13. If the Bank has a good reason to believe that the Customer's use of the Investment Module is harmful to the Bank or its affiliates and associates or the software, systems or hardware thereof;
12.3.14. If the Bank otherwise reasonably considers it necessary for its own protection or the protection of its affiliates and associates.
17.5 12.4. Upon the occurrence of an EODevent of Default, the Company Bank shall at its discretion be entitled to: i :
12.4.1. Sell or charge or/and pledge in any way any or all of the Customer's Securities in the Customer's Investment Account, or the Customer's collateral, assets and property which may from time to time be in the possession or control of the Company Bank or any of its associates or Agents agents and associates, including the Independent Broker, or call on any guarantee, without any notice or court judgement/order. Sale of a Security, assets and property shall take place by means that the Company Bank in its reasonable discretion determines and at the price that the Company Bank in its reasonable discretion determines to be the best obtainable, provided that the Company Bank shall provide send the Customer a seven seven-day (7) day notice period via any communication means defined by the Bank before realizing selling any Security of any the Customer, unless immediate sale is necessary to avoid or limit reduce a loss; buy ;
12.4.2. Buy or sell any Security, investment or other property where this is, or is in the reasonable opinion of the Company Bank likely to be, necessary in order for the Company Bank or the Independent Broker to fulfill its obligations under any Contract and the Transaction. The Customer shall reimburse the Company Bank for the full amount of the purchase price plus any associated costs and expenses; ii deliver ;
12.4.3. Deliver any Security, investment or property to any third partyThird Party, or otherwise take any action the Company Bank considers to be desirable in order to close any Contract; iii require Transaction;
12.4.4. Require the Customer immediately to close and settle a Contract in such manner as the Company may in its reasonable discretion request; iv to enter Transaction;
12.4.5. Enter into any foreign exchange transactionTransaction, at such market rates and times as the Company Bank may determine, in order to meet obligations incurred under a Contract; v reTransaction;
12.4.6. Re-invoice all or part of any assets standing to the debit or credit of any Account (including commuting the Company's Bank’s or the Customer's ’s obligation to deliver an asset into an obligation to pay an amount equal to the market value of the asset (determined by the Company Bank at its reasonable discretion discretion) on the date re-invoicing takes place); and vi ;
12.4.7. Close-out all Contracts Transactions and net all the Customer's ’s and the CompanyBank’s obligations towards each other as of the date fixed by the Company Bank with effect to third partiesThird Parties;
12.4.8. Suspend or close the Investment Account.
17.6 12.5. The Customer authorizes authorises the Company Bank to take any or all of the steps described in this Clause Paragraph 12.4 without a prior notice to the Customer and acknowledges recognizes that the Company Bank shall not be responsible for any consequences of it taking any such steps, unless the Company Bank has exercised gross negligence in connection herewith. The Customer shall agrees to execute the documents document(s) and take the action action(s) as the Company Bank may request in order to protect the rights of the Company Bank and its associates defined/arising under this Brokerage Agreement or under any agreement the Customer may have entered into with the Company's Bank’s associates.
17.7 12.6. If the Company Bank exercises its rights to sell any Security or property of the Customer under the 12 chapter of this ClauseAgreement, it will effect such sale, without notice or liability to the Customer, on behalf of the Customer Customer, and apply the proceeds of sale in or towards discharge discharging of any of the Customer's ’s obligations to the Company Bank or to the Company's Bank’s associates.
17.8 12.7. Without prejudice to the Company's Bank’s other rights under this Agreement or under prevailing applicable law, the Company Bank may, at any time and without notice, combine or consolidate any of the accounts maintained by the Customer with the Company Bank or any of its associates and off-set offset any and all amounts owed to, or by, the Company Bank or any of its associates in such manner as the Company Bank at its reasonable discretion may determine.
Appears in 3 contracts
Samples: Brokerage Service Agreement, Brokerage Service Agreement, Brokerage Service Agreement
DEFAULT AND DEFAULT REMEDIES. 17.1 18.1. The provisions contained in this Clause supplement any other rights that the Company EVM PRIME or any of its associates have according to this Agreement, including but not limited to the Pledge Agreement referred to in Clause 10.012, and furthermore any other rights the Company EVM PRIME has.
17.2 The Company 18.2. EVM PRIME reserves the right to retain, or make deductions from, any amounts which the Company EVM PRIME owes to or is holding for the Customer Client if any amounts are due from the Customer Client to the Company EVM PRIME or the CompanyEVM PRIME’s associates.
17.3 18.3. The Customer authorizes the CompanyClient authorises EVM PRIME, at the CompanyEVM PRIME's discretion, at any time and with without notice, to sell, apply, set-off and/or charge in any manner any or all of the CustomerClient's property and/or the proceeds of any of the same of which the Company EVM PRIME or any of its associates or Agents has custody or control, in order to discharge any or all of the CustomerClient's obligations to the Company EVM PRIME or to the CompanyEVM PRIME's associates.
17.4 18.4. Each and any of the following events shall constitute an EOD Event of Default in relation to all of a CustomerClient's Contracts, Margin Trades, securities and other business with the Company EVM PRIME (regardless of whether the EOD Event of Default only relates to part of the business with the CompanyEVM PRIME): i if the Customer Client fails to make any payment or fails to do any other act required under this Agreement or by the Company EVM PRIME at its reasonable discretion; ii if the Customer Client fails to remit funds necessary to enable the Company EVM PRIME to take delivery under any Contract on the first due date; iii if the Customer Client fails to provide assets for delivery, or take delivery of assets, under any Contract on the first due date; iv if the Customer Client dies or becomes of unsound mind; v if an application is made in respect of the Customer Client for any action pursuant to Bankruptcy Act or any equivalent act applicable to the Customer Client or, if a partnership, in respect of one or more of the partners, or if a company, that a receiver, trustee, administrative receiver or similar officer is appointed; vi if a petition is presented for the winding-up or administration of the CustomerClient; vii if an order is made or a resolution is passed for the winding-up or administration of the Customer Client (other than for the purposes of amalgamation or reconstruction with the prior written approval of the CompanyEVM PRIME); viii if any distress, execution or other process is levied against any property of the Customer Client and is not removed, discharged or paid within seven days; ix if any security created by any mortgage or charge becomes enforceable against the Customer Client and the mortgagee or charge chargee takes steps to enforce the security or charge; x if any indebtedness of the Customer Client or any of its subsidiaries becomes immediately due and payable, or capable of being declared so due and payable, prior to its stated maturity by reason of default of the Customer Client (or any of its subsidiaries) or the Customer Client (or any of its subsidiaries) fails to discharge any indebtedness on its due date; xi if the Customer Client fails to fully comply with obligations under this Agreement or any Contract, including refrains from complying with Margin requirementsMarginrequirements; xii if any of the representations or warranties given by the Customer Client are, or become, untrue; xiii if the Company EVM PRIME or the Customer Client is requested to close a Contract (or any part of a Contract) by any regulatory agency or authority; or xiv If the Company if EVM PRIME reasonably considers it necessary for its own protection or the protection of its associates.
