Maybank Kim Eng Securities Pte Ltd. Terms and Conditions. for. Futures/Options Trading

Transcription

1 Maybank Kim Eng Securities Pte Ltd Terms and Conditions for Futures/Options Trading Telephone Website : (65) (Singapore and Overseas) : [email protected] : Maybank Kim Eng Securities Pte Ltd 50 North Canal Road Singapore I

2 Part VIII. TERMS AND CONDITIONS FOR FUTURES/OPTIONS TRADING This Part VIII of the T&C (defined below) and Part I of the T&C shall govern all Futures/Options Trading by the Client through Maybank Kim Eng Securities Pte Ltd ( Maybank Kim Eng ). For the purposes of this Part VIII of the T&C, Part I of the T&C shall be deemed to be incorporated herein and in the event of any conflict between this Part VIII of the T&C and Part I of the T&C, this Part VIII of the T&C shall prevail with respect to the Futures/Options Contracts. Please read this Part VIII of the T&C carefully as it contains important information concerning the Client's and Maybank Kim Eng s rights and obligations in relation to the Services Maybank Kim Eng agrees to provide the Client. The Client should inform Maybank Kim Eng as soon as possible if there is anything which the Client does not understand. INTRODUCTION This Part VIII of the T&C, together with any appendices and/or schedules and accompanying documents, as amended from time to time ( Part VIII of the T&C ), applies to the Client. This Part VIII of the T&C sets out the terms of the contract between Maybank Kim Eng and the Client with respect to Futures/Options Contracts. The provisions of this Part VIII of the T&C are legally binding and shall take effect and be deemed accepted when the Client acknowledges and signs on the Account Application Form. Maybank Kim Eng will deal with the Client on an execution only basis at all times. Please note that Maybank Kim Eng shall not provide nor be deemed to provide the Client with any advice on the merits of the Client entering into this Part VIII of the T&C or into any Transaction, and the Client shall acknowledge and agree to the same by signing on the acknowledgement form set out in Appendix A of this Part VIII of the T&C. Maybank Kim Eng shall also not provide nor be deemed to provide to the Client with any tax or financial advice on the same. The Client should seek independent advice before entering into this Part VIII of the T&C and/or into any Transaction. This Part VIII of the T&C sets out important aspects of the relationship between Maybank Kim Eng and the Client. The Client is asked to confirm its acceptance of this Part VIII of the T&C by signing and returning the signature page of the Account Application Form. Capitalised terms shall have the meanings given to them in Clause GENERAL INFORMATION 1.1 Maybank Kim Eng s capacity: Maybank Kim Eng may, in its sole and absolute discretion, act either for its own accounts, or for the accounts of any other entity in which Maybank Kim Eng or any of its Affiliates has an interest, in respect of any Transaction, whether such Transaction is effected on the Client s Order(s) or otherwise, and shall not be required to inform the Client of the same. Where Maybank Kim Eng assumes the role of the counterparty to any Transaction, Maybank Kim Eng shall be entitled to all gains, profits and benefits derived from such Transaction. Maybank Kim Eng may engage or appoint any person (who is not an Officer or an Affiliate) to carry out any Order or to exercise any authority granted to Maybank Kim Eng by the Client (whether under this Part VIII of the T&C or otherwise) and, provided Maybank Kim Eng has engaged or appointed such person in good faith, Maybank Kim Eng shall not be liable to the Client for any and all Loss suffered or incurred by the Client as a result of any act or omission of such person or entity. 1.2 Client s capacity: The Client will enter into Transactions as principal unless otherwise agreed in writing by Maybank Kim Eng. The Client may, at its own risk and expense, appoint an agent to act on its behalf in relation to the Account(s). Accordingly, the Client shall be solely responsible for all actions and purported actions of any such agent giving Orders on its behalf. Such agent shall not be construed to be Maybank Kim Eng s agent or Officer. Maybank Kim Eng is authorised and entitled to act on all such Orders from or purported to be from the Client s agent. In the event of any conflict or inconsistency between the Client s Orders and those from such agent, the Client s Orders shall prevail except where the Orders of such agent have already been carried out. In addition, notwithstanding any other provision of this Part VIII of the T&C, Maybank Kim Eng reserves the right not to recognise or accept any Orders from any agent appointed by Company Reg No N 2

