Common use of PURPOSE AND STRUCTURE Clause in Contracts

PURPOSE AND STRUCTURE. 2.1 GTJAFX is licensed by the SFC to carry on a business in Type 3 (leveraged foreign exchange trading) regulated activity (CE No. AUZ981). This Client Agreement sets out the terms and conditions applicable to: (i) all FX transactions which are Leveraged FX Transactions, spots, forwards, options, swaps or NDF Transactions (or such other types of FX transactions agreed between the Parties), in each case linked to one or more Currencies, between GTJAFX and the Client (each an "FX Transaction" and together, the "FX Transactions"); and (ii) all Bullion Transactions which are Leveraged Bullion Transactions or cash settled transaction for the spot sale of Bullion (or such other types of Bullion transactions agreed between the Parties) (each a “Bullion Transaction” and together, the “Bullion Transactions”). 2.2 GTJAFX is entering into this Agreement, including each Transaction, as principal and not as agent of any person or entity. 2.3 A Transaction is a transaction agreed between GTJAFX and the Client, in any form, including orally. Upon agreement to a Transaction, the Parties shall be irrevocably and legally bound by the Transaction and GTJAFX will issue a confirmation or daily statement specifying and evidencing the specific terms of the Transaction (the "Confirmation"), and will send such Confirmation to the Client in accordance with Clause 25 (Communication). A failure by GTJAFX to issue a Confirmation shall not prejudice or invalidate the terms of any Transaction. To the extent that any Transactions involve derivative products, GTJAFX shall upon request provide product specifications and any prospectus or offering documents covering such derivative products. 2.4 The Client shall promptly review each Confirmation sent by GTJAFX and, if the Client is of the view that any particular Confirmation does not reflect the Client's understanding of the relevant Transaction, the Client shall notify GTJAFX immediately in writing upon receipt of the Confirmation and in any event no later than one Business Day after the date on which the Client receives the Confirmation. If the Client does not receive a Confirmation within two (2) Business Days after the date on which the Transaction has been entered into, the Client must promptly notify GTJAFX. If GTJAFX does not receive any such notification within these time limits, the Confirmation, absent manifest error, shall be binding on both GTJAFX and the Client. 2.5 In the event of inconsistency or discrepancy, the terms of a Confirmation for the purpose of the relevant Transaction will prevail over the terms of this Client Agreement, unless otherwise specified in such Confirmation. 2.6 Where two or more Clients' names are set out on the signature page of the Account Opening Form, each Client shall be a joint tenant with right of survivorship. Each Client's liabilities and obligations shall be joint and several. In the event of death of either or any Client, the entire interest in any account opened on the Client's behalf shall be vested in the survivor or survivors on the same terms and conditions. Each Client shall have authority without notice to the other(s) to exercise all his rights, powers and discretions hereunder and generally to deal with GTJAFX as if each of them alone were the holder of the relevant Account. GTJAFX may follow the Instruction of any of them concerning each Account and shall not be obliged to inquire into or see the application of any monies as between the joint accountholders. 2.7 GTJAFX may act upon any Instruction it reasonably believes to be from the Client or one of the Client's Authorised Representatives, and shall not be under any obligation to verify the authenticity of such person or such Instruction. GTJAFX may decline to act on any Instruction if GTJAFX doubts the authenticity of the Instruction or GTJAFX reasonably believes it to be ambiguous or conflicting. GTJAFX shall not be liable for any loss that may be incurred by any Client as a result of GTJAFX declining to act on any such Instruction or GTJAFX acting on any unauthorised Instruction which GTJAFX reasonably believes to be genuine. Each Client shall indemnify and reimburse GTJAFX for all costs, claims, damages, losses and expenses of reasonable amount which GTJAFX may reasonably incur as a result of GTJAFX declining to act or acting on any Instruction. 2.8 Each of the Client's Authorised Representatives shall severally have full authority to act for the Client in all respects, including entering into any Transactions on the Client's behalf, making or receiving payments, and giving any Instructions (written and oral) on the Client's behalf to GTJAFX, unless and until GTJAFX has received a notice in writing that such authorisation has been revoked or ceased to have effect. 2.9 If GTJAFX solicits the sale of or recommends any financial product to the Client, the financial product must be reasonably suitable for the Client, having regard to the Client's financial situation, investment experience and investment objectives. No other provision of this Client Agreement or any other document GTJAFX may ask the Client to sign and no statement GTJAFX may ask the Client to make derogates from this Clause. "Financial product" means any securities, futures contracts or FX contracts as defined under the SFO.