17.5 18.5. Upon the occurrence of an EODEvent of Default, the Company EVM PRIME shall at its discretion be entitled to: i Sell sell or charge in any way any or all of the CustomerClient's collateral, assets and property which may from time to time be in the possession or control of the Company EVM PRIME or any of its associates or Agents or call on any guarantee, without any notice or court order. Sale of Security, assets and property shall take place by means that the Company EVM PRIME in its reasonable discretion determines and at the price that the Company EVM PRIME in its reasonable discretion determines to be the best obtainable, provided that the Company EVM PRIME shall provide a seven (7) -day notice period before realizing Security of any CustomerClient, unless immediate sale is necessary to avoid or limit a loss; ii buy or sell any Security, investment or other property where this is, or is in the reasonable opinion of the Company EVM PRIME likely to be, necessary in order for the Company EVM PRIME to fulfill its obligations under any Contract and the Customer Client shall reimburse the Company EVM PRIME for the full amount of the purchase price plus any associated costs and expenses; ii iii deliver any Security, investment or property to any third party, or otherwise take any action the Company EVM PRIME considers to be desirable in order to close any Contract; iii iv require the Customer Client immediately to close and settle a Contract in such manner as the Company EVM PRIME may in its reasonable discretion request; iv v to enter into any foreign exchange transaction, at such market rates and times as the Company EVM PRIME may determine, in order to meet obligations incurred under a Contract; v re-invoice vi reinvoice all or part of any assets standing to the debit or credit of any Account (including commuting the CompanyEVM PRIME's or the CustomerClient's obligation to deliver an asset into an obligation to pay an amount equal to the market value of the asset (determined by the Company EVM PRIME at its reasonable discretion discretion) on the date re-invoicing reinvoicing takes place); and vi Closevii close-out all Contracts and net all the CustomerClient's and the CompanyEVM PRIME’s obligations towards each other as of the date fixed by the Company EVM PRIME with effect to third partiesthirdparties.
17.6 18.6. The Customer authorizes the Company Client authorises EVM PRIME to take any or all of the steps described in this Clause without notice to the Customer Client and acknowledges that the Company EVM PRIME shall not be responsible for any consequences of it taking any such steps, unless the Company EVM PRIME has exercised gross negligence in connection herewith. The Customer Client shall execute the documents and take the action as the Company EVM PRIME may request in order to protect the rights of the Company EVM PRIME and its associates under this Agreement or under any agreement the Customer Client may have entered into with the CompanyEVM PRIME's associates.
17.7 18.7. If the Company EVM PRIME exercises its rights to sell any Security or property of the Customer Client under this Clause, it will effect such sale, without notice or liability to the CustomerClient, on behalf of the Customer Client and apply the proceeds of sale in or towards discharge of any of the CustomerClient's obligations to the Company EVM PRIME or to the CompanyEVM PRIME's associates.
17.8 18.8. Without prejudice to the CompanyEVM PRIME's other rights under this Agreement or under prevailing law, the Company EVM PRIME may, at any time and without notice, combine or consolidate any of the accounts maintained by the Customer Client with the Company EVM PRIME or any of its associates and off-set any and all amounts owed to, or by, the Company EVM PRIME or any of its associates in such manner as the Company EVM PRIME at its reasonable discretion may determine.
Appears in 2 contracts
Samples: Account Opening Agreement, Account Opening Agreement
DEFAULT AND DEFAULT REMEDIES. 17.1 The provisions contained in this Clause supplement any other rights that the Company or any of its associates have according to this Agreement, including but not limited to the Pledge Agreement referred to in Clause 10.0, and furthermore any other rights the Company has.
17.2 The Company reserves the right to retain, or make deductions from, any amounts which the Company owes to or is holding for the Customer if any amounts are due from the Customer to the Company or the Company’s associates.
17.3 The Customer authorizes the Company, at the Company's discretion, at any time and with notice, to sell, apply, set-off and/or charge in any manner any or all of the Customer's property and/or the proceeds of any of the same of which the Company or any of its associates or Agents has custody or control, in order to discharge any or all of the Customer's obligations to the Company or to the Company's associates.
17.4 Each and any of the following events shall constitute an EOD in relation to all of a Customer's Contracts, Margin Trades, securities and other business with the Company (regardless of whether the EOD only relates to part of the business with the Company): i if the Customer fails to make any payment or fails to do any other act required under this Agreement or by the Company at its reasonable discretion; ii if the Customer fails to remit funds necessary to enable the Company to take delivery under any Contract on the first due date; iii if the Customer fails to provide assets for delivery, or take delivery of assets, under any Contract on the first due date; iv if the Customer dies or becomes of unsound mind; v if an application is made in respect of the Customer for any action pursuant to Bankruptcy Act or any equivalent act applicable to the Customer or, if a partnership, in respect of one or more of the partners, or if a company, that a receiver, trustee, administrative receiver or similar officer is appointed; vi if a petition is presented for the winding-up or administration of the Customer; vii if an order is made or a resolution is passed for the winding-up or administration of the Customer (other than for the purposes of amalgamation or reconstruction with the prior written approval of the Company); viii if any distress, execution or other process is levied against any property of the Customer and is not removed, discharged or paid within seven days; ix if any security created by any mortgage or charge becomes enforceable against the Customer and the mortgagee or charge takes steps to enforce the security or charge; x if any indebtedness of the Customer or any of its subsidiaries becomes immediately due and payable, or capable of being declared so due and payable, prior to its stated maturity by reason of default of the Customer (or any of its subsidiaries) or the Customer (or any of its subsidiaries) fails to discharge any indebtedness on its due date; xi if the Customer fails to fully comply with obligations under this Agreement or any Contract, including refrains from complying with Margin requirements; xii if any of the representations or warranties given by the Customer are, or become, untrue; xiii if the Company or the Customer is requested to close a Contract (or any part of a Contract) by any regulatory agency or authority; or xiv If the Company reasonably considers it necessary for its own protection or the protection of its associates.
17.5 Upon the occurrence of an EOD, the Company shall at its discretion be entitled to: i Sell or charge in any way any or all of the Customer's collateral, assets and property which may from time to time be in the possession or control of the Company or any of its associates or Agents or call on any guarantee, without any notice or court order. Sale of Security, assets and property shall take place by means that the Company in its reasonable discretion determines and at the price that the Company in its reasonable discretion determines to be the best obtainable, provided that the Company shall provide a seven (7) day notice period before realizing Security of any Customer, unless immediate sale is necessary to avoid or limit a loss; buy or sell any Security, investment or other property where this is, or is in the reasonable opinion of the Company likely to be, necessary in order for the Company to fulfill its obligations under any Contract and the Customer shall reimburse the Company for the full amount of the purchase price plus any associated costs and expenses; ii deliver any Security, investment or property to any third party, or otherwise take any action the Company considers to be desirable in order to close any Contract; iii require the Customer immediately to close and settle a Contract in such manner as the Company may in its reasonable discretion request; iv to enter into any foreign exchange transaction, at such market rates and times as the Company may determine, in order to meet obligations incurred under a Contract; v re-invoice all or part of any assets standing to the debit or credit of any Account (including commuting the Company's or the Customer's obligation to deliver an asset into an obligation to pay an amount equal to the market value of the asset (determined by the Company at its reasonable discretion on the date re-invoicing takes place); and vi Close-out all Contracts and net all the Customer's and the Company’s obligations towards each other as of the date fixed by the Company with effect to third parties.
17.6 The Customer authorizes the Company to take any or all of the steps described in this Clause without notice to the Customer and acknowledges that the Company shall not be responsible for any consequences of it taking any such steps, unless the Company has exercised gross negligence in connection herewith. The Page 39 of 54 Customer shall execute the documents and take the action as the Company may request in order to protect the rights of the Company and its associates under this Agreement or under any agreement the Customer may have entered into with the Company's associates.
17.7 If the Company exercises its rights to sell any Security or property of the Customer under this Clause, it will effect such sale, without notice or liability to the Customer, on behalf of the Customer and apply the proceeds of sale in or towards discharge of any of the Customer's obligations to the Company or to the Company's associates.
17.8 Without prejudice to the Company's other rights under this Agreement or under prevailing law, the Company may, at any time and without notice, combine or consolidate any of the accounts maintained by the Customer with the Company or any of its associates and off-set any and all amounts owed to, or by, the Company or any of its associates in such manner as the Company at its reasonable discretion may determine.
Appears in 1 contract
Samples: Client Service Agreement
DEFAULT AND DEFAULT REMEDIES. 17.1 The provisions contained in this Clause supplement any other rights that the Company or any of its associates have according to this Agreement, including but not limited to the Pledge Agreement referred to in Clause 10.0, and furthermore any other rights the Company has.
17.2 The Company reserves the right to retain, or make deductions from, any amounts which the Company owes to or is holding for the Customer if any amounts are due from the Customer to the Company or the Company’s associates.
17.3 The Customer authorizes the Company, at the Company's discretion, at any time and with notice, to sell, apply, set-off and/or and/ or charge in any manner any or all of the Customer's property and/or and/ or the proceeds of any of the same of which the Company or any of its associates or Agents has custody or control, in order to discharge any or all of the Customer's obligations to the Company or to the Company's associates.
17.4 Each and any of the following events shall constitute an EOD in relation to all of a Customer's Contracts, Margin Trades, securities and other business with the Company (regardless of whether the EOD only relates to part of the business with the Company): i if the Customer fails to make any payment or fails to do any other act required under this Agreement or by the Company at its reasonable discretion; ii if the Customer fails to remit funds necessary to enable the Company to take delivery under any Contract on the first due date; iii if the Customer fails to provide assets for delivery, or take delivery of assets, under any Contract on the first due date; iv if the Customer dies or becomes of unsound mind; v if an application is made in respect of the Customer for any action pursuant to Bankruptcy Act or any equivalent act applicable to the Customer or, if a partnership, in respect of one or more of the partners, or if a company, that a receiver, trustee, administrative receiver or similar officer is appointed; vi if a petition is presented for the winding-up or administration of the Customer; vii if an order is made or a resolution is passed for the winding-up or administration of the Customer (other than for the purposes of amalgamation or reconstruction with the prior written approval of the Company); viii if any distress, execution or other process is levied against any property of the Customer and is not removed, discharged or paid within seven days; ix if any security created by any mortgage or charge becomes enforceable against the Customer and the mortgagee or charge takes steps to enforce the security or charge; x if any indebtedness of the Customer or any of its subsidiaries becomes immediately due and payable, or capable of being declared so due and payable, prior to its stated maturity by reason of default of the Customer (or any of its subsidiaries) or the Customer (or any of its subsidiaries) fails to discharge any indebtedness on its due date; xi if the Customer fails to fully comply with obligations under this Agreement or any Contract, including refrains from complying with Margin requirements; xii if any of the representations or warranties given by the Customer are, or become, untrue; xiii if the Company or the Customer is requested to close a Contract (or any part of a Contract) by any regulatory agency or authority; or xiv If the Company reasonably considers it necessary for its own protection or the protection of its associates.
17.5 Upon the occurrence of an EOD, the Company shall at its discretion be entitled to: i Sell or charge in any way any or all of the Customer's collateral, assets and property which may from time to time be in the possession or control of the Company or any of its associates or Agents or call on any guarantee, without any notice or court order. Sale of Security, assets and property shall take place by means that the Company in its reasonable discretion determines and at the price that the Company in its reasonable discretion determines to be the best obtainable, provided that the Company shall provide a seven (7) day notice period before realizing Security of any Customer, unless immediate sale is necessary to avoid or limit a loss; buy or sell any Security, investment or other property where this is, or is in the reasonable opinion of the Company likely to be, necessary in order for the Company to fulfill its obligations under any Contract and the Customer shall reimburse the Company for the full amount of the purchase price plus any associated costs and expenses; ii deliver any Security, investment or property to any third party, or otherwise take any action the Company considers to be desirable in order to close any Contract; iii require the Customer immediately to close and settle a Contract in such manner as the Company may in its reasonable discretion request; iv to enter into any foreign exchange transaction, at such market rates and times as the Company may determine, in order to meet obligations incurred under a Contract; v re-invoice all or part of any assets standing to the debit or credit of any Account (including commuting the Company's ' s or the Customer's ' s obligation to deliver an asset into an obligation to pay an amount equal to the market value of the asset (determined by the Company at its reasonable discretion on the date re-invoicing takes place); and vi Close-out all Contracts and net all the Customer's and the Company’s obligations towards each other as of the date fixed by the Company with effect to third parties.
17.6 The Customer authorizes the Company to take any or all of the steps described in this Clause without notice to the Customer and acknowledges that the Company shall not be responsible for any consequences of it taking any such steps, unless the Company has exercised gross negligence in connection herewith. The Customer shall execute the documents and take the action as the Company may request in order to protect the rights of the Company and its associates under this Agreement or under any agreement the Customer may have entered into with the Company's associates.
17.7 If the Company exercises its rights to sell any Security or property of the Customer under this Clause, it will effect such sale, without notice or liability to the Customer, on behalf of the Customer and apply the proceeds of sale in or towards discharge of any of the Customer's obligations to the Company or to the Company's associates.
17.8 Without prejudice to the Company's other rights under this Agreement or under prevailing law, the Company may, at any time and without notice, combine or consolidate any of the accounts maintained by the Customer with the Company or any of its associates and off-set any and all amounts owed to, or by, the Company or any of its associates in such manner as the Company at its reasonable discretion may determine.
Appears in 1 contract
Samples: Client Service Agreement
DEFAULT AND DEFAULT REMEDIES. 17.1 The provisions contained in this Clause supplement any other rights that the Company or any of its associates have according to this Agreement, including but not limited to the Pledge Agreement referred to in Clause 10.0, and furthermore any other rights the Company has.
17.2 The Company reserves the right to retain, or make deductions from, any amounts which the Company owes to or is holding for the Customer if any amounts are due from the Customer to the Company or the Company’s associates.
17.3 The Customer authorizes the Company, at the Company's ’s discretion, at any time and with notice, to sell, apply, set-off and/or charge in any manner any or all of the Customer's ’s property and/or the proceeds of any of the same of which the Company or any of its associates or Agents has custody or control, in order to discharge any or all of the Customer's ’s obligations to the Company or to the Company's ’s associates.. xxx.xxxxxxxxxxxxxx.xxx | xxxx@xxxxxxxxxxxxxx.xxx | Xxxx X00, Xxxxxx Xxxxxxxx, Xx Xxxxxx Xx La Fraternite, Ile Du Port, Seychelles 35 GEMFOREX LIMITED / Client service Agreement
17.4 Each and any of the following events shall constitute an EOD in relation to all of a Customer's ’s Contracts, Margin Trades, securities and other business with businesswith the Company (regardless of whether the EOD only relates to part of the business with the Company): i ):
i. if the Customer fails to make any payment or fails to do any other act required under this Agreement or by the Company at its reasonable discretion; ii ;
ii. if the Customer fails to remit funds necessary to enable the Company to take delivery under any Contract on the first due date; iii ;
iii. if the Customer fails to provide assets for delivery, or take delivery of assets, under any Contract on the first due date; iv ;
iv. if the Customer dies or becomes of unsound mind; v ;
v. if an application is made in respect of the Customer for any action pursuant to Bankruptcy Act or any equivalent act applicable to the Customer or, if a partnership, in respect of one or more of the partners, or if a company, that a receiver, trustee, administrative receiver or similar officer is appointed; vi ;
vi. if a petition is presented for the winding-up or administration of the Customer; vii ;
vii. if an order is made or a resolution is passed for the winding-up or administration of the Customer (other than for the purposes of amalgamation purposesofamalgamation or reconstruction with the prior written approval of the Company); viii ;
viii. if any distress, execution or other process is levied against any property of the Customer and is not removed, discharged or paid within seven days; ix ;
ix. if any security created by any mortgage or charge becomes enforceable against the Customer and the mortgagee or charge takes steps to enforce the security or charge; x ;
x. if any indebtedness of the Customer or any of its subsidiaries becomes immediately due and payable, or capable of being declared so due and payable, prior to its stated maturity by reason of default of the Customer (or any of its subsidiaries) or the Customer (or any of its subsidiaries) fails to discharge any indebtedness on its due date; xi ;
xi. if the Customer fails to fully comply with obligations under this Agreement or any Contract, including refrains from complying with Margin requirements; xii if any of the representations or warranties given by the Customer are, or become, untrue; xiii if the Company or the Customer is requested to close a Contract (or any part of a Contract) by any regulatory agency or authority; or xiv If the Company reasonably considers it necessary for its own protection or the protection of its associates.
17.5 Upon the occurrence of an EOD, the Company shall at its discretion be entitled to: i Sell or charge in any way any or all of the Customer's collateral, assets and property which may from time to time be in the possession or control of the Company or any of its associates or Agents or call on any guarantee, without any notice or court order. Sale of Security, assets and property shall take place by means that the Company in its reasonable discretion determines and at the price that the Company in its reasonable discretion determines to be the best obtainable, provided that the Company shall provide a seven (7) day notice period before realizing Security of any Customer, unless immediate sale is necessary to avoid or limit a loss; buy or sell any Security, investment or other property where this is, or is in the reasonable opinion of the Company likely to be, necessary in order for the Company to fulfill its obligations under any Contract and the Customer shall reimburse the Company for the full amount of the purchase price plus any associated costs and expenses; ii deliver any Security, investment or property to any third party, or otherwise take any action the Company considers to be desirable in order to close any Contract; iii require the Customer immediately to close and settle a Contract in such manner as the Company may in its reasonable discretion request; iv to enter into any foreign exchange transaction, at such market rates and times as the Company may determine, in order to meet obligations incurred under a Contract; v re-invoice all or part of any assets standing to the debit or credit of any Account (including commuting the Company's or the Customer's obligation to deliver an asset into an obligation to pay an amount equal to the market value of the asset (determined by the Company at its reasonable discretion on the date re-invoicing takes place); and vi Close-out all Contracts and net all the Customer's and the Company’s obligations towards each other as of the date fixed by the Company with effect to third parties.
17.6 The Customer authorizes the Company to take any or all of the steps described in this Clause without notice to the Customer and acknowledges that the Company shall not be responsible for any consequences of it taking any such steps, unless the Company has exercised gross negligence in connection herewith. The Customer shall execute the documents and take the action as the Company may request in order to protect the rights of the Company and its associates under this Agreement or under any agreement the Customer may have entered into with the Company's associates.
17.7 If the Company exercises its rights to sell any Security or property of the Customer under this Clause, it will effect such sale, without notice or liability to the Customer, on behalf of the Customer and apply the proceeds of sale in or towards discharge of any of the Customer's obligations to the Company or to the Company's associates.
17.8 Without prejudice to the Company's other rights under this Agreement or under prevailing law, the Company may, at any time and without notice, combine or consolidate any of the accounts maintained by the Customer with the Company or any of its associates and off-set any and all amounts owed to, or by, the Company or any of its associates in such manner as the Company at its reasonable discretion may determine.;
Appears in 1 contract
Samples: Client Service Agreement
DEFAULT AND DEFAULT REMEDIES.
17.1 The provisions contained in this Clause supplement any other rights that the Company or any of its associates have according to this Agreement, including but not limited to the Pledge Agreement referred to in Clause 10.0, and furthermore any other rights the Company has.
17.2 The Company reserves the right to retain, or make deductions from, any amounts which the Company owes to or is holding for the Customer if any amounts are due from the Customer to the Company or the Company’s associates.
17.3 The Customer authorizes the Company, at the Company's discretion, at any time and with notice, to sell, apply, set-off and/or charge in any manner any or all of the Customer's property and/or the proceeds of any of the same of which the Company or any of its associates or Agents has custody or control, in order to discharge any or all of the Customer's obligations to the Company or to the Company's associates.
17.4 Each and any of the following events shall constitute an EOD in relation to all of a Customer's Contracts, Margin Trades, securities and other business with the Company (regardless of whether the EOD only relates to part of the business with the Company): i if the Customer fails to make any payment or fails to do any other act required under this Agreement or by the Company at its reasonable discretion; ii if the Customer fails to remit funds necessary to enable the Company to take delivery under any Contract on the first due date; iii if the Customer fails to provide assets for delivery, or take delivery of assets, under any Contract on the first due date; iv if the Customer dies or becomes of unsound mind; v if an application is made in respect of the Customer for any action pursuant to Bankruptcy Act or any equivalent act applicable to the Customer or, if a partnership, in respect of one or more of the partners, or if a company, that a receiver, trustee, administrative receiver or similar officer is appointed; vi if a petition is presented for the winding-up or administration of the Customer; vii if an order is made or a resolution is passed for the winding-up or administration of the Customer (other than for the purposes of amalgamation or reconstruction with the prior written approval of the Company); viii if any distress, execution or other process is levied against any property of the Customer and is not removed, discharged or paid within seven days; ix if any security created by any mortgage or charge becomes enforceable against the Customer and the mortgagee or charge takes steps to enforce the security or charge; x if any indebtedness of the Customer or any of its subsidiaries becomes immediately due and payable, or capable of being declared so due and payable, prior to its stated maturity by reason of default of the Customer (or any of its subsidiaries) or the Customer (or any of its subsidiaries) fails to discharge any indebtedness on its due date; xi if the Customer fails to fully comply with obligations under this Agreement or any Contract, including refrains from complying with Margin requirements; xii if any of the representations or warranties given by the Customer are, or become, untrue; xiii if the Company or the Customer is requested to close a Contract (or any part of a Contract) by any regulatory agency or authority; or xiv If the Company reasonably considers it necessary for its own protection or the protection of its associates.
17.5 Upon the occurrence of an EOD, the Company shall at its discretion be entitled to: i Sell or charge in any way any or all of the Customer's collateral, assets and property which may from time to time be in the possession or control of the Company or any of its associates or Agents or call on any guarantee, without any notice or court order. Sale of Security, assets and property shall take place by means that the Company in its reasonable discretion determines and at the price that the Company in its reasonable discretion determines to be the best obtainable, provided that the Company shall provide a seven (7) day notice period before realizing Security of any Customer, unless immediate sale is necessary to avoid or limit a loss; buy or sell any Security, investment or other property where this is, or is in the reasonable opinion of the Company likely to be, necessary in order for the Company to fulfill its obligations under any Contract and the Customer shall reimburse the Company for the full amount of the purchase price plus any associated costs and expenses; ii deliver any Security, investment or property to any third party, or otherwise take any action the Company considers to be desirable in order to close any Contract; iii require the Customer immediately to close and settle a Contract in such manner as the Company may in its reasonable discretion request; iv to enter into any foreign exchange transaction, at such market rates and times as the Company may determine, in order to meet obligations incurred under a Contract; v re-invoice all or part of any assets standing to the debit or credit of any Account (including commuting the Company's or the Customer's obligation to deliver an asset into an obligation to pay an amount equal to the market value of the asset (determined by the Company at its reasonable discretion on the date re-invoicing takes place); and vi Close-out all Contracts and net all the Customer's and the Company’s obligations towards each other as of the date fixed by the Company with effect to third parties.
17.6 The Customer authorizes the Company to take any or all of the steps described in this Clause without notice to the Customer and acknowledges that the Company shall not be responsible for any consequences of it taking any such steps, unless the Company has exercised gross negligence in connection herewith. The Customer shall execute the documents and take the action as the Company may request in order to protect the rights of the Company and its associates under this Agreement or under any agreement the Customer may have entered into with the Company's associates.
17.7 If the Company exercises its rights to sell any Security or property of the Customer under this Clause, it will effect such sale, without notice or liability to the Customer, on behalf of the Customer and apply the proceeds of sale in or towards discharge of any of the Customer's obligations to the Company or to the Company's associates.
17.8 Without prejudice to the Company's other rights under this Agreement or under prevailing law, the Company may, at any time and without notice, combine or consolidate any of the accounts maintained by the Customer with the Company or any of its associates and off-set any and all amounts owed to, or by, the Company or any of its associates in such manner as the Company at its reasonable discretion may determine.
Appears in 1 contract
Samples: Client Service Agreement
DEFAULT AND DEFAULT REMEDIES. 17.1 The provisions contained in this Clause supplement any other rights that the Company or any of its associates have according to this Agreement, including but not limited to the Pledge Agreement referred to in Clause 10.0, and furthermore any other rights the Company has.
17.2 The Company reserves the right to retain, or make deductions from, any amounts which the Company owes to or is holding for the Customer if any amounts are due from the Customer to the Company or the Company’s associates.
17.3 The Customer authorizes the Company, at the Company's discretion, at any time and with notice, to sell, apply, set-off and/or charge in any manner any or all of the Customer's property and/or the proceeds of any of the same of which the Company or any of its associates or Agents has custody or control, in order to discharge any or all of the Customer's obligations to the Company or to the Company's associates.
17.4 22.1 Each and any of the following events shall constitute an EOD in relation to all Event of a Customer's Contracts, Margin Trades, securities and other business with Default:
(a) if the Company (regardless of whether has reasonable grounds to believe that the EOD only relates to part of the business with the Company): i if the Customer fails Client failed to make any payment or fails to do that the Client is in material breach of any other act required under this Agreement or by the Company at its reasonable discretion; ii part of these Terms;
(b) if the Customer Client fails to remit funds necessary to enable the Company to take delivery under any Contract Transaction on the first due date; iii ;
(c) if the Customer Client fails to provide assets for delivery, or take delivery of assets, under any Contract Transaction on the first due date; iv ;
(d) if the Customer Client dies or becomes of unsound mind; v ;
(e) if an application the Company considers it necessary or desirable to prevent what is made in respect considered to be or might be a violation of the Customer for any action pursuant to Bankruptcy Act or any equivalent act laws, applicable to the Customer or, if a partnership, in respect of one or more of the partnersregulations, or if a company, that a receiver, trustee, administrative receiver or similar officer is appointed; vi if a petition is presented for the winding-up or administration good standard of the Customer; vii if an order is made or a resolution is passed for the winding-up or administration of the Customer market practice;
(other than for the purposes of amalgamation or reconstruction with the prior written approval of the Company); viii f) if any distress, execution or other process is levied against any property of the Customer and is not removed, discharged or paid within seven days; ix if any security created by any mortgage or charge becomes enforceable against the Customer and the mortgagee or charge takes steps to enforce the security or charge; x if any indebtedness of the Customer or any of its subsidiaries becomes immediately due and payable, or capable of being declared so due and payable, prior to its stated maturity by reason of default of the Customer (or any of its subsidiaries) or the Customer (or any of its subsidiaries) fails to discharge any indebtedness on its due date; xi if the Customer fails to fully comply with obligations under this Agreement or any Contract, including refrains from complying with Margin requirements; xii if any of the representations or warranties given by the Customer are, Client in these Terms are or become, become untrue; xiii ;
(g) if the Company or the Customer is requested to close a Contract (or any part of a Contract) by any regulatory agency or authority; or xiv If the Company reasonably considers it necessary for its own protection or the protection of any Associated Company, or if any action is taken or event occurs which the Company considers might have a material adverse effect on the Client’s ability to perform any of its associatesobligations under the Agreement;
(h) if the Client is unable to pay its debts as they fall due, or is bankrupt or insolvent as defined under any bankruptcy or insolvency law applicable to the Client;
(i) if the Client commences a voluntary case or other procedure, or an involuntary case or procedure is commenced against the Client, seeking or proposing liquidation, reorganisation, an arrangement or composition, a freeze or moratorium, or other similar relief with respect to the Client or its debts under any bankruptcy, insolvency, regulatory, supervisory or similar law (including any corporate law or other law applicable to the Client, if insolvent) or seeking the appointment of a trustee, receiver, liquidator, conservator, administrator, insolvency officer, or other similar official (each an “Insolvency Officer”) of the Client or any part of the Client’s assets, or if the Client takes any corporate action to authorise the foregoing;
(j) if the Client, or any Insolvency Officer acting on behalf of the Client, disaffirms, disclaims or repudiates any obligation under this Agreement; or
(k) if any Event of Default (however described) occurs in relation to any other agreement that the Client may have with the Company.
17.5 22.2 Upon the occurrence of an EODEvent of Default, the Company shall at may, in its discretion be entitled to: i Sell sole and absolute discretion, take all or charge any of the following actions:
(a) close any Open Positions or cancel any Orders on the Client’s Account;
(b) prohibit the Client from accessing or using the Client’s Account;
(c) suspend or in any way limit or restrict the Client’s ability to place any Order, give any instruction or effectuate any Transaction in relation to the Client’s Account;
(d) vary the Margin Requirements applicable to the Client;
(e) reverse any Transactions (as if they had never been entered into in the first place) and the effect of such Transactions on the Client’s Account;
(f) require the Client to close any or all of its Open Positions by a specified date selected by the Customer's collateral, assets and property which may from time to time be in the possession Company;
(g) make appropriate deductions or control of the Company or any of its associates or Agents or call on any guarantee, credits;
(h) terminate these Terms immediately without any notice or court order. Sale of Security, assets and property shall take place by means that the Company in its reasonable discretion determines and at the price that the Company in its reasonable discretion determines to be the best obtainable, provided that the Company shall provide a seven (7) day notice period before realizing Security of any Customer, unless immediate sale is necessary to avoid or limit a loss; buy or sell any Security, investment or other property where this isnotice, or is in the reasonable opinion of the Company likely to be, necessary in order for the Company to fulfill its obligations under any Contract and the Customer shall reimburse the Company for the full amount of the purchase price plus any associated costs and expenses; ii deliver any Security, investment or property to any third party, or otherwise take any action the Company considers to be desirable in order to close any Contract; iii require the Customer immediately to close and settle with notice with termination occurring on a Contract in such manner as the Company may in its reasonable discretion request; iv to enter into any foreign exchange transaction, at such market rates and times as the Company may determine, in order to meet obligations incurred under a Contract; v re-invoice all or part of any assets standing to the debit or credit of any Account (including commuting specified date selected by the Company's or the Customer's obligation to deliver an asset into an obligation to pay an amount equal to the market value of the asset ;
(determined by the Company at its reasonable discretion on the date re-invoicing takes place); and vi Close-out all Contracts and net all the Customer's and i) exercise the Company’s obligations towards each other as right of set-off; and/or
(j) to pay to the date fixed Client the fair market value at the time the Company exercises such right, of any investments held by the Company with effect Company, its Associated Companies or Agents, instead of returning to third partiesthe Client investments equivalent to those credited on its Account.
17.6 22.3 The Customer authorizes Client authorises the Company to take any or all of the steps actions described in this Clause clause 22.2 of these Terms without notice to the Customer Client and acknowledges that the Company shall not be responsible for any consequences of it its taking any such stepsactions, unless the Company has exercised gross negligence in connection herewith. The Customer Client shall execute the documents and take the any action as the Company may request in order to protect the rights of the Company and its associates Associated Companies under this Agreement the Terms or under any agreement the Customer Client may have entered into with the any Associated Company's associates.
17.7 If the Company exercises its rights to sell any Security or property of the Customer under this Clause, it will effect such sale, without notice or liability to the Customer, on behalf of the Customer and apply the proceeds of sale in or towards discharge of any of the Customer's obligations to the Company or to the Company's associates.
17.8 Without prejudice to the Company's other rights under this Agreement or under prevailing law, the Company may, at any time and without notice, combine or consolidate any of the accounts maintained by the Customer with the Company or any of its associates and off-set any and all amounts owed to, or by, the Company or any of its associates in such manner as the Company at its reasonable discretion may determine.
Appears in 1 contract
Samples: Terms of Business
DEFAULT AND DEFAULT REMEDIES. 17.1 The provisions contained in this Clause supplement any other rights that the Company or any of its associates have according to this Agreement, including but not limited to the Pledge Agreement referred to in Clause 10.0, and furthermore any other rights the Company has.
17.2 The Company reserves the right to retain, or make deductions from, any amounts which the Company owes to or is holding for the Customer if any amounts are due from the Customer to the Company or the Company’s associates.
17.3 The Customer authorizes the Company, at the Company's discretion, at any time and with notice, to sell, apply, set-off and/or charge in any manner any or all of the Customer's property and/or the proceeds of any of the same of which the Company or any of its associates or Agents has custody or control, in order to discharge any or all of the Customer's obligations to the Company or to the Company's associates.
17.4 Each and any of the following events shall constitute an EOD in relation to all of a Customer's Contracts, Margin Trades, securities and other business with the Company (regardless of whether the EOD only relates to part of the business with the Company): i if the Customer fails to make any payment or fails to do any other act required under this Agreement or by the Company at its reasonable discretion; ii if the Customer fails to remit funds necessary to enable the Company to take delivery under any Contract on the first due date; iii if the Customer fails to provide assets for delivery, or take delivery of assets, under any Contract on the first due date; iv if the Customer dies or becomes of unsound mind; v if an application is made in respect of the Customer for any action pursuant to Bankruptcy Act or any equivalent act applicable to the Customer or, if a partnership, in respect of one or more of the partners, or if a company, that a receiver, trustee, administrative receiver or similar officer is appointed; vi if a petition is presented for the winding-up or administration of the Customer; vii if an order is made or a resolution is passed for the winding-up or administration of the Customer (other than for the purposes of amalgamation or reconstruction with the prior written approval of the Company); viii if any distress, execution or other process is levied against any property of the Customer and is not removed, discharged or paid within seven days; ix if any security created by any mortgage or charge becomes enforceable against the Customer and the mortgagee or charge takes steps to enforce the security or charge; x if any indebtedness of the Customer or any of its subsidiaries becomes immediately due and payable, or capable of being declared so due and payable, prior to its stated maturity by reason of default of the Customer (or any of its subsidiaries) or the Customer (or any of its subsidiaries) fails to discharge any indebtedness on its due date; xi if the Customer fails to fully comply with obligations under this Agreement or any Contract, including refrains from complying with Margin requirements; xii if any of the representations or warranties given by the Customer are, or become, untrue; xiii if the Company or the Customer is requested to close a Contract (or any part of a Contract) by any regulatory agency or authority; or xiv If the Company reasonably considers it necessary for its own protection or the protection of its associates.
17.5 Upon the occurrence of an EOD, the Company shall at its discretion be entitled to: i Sell or charge in any way any or all of the Customer's collateral, assets and property which may from time to time be in the possession or control of the Company or any of its associates or Agents or call on any guarantee, without any notice or court order. Sale of Security, assets and property shall take place by means that the Company in its reasonable discretion determines and at the price that the Company in its reasonable discretion determines to be the best obtainable, provided that the Company shall provide a seven (7) day notice period before realizing Security of any Customer, unless immediate sale is necessary to avoid or limit a loss; ii buy or sell any Security, investment or other property where this is, or is in the reasonable opinion of the Company likely to be, necessary in order for the Company to fulfill its obligations under any Contract and the Customer shall reimburse the Company for the full amount of the purchase price plus any associated costs and expenses; ii iii deliver any Security, investment or property to any third party, or otherwise take any action the Company considers to be desirable in order to close any Contract; iii iv require the Customer immediately to close and settle a Contract in such manner as the Company may in its reasonable discretion request; iv v to enter into any foreign exchange transaction, at such market rates and times as the Company may determine, in order to meet obligations incurred under a Contract; v vi re-invoice all or part of any assets standing to the debit or credit of any Account (including commuting the Company's or the Customer's obligation to deliver an asset into an obligation to pay an amount equal to the market value of the asset (determined by the Company at its reasonable discretion on the date re-invoicing takes place); and vi vii Close-out all Contracts and net all the Customer's and the Company’s obligations towards each other as of the date fixed by the Company with effect to third parties.
17.6 The Customer authorizes the Company to take any or all of the steps described in this Clause without notice to the Customer and acknowledges that the Company shall not be responsible for any consequences of it taking any such steps, unless the Company has exercised gross negligence in connection herewith. The Customer shall execute the documents and take the action as the Company may request in order to protect the rights of the Company and its associates under this Agreement or under any agreement the Customer may have entered into with the Company's associates.
17.7 If the Company exercises its rights to sell any Security or property of the Customer under this Clause, it will effect such sale, without notice or liability to the Customer, on behalf of the Customer and apply the proceeds of sale in or towards discharge of any of the Customer's obligations to the Company or to the Company's associates.
17.8 Without prejudice to the Company's other rights under this Agreement or under prevailing law, the Company may, at any time and without notice, combine or consolidate any of the accounts maintained by the Customer with the Company or any of its associates and off-set any and all amounts owed to, or by, the Company or any of its associates in such manner as the Company at its reasonable discretion may determine.
Appears in 1 contract
Samples: Client Service Agreement
DEFAULT AND DEFAULT REMEDIES. 17.1 16.1 The provisions contained in this Clause supplement any other rights that the Company or any of its associates have according to this Agreement, including but not limited to the Pledge Agreement referred to in Clause 10.0, and furthermore any other rights the Company has.
17.2 16.2 The Company reserves the right to retain, or make deductions from, any amounts which the Company owes to or is holding for the Customer if any amounts are due from the Customer to the Company or the Company’s associates.
17.3 16.3 The Customer authorizes the Company, at the Company's discretion, at any time and with notice, to sell, apply, set-off and/or charge in any manner any or all of the Customer's property and/or the proceeds of any of the same of which the Company or any of its associates or Agents has custody or control, in order to discharge any or all of the Customer's obligations to the Company or to the Company's associates.
17.4 16.4 Each and any of the following events shall constitute an EOD in relation to all of a Customer's Contracts, Margin Trades, securities and other business with the Company (regardless of whether the EOD only relates to part of the business with the Company): i if the Customer fails to make any payment or fails to do any other act required under this Agreement or by the Company at its reasonable discretion; ii if the Customer fails to remit funds necessary to enable the Company to take delivery under any Contract on the first due date; iii if the Customer fails to provide assets for delivery, or take delivery of assets, under any Contract on the first due date; iv if the Customer dies or becomes of unsound mind; v if an application is made in respect of the Customer for any action pursuant to Bankruptcy Act or any equivalent act applicable to the Customer or, if a partnership, in respect of one or more of the partners, or if a company, that a receiver, trustee, administrative receiver or similar officer is appointed; vi if a petition is presented for the winding-up or administration of the Customer; vii if an order is made or a resolution is passed for the winding-up or administration of the Customer (other than for the purposes of amalgamation or reconstruction with the prior written approval of the Company); viii if any distress, execution or other process is levied against any property of the Customer and is not removed, discharged or paid within seven days; ix if any security created by any mortgage or charge becomes enforceable against the Customer and the mortgagee or charge takes steps to enforce the security or charge; x if any indebtedness of the Customer or any of its subsidiaries becomes immediately due and payable, or capable of being declared so due and payable, prior to its stated maturity by reason of default of the Customer (or any of its subsidiaries) or the Customer (or any of its subsidiaries) fails to discharge any indebtedness on its due date; xi if the Customer fails to fully comply with obligations under this Agreement or any Contract, including refrains from complying with Margin requirements; xii if any of the representations or warranties given by the Customer are, or become, untrue; xiii if the Company or the Customer is requested to close a Contract (or any part of a Contract) by any regulatory agency or authority; or xiv If the Company reasonably considers it necessary for its own protection or the protection of its associates.
17.5 16.5 Upon the occurrence of an EOD, the Company shall at its discretion be entitled to: i Sell or charge in any way any or all of the Customer's collateral, assets and property which may from time to time be in the possession or control of the Company or any of its associates or Agents or call on any guarantee, without any notice or court order. Sale of Security, assets and property shall take place by means that the Company in its reasonable discretion determines and at the price that the Company in its reasonable discretion determines to be the best obtainable, provided that the Company shall provide a seven (7) day notice period before realizing Security of any Customer, unless immediate sale is necessary to avoid or limit a loss; buy or sell any Security, investment or other property where this is, or is in the reasonable opinion of the Company likely to be, necessary in order for the Company to fulfill its obligations under any Contract and the Customer shall reimburse the Company for the full amount of the purchase price plus any associated costs and expenses; ii deliver any Security, investment or property to any third party, or otherwise take any action the Company considers to be desirable in order to close any Contract; iii require the Customer immediately to close and settle a Contract in such manner as the Company may in its reasonable discretion request; iv to enter into any foreign exchange transaction, at such market rates and times as the Company may determine, in order to meet obligations incurred under a Contract; v re-invoice all or part of any assets standing to the debit or credit of any Account (including commuting the Company's or the Customer's obligation to deliver an asset into an obligation to pay an amount equal to the market value of the asset (determined by the Company at its reasonable discretion on the date re-invoicing takes place); and vi Close-out all Contracts and net all the Customer's and the Company’s obligations towards each other as of the date fixed by the Company with effect to third parties.
17.6 16.6 The Customer authorizes the Company to take any or all of the steps described in this Clause without notice to the Customer and acknowledges that the Company shall not be responsible for any consequences of it taking any such steps, unless the Company has exercised gross negligence in connection herewith. The Customer shall execute the documents and take the action as the Company may request in order to protect the rights of the Company and its associates under this Agreement or under any agreement the Customer may have entered into with the Company's associates.
17.7 16.7 If the Company exercises its rights to sell any Security or property of the Customer under this Clause, it will effect such sale, without notice or liability to the Customer, on behalf of the Customer and apply the proceeds of sale in or towards discharge of any of the Customer's obligations to the Company or to the Company's associates.
17.8 16.8 Without prejudice to the Company's other rights under this Agreement or under prevailing law, the Company may, at any time and without notice, combine or consolidate any of the accounts maintained by the Customer with the Company or any of its associates and off-set any and all amounts owed to, or by, the Company or any of its associates in such manner as the Company at its reasonable discretion may determine.
Appears in 1 contract
Samples: Client Service Agreement