3 the Client if Maybank Kim Eng is of the opinion that: (i) (ii) the agent is or may be a professional agent or trader who may require licensing by the Relevant Body and the Client fails to demonstrate to the satisfaction of Maybank Kim Eng that the agent is so licensed; or recognition or acceptance of Orders from the agent may prejudice Maybank Kim Eng s interests. (d) Maybank Kim Eng may exercise the right not to recognise or accept any Orders from any agent at any time. In particular, Maybank Kim Eng may exercise such rights even if Maybank Kim Eng had previously recognised or accepted Orders from such agent. Without prejudice to Clause 1.2, Maybank Kim Eng may reject the appointment of any agent by the Client and in so doing shall promptly inform the Client of such rejection. 1.3 Sophisticated investor: The Client acknowledges that in the event that it is regarded as a sophisticated market participant and it meets the applicable criteria, the Client will be categorised as a professional counterparty (which includes similar terminology in respect of different Markets including, without limitation, terms such as professional investor, accredited investor, expert investor and institutional investor ) ( Professional Counterparty ) and in such event, Maybank Kim Eng s responsibility to the Client as a Professional Counterparty shall be limited to those mandatorily required by any Applicable Regulations. 1.4 Language of Communications: The Client shall communicate with Maybank Kim Eng in English. All Maybank Kim Eng standard documents will be available in English. If a document is translated into another language this will be for information purposes only and the English version will prevail. 1.5 Commencement: This Part VIII of the T&C supersedes any previous agreement between Maybank Kim Eng and the Client on the same subject matter and takes effect when the Client signifies the Client s acceptance of this Part VIII of the T&C by signing and returning the signature page of Section 6 or Section 4 (as the case may be) of the Account Application Form. By completing and signing Section 6 or Section 4 (as the case may be) of the Account Application Form, the Client confirms that the Client has read, understood and agrees to be bound by this Part VIII of the T&C with Maybank Kim Eng. 1.6 Amendments: This Part VIII of the T&C may be amended from time to time as set out in Clause Any changes to this Part VIII of the T&C will not apply to Transactions entered into prior to the date on which the changes become effective unless specifically agreed otherwise. Any amendments to this Part VIII of the T&C shall be deemed accepted if and when the Client places an Order with Maybank Kim Eng after the date on which the changes become effective. 1.7 Disclosure Authorisation by the Client: The Client authorises, consents and agrees to the disclosure by Maybank Kim Eng, and/or any Officer or agent of Maybank Kim Eng at any time and from time to time of any or all information in respect of any particulars or Transactions of the Client or in respect of any Account to any person in Maybank Kim Eng, any Relevant Body, or any other person which Maybank Kim Eng or any Officer considers to be appropriate for the purpose or to be in the interest of Maybank Kim Eng. The consent and authority granted by this Clause shall constitute consent and authority for the purposes of the provisions of any Applicable Regulations. 1.8 Obligations in Relation to the Account: (d) For the avoidance of doubt, any Account Application Form submitted by the Client to Maybank Kim Eng for the provision of Futures/Options Trading Services shall be subject to the approval of Maybank Kim Eng, who shall at its sole and absolute discretion be entitled to reject any such application without providing any reason whatsoever. The Client shall not without the prior written consent of Maybank Kim Eng assign, charge or encumber any Account or its rights therein, or create or permit to create, in favour of any person (other than Maybank Kim Eng) any interest in any Account (by way of trust or otherwise). The Client acknowledges and agrees that in no event will the Client utilise the tradable prices in any manner not expressly permitted hereunder. The Client also acknowledges and agrees that the Client will not use the information related to the tradable prices in any manner that would cause any person to be party to any unlawful act or transaction. Unless otherwise agreed in writing, Maybank Kim Eng shall be under no obligation to inform the Client of the outcome of any Order given by the Client regardless of whether Maybank Kim Eng acts as agent or principal. Where Maybank Kim Eng chooses to provide such information to the Client, so long as Maybank Kim Eng acts in good faith, it shall not be liable for any Loss suffered by the Client resulting from the information being inaccurate. Company Reg No N 3

4 (e) (f) (g) (h) The Client shall be responsible for monitoring the position and/or activities of its Account(s) at all times (including but not limited to the Margin levels) and the Client acknowledges that Maybank Kim Eng shall be under no duty to do the same. Maybank Kim Eng shall be entitled to record (by any means) any communications (through any medium) between Maybank Kim Eng and the Client or any servant or agent of the Client using any recording apparatus, without prior warning or notification to the Client. Any such recording may be used as evidence against the Client. The relationship between Maybank Kim Eng and the Client, the operation of all Accounts, the provision of all Services and facilities, and the implementation of all Orders shall be subject at all times to the Applicable Regulations. Maybank Kim Eng may take or refrain from taking any action whatsoever, and the Client shall do all things required by Maybank Kim Eng in order to procure or ensure compliance with the Applicable Regulations. 1.9 Ratification by the Client: The Client hereby ratifies all Transactions effected by Maybank Kim Eng on its behalf prior to the date of this Part VIII of the T&C and agrees that such Transactions shall also be governed by this Part VIII of the T&C. 2. WARNINGS 2.1 Margined trading: Margined trading carries a high risk. In addition to the risks set out in Schedule 1, and any liability set out in Clause 26, the Client may sustain a total loss of Initial Margin funds and any additional funds deposited with Maybank Kim Eng to maintain the Client s position. Further details in relation to Margin arrangements are set out in Clause Risk Disclosure Statement: The Client acknowledges, recognises and understands the risks associated with Futures/Options Trading and has read, understood and accepted the terms of the Risk Disclosure Statement and the Commodities Risk Disclosure Statement. 2.3 The Client s Independent Decision: The Client must make an independent decision as to whether or not to enter into the Transactions on the terms of this Part VIII of the T&C without prejudice to Clauses 1.47 to 1.50 and Clause 2.3 of Part I of the T&C, the Client agrees and acknowledges that: Maybank Kim Eng does not provide advice and Maybank Kim Eng will not advise on the merits or otherwise of the Transactions; the decision to place an Order is the Client s alone. The Client (and not Maybank Kim Eng) is responsible for the effect that a Transaction might have on any open positions; and Maybank Kim Eng deals with the Client on an execution only basis at all times. 2.4 Joint and Several: If the Client comprises more than one person, the term Client shall refer to each person jointly and severally, and this Part VIII of the T&C shall bind each of them jointly and severally. 3. INTERPRETATION 3.1 Definitions: In this Part VIII of the T&C, the following words and phrases have the following meanings: Access Code Account Account Application Form has the meaning ascribed to it in Clause 15.1 of this Part VIII of the T&C; means an account of the Client opened with Maybank Kim Eng for purposes of entering into Futures/Options Contract(s); means the applications form supplied by Maybank Kim Eng to open the Account; Affiliate means any company or partnership controlled by, or controlling, or in common control with another person. A person, company or partnership shall be deemed to control another person, company or partnership if the former person, company or partnership possesses, directly or indirectly, the power to direct, or cause the direction of, the management and policies of the other person, company or partnership whether through the ownership of voting securities or partnership interests, representation on its board of Company Reg No N 4

5 directors or similar governing body, by contract or otherwise; Applicable Regulations Business Day Clearing House Client Assets Client Monies means all relevant or applicable statutes, laws, rules, regulations, directives and circulars (whether of any Exchange, governmental body or authority or other self-regulatory organisation); means a day (other than a Saturday or Sunday or public holiday) in Singapore; (in relation to a Market) includes a body corporate, an association or organisation, whether distinct from or forming part of a Market, that clears, settles and/or guarantees Futures/Options Contracts whether on a net or gross basis and/or makes adjustments to the contractual obligations arising out of such Futures/Options Contracts; means the underlying assets of any Futures/Options Contract; has the meaning ascribed to it in Clause 17.1 of this Part VIII of the T&C; Close out means in relation to any Futures/Options Contract, a Futures/Options Contract deemed to be a closed contract under the relevant Applicable Regulations and/or the entering into by Maybank Kim Eng of a second Futures/Options Contract on identical terms to the first, except that: there may be a difference in the price thereof; and the Client takes the opposite position from the position the Client holds under the first Futures/Options Contract for the purpose of crystallising the profit or loss on that first mentioned Futures/Options Contract, and closing out shall have the corresponding meaning; Commodities Risk Disclosure Statement Credit Support Provider Credit Support Document means the commodities risk disclosure statement in Section 2 of Schedule 2 to this Part VIII of the T&C; means any person who has entered into any guarantee, hypothecation agreement, Margin or security agreement in Maybank Kim Eng s favour in respect of the Client s obligations under this Part VIII of the T&C; has the meaning ascribed to it in Clause 22.1(e) of this Part VIII of the T&C; Currency Data Equity Event of Default Exceptional Market Event means money denominated in the lawful currency of any jurisdiction; has the meaning ascribed to it in Clause 15.5 of this Part VIII of the T&C; means the sum of the value of all Margin held for the Account and the unrealised profits of the outstanding Transactions less the unrealised losses of outstanding Transactions. The determination of the unrealised profits and losses of Transactions shall be made by reference to the prevailing bid, offer or last transacted price of the relevant contract but such determination shall be made by Maybank Kim Eng in its sole and absolute discretion and such determination shall be binding on the Client (in the absence of a Manifest Error); means an event of Default listed in Clause 2.7 of Part I of the T&C or any of the events of default as listed in paragraphs to (l) of Clause 22.1 of this Part VIII of the T&C; means the suspension, closure, liquidation, imposition of limits, Company Reg No N 5

6 special or unusual terms, excessive movement, volatility or loss of liquidity in any relevant market for the relevant Currency or Currencies, or where Maybank Kim Eng reasonably anticipates any of the above circumstances are about to occur; Exchange FAA FAR Force Majeure Event Futures/Options Contract Futures/Options Trading means, in relation to a Futures/Options Contract, any financial market on which the Futures/Options Contract is able to be traded on; means the Financial Advisers Act, Chapter 110 of Singapore; means the Financial Advisers Regulations, Chapter 110 of Singapore; has the meaning ascribed to it in Clause 26.6 of this Part VIII of the T&C; has the meaning given to futures and/or options contracts by the rules of the relevant Exchange or Clearing House, as the case may be, including but not limited to over-the-counter contracts accepted by the relevant Clearing House for clearing (subject to the relevant clearing rules) as prescribed by the Clearing House from time to time; means the execution of purchases and sales of, Futures/Options Contracts; Futures/Options Services Futures Trading Rules Indemnified Party Initial Margin Trading means the services provided by Maybank Kim Eng in connection with Futures/Options Trading; means the Futures Trading Rules of the SGX-DT; has the meaning ascribed to it in Clause 8.3 of this Part VIII of the T&C; in respect of each Transaction, the minimum amount equal to such percentage of the notional amount of the Transaction as prescribed by the relevant Exchange or Clearing House, or as may be increased by Maybank Kim Eng may from time to time; Insolvency Event of Default Insolvency Officer Interest Rate IP Rights KE Futures/Options Online Facility means an Event of Default listed under Clauses 2.7 to (f) of Part I of the T&C; where the Client voluntarily commences proceedings or a third party commences proceedings seeking or proposing liquidation, reorganisation, an arrangement or composition, a freeze or moratorium, or other similar relief with respect to the Client or the Client s debts under any bankruptcy, insolvency, regulatory, supervisory or similar law (including any corporate or other law with potential application to the Client, if insolvent), a trustee, receiver, liquidator, conservator, administrator, insolvency officer or other similar official appointed with respect to the Client in connection with such proceedings; means such rate(s) of interest, and mark-up, on as may be determined from time to time by Maybank Kim Eng, and whether or not prior notification thereof has been given to the Client; has the meaning ascribed to it in Clause 15.5 of this Part VIII of the T&C; means the online Futures/Options trading platform of Maybank Kim Eng; Company Reg No N 6

7 Liquidation Level Loss Maintenance Margin Manifest Error Margin Margin Call Warnings Market MAS Officer 30% (or such other percentage as Maybank Kim Eng may from time to time determine) of the aggregate Initial Margin required for all the outstanding Transactions as if all the outstanding Transactions were established then; means any and all loss, damage, costs, charges, and/or expenses of whatsoever nature and howsoever arising including legal fees on a full indemnity basis, cost of funding, and loss or cost incurred as a result of the termination, liquidation or re-establishment of any hedge or related trading position, taxes, levies; the minimum amount equal to such percentage, as prescribed by the relevant Exchange or Clearing House, or as Maybank Kim Eng may from time to time increase, of the aggregate Initial Margin required for all outstanding Transactions as if all the outstanding Transactions were established then (subsequent to the deposit of the Initial Margin); has the meaning ascribed to it in Clause 24.1 of this Part VIII of the T&C; in relation to a Transaction, means the funds or other collateral required and acceptable to Maybank Kim Eng as security for payment of any Losses incurred by the Client in respect of a Transaction; means a demand for such sums by way of Margin as Maybank Kim Eng may reasonably require for the purpose of protecting itself against Loss or risk of Loss on present, future or contemplated Transactions under this Part VIII of the T&C; means a market, an Exchange or any other place at which Futures/Options Contracts are regularly made, executed, closed out or otherwise, whether within Singapore or otherwise, and including any entity that provides or proposes to provide the physical facilities necessary for executing the Transactions; means the Monetary Authority of Singapore or any successor organisation or authority for the time being responsible for the regulation of financial products in Singapore; means any officer or employee of Maybank Kim Eng; Order Part I of the T&C Professional Counterparty Relevant Bodies Risk Disclosure Statement Secured Obligations SGX-DC SGX-DT means an instruction to purchase or sell a Futures/Options Contract, or which Maybank Kim Eng or an Officer reasonably believes to be the authorisation, request, instruction or order of the Client and includes any authorisation, request, instruction or order to revoke, ignore or vary any previous authorisation, request, instruction or order; means part I of the T&C setting out the general terms and conditions of Maybank Kim Eng; has the meaning ascribed to it in Clause 1.3 of this Part VIII of the T&C; means any Market, Clearing House and/or governmental body or authority or self-regulatory organisation, and Relevant Body shall mean any one of them; means the risk disclosure statement in Part VII of the T&C; has the meaning given ascribed to it in Clause of this Part VIII of the T&C; means the Singapore Exchange Derivatives Clearing Limited; means the Singapore Exchange Derivatives Trading Limited; Company Reg No N 7

8 Services SFA SFR Stamp Duty means any services provided by Maybank Kim Eng from time to time; means the Securities and Futures Act, Chapter 289 of Singapore; means the Securities and Futures (Licensing and Conduct of Business) Regulations, Chapter 289 of Singapore; has the meaning ascribed to it in Clause 8.2 of this Part VIII of the T&C; S$ or Singapore Dollars means the lawful currency of Singapore; T&C Transaction US$ or US Dollars means any standard terms and conditions of Maybank Kim Eng with respect to any Services; means any contractual arrangement entered into by or on behalf of the Client, including, without limitation, Futures/Options Contracts; and means the lawful currency of the United States of America. 3.2 Part I of the T&C: Any term not defined in this Part VIII of the T&C has the meaning ascribed to it in Part I of the T&C. 3.3 General interpretation: A reference in this Part VIII of the T&C to a Clause shall be construed as a reference to a clause of this Part VIII of the T&C and a reference to a Section shall be construed as a reference to a section in a Schedule of this Part VIII of the T&C, unless the context requires otherwise. References in this Part VIII of the T&C to any statute or statutory instrument or Applicable Regulations include any modification, amendment, extension or re-enactment thereof. A reference in this Part VIII of the T&C to document shall be construed to include any electronic document. References to persons include bodies corporate, unincorporated associations and partnerships/persons, firms, companies, corporations, governments, states or agencies of a state or any associations or partnerships (whether or not having separate legal personality) of two or more of the foregoing. The masculine includes the feminine and the neuter and the singular includes the plural and vice versa as the context admits or requires. The Schedules form part of this Part VIII of the T&C and have the same force and effect as if expressly set out in the body of this Part VIII of the T&C. 3.4 Part VIII of the T&C: Maybank Kim Eng may from time to time send to the Client further schedules with respect to a specific Market or classes of Investments which will also form part of this Part VIII of the T&C. All Orders placed via the KE Futures/Options Online Facility or otherwise for the Account shall be subject to Clause Headings: Headings are for ease of reference only and do not form part of this Part VIII of the T&C. 4. RISK OF INVESTMENT The Client has been provided with the Risk Disclosure Statement in compliance with the SFA. The Risk Disclosure Statement sets out some of the risks and other significant aspects of, inter alia, trading in futures and options. The Client s execution of the Risk Disclosure Statement will be treated as the Client s informed acknowledgment that the Client has carefully read and accepted the risks outlined in the Risk Disclosure Statement. If there is anything the Client does not understand, it is recommended that the Client seeks specialist independent financial and/or legal advice, in particular, regarding the suitability of complex financial instrument trading. Company Reg No N 8

9 5. APPLICABLE REGULATIONS 5.1 Subject to Applicable Regulations: This Part VIII of the T&C and all Transactions are subject to Applicable Regulations so that: if there is any conflict between this Part VIII of the T&C and any Applicable Regulations, the latter will prevail; and Maybank Kim Eng may take or omit to take any action Maybank Kim Eng considers necessary to ensure compliance with any Applicable Regulations and whatever Maybank Kim Eng does or fails to do in order to comply with them will be binding on the Client. 5.2 Market Action: If a Market (or intermediate broker or agent, acting at the direction of, or as a result of an action taken by a Market) takes any action which affects a Transaction, then Maybank Kim Eng may take any action which Maybank Kim Eng, at Maybank Kim Eng's discretion, considers desirable to correspond with such action or to mitigate any Loss incurred as a result of such action, including the closing out of any Transaction. Any such action shall be binding on the Client. 5.3 Disclosure of Ultimate Beneficiaries: The Client acknowledges that any Futures/Options Trading conducted through an Exchange shall be subject to the Applicable Regulations of such Exchange that may contain provisions requiring Maybank Kim Eng in certain circumstances to disclose the Client s name and the name of: the ultimate beneficiary of the Account; and the ultimate beneficial owners of the Client s share capital (where the Client is a corporation). 5.4 General Disclosure: The Client shall provide such information as Maybank Kim Eng requires in order for Maybank Kim Eng to comply with the disclosure requirements set out in the Applicable Regulations of any relevant Exchange including, without limitation, the SGX-DT and the SGX