PURPOSE AND STRUCTURE. 2.1 GTJAFX is licensed by the SFC to carry on a business in Type 3 (leveraged foreign exchange trading) regulated activity (CE No. AUZ981). This Client Agreement sets out the terms and conditions applicable to: (i) to all FX transactions which are Leveraged FX Transactions, spots, forwards, options, swaps or NDF Transactions (or such other types of FX transactions agreed between the Parties)Transactions, in each case linked to one or more Currencies, between GTJAFX and the Client (each an "FX Transaction" and together, the "FX Transactions"); and (ii) all Bullion Transactions which are Leveraged Bullion Transactions or cash settled transaction for the spot sale of Bullion (or such other types of Bullion transactions agreed between the Parties) (each a “Bullion Transaction” and together, the “Bullion Transactions”). 2.2 GTJAFX is entering into this Agreement, including each FX Transaction, as principal and not as agent of any person or entity. 2.3 A An FX Transaction is a transaction agreed between GTJAFX and the Client, in any form, including orally. Upon agreement to a an FX Transaction, the Parties shall be irrevocably and legally bound by the FX Transaction and GTJAFX will issue a confirmation or daily statement specifying and evidencing the specific terms of the FX Transaction (the "Confirmation"), and will send such Confirmation to the Client in accordance with Clause 25 24 (Communication). A failure by GTJAFX to issue a Confirmation shall not prejudice or invalidate the terms of any FX Transaction. To the extent that any FX Transactions involve derivative products, GTJAFX shall upon request provide product specifications and any prospectus or offering documents covering such derivative products. 2.4 The Client shall promptly review each Confirmation sent by GTJAFX and, if the Client is of the view that any particular Confirmation does not reflect the Client's understanding of the relevant FX Transaction, the Client shall notify GTJAFX immediately in writing upon receipt of the Confirmation and in any event no later than one Business Day after the date on which the Client receives the Confirmation. If the Client does not receive a Confirmation within two (2) Business Days after the date on which the FX Transaction has been entered into, the Client must promptly notify GTJAFX. If GTJAFX does not receive any such notification within these time limits, the Confirmation, absent manifest error, shall be binding on both GTJAFX and the Client. 2.5 In the event of inconsistency or discrepancy, the terms of a Confirmation for the purpose of the relevant FX Transaction will prevail over the terms of this Client Agreement, unless otherwise specified in such Confirmation. 2.6 Where two or more Clients' names are set out on the signature page of the Account Opening Form, each Client shall be a joint tenant with right of survivorship. Each Client's ’s liabilities and obligations shall be joint and several. In the event of death of either or any Client, the entire interest in any account opened on the Client's ’s behalf shall be vested in the survivor or survivors on the same terms and conditions. Each Client shall have authority without notice to the other(s) to exercise all his rights, powers and discretions hereunder and generally to deal with GTJAFX as if each of them alone were the holder of the relevant Account. GTJAFX may follow the Instruction of any of them concerning each Account and shall not be obliged to inquire into or see the application of any monies as between the joint accountholders. 2.7 GTJAFX may act upon any Instruction it reasonably believes to be from the Client or one of the Client's Authorised Representatives, and shall not be under any obligation to verify the authenticity of such person or such Instruction. GTJAFX may decline to act on any Instruction if GTJAFX doubts the authenticity of the Instruction or GTJAFX reasonably believes it to be ambiguous or conflicting. GTJAFX shall not be liable for any loss that may be incurred by any Client as a result of GTJAFX declining to act on any such Instruction or GTJAFX acting on any unauthorised Instruction which GTJAFX reasonably believes to be genuine. Each Client shall indemnify and reimburse GTJAFX for all costs, claims, damages, losses and expenses of reasonable amount which GTJAFX may reasonably incur as a result of GTJAFX declining to act or acting on any Instruction. 2.8 Each of the Client's Authorised Representatives shall severally have full authority to act for the Client in all respects, including entering into any FX Transactions on the Client's behalf, making or receiving payments, and giving any Instructions (written and oral) on the Client's behalf to GTJAFX, unless and until GTJAFX has received a notice in writing that such authorisation has been revoked or ceased to have effect. 2.9 If GTJAFX solicits the sale of or recommends any financial product to the Client, the financial product must be reasonably suitable for the Client, having regard to the Client's financial situation, investment experience and investment objectives. No other provision of this Client Agreement or any other document GTJAFX may ask the Client to sign and no statement GTJAFX may ask the Client to make derogates from this Clause. "Financial product" means any securities, futures contracts or FX contracts as defined under the SFO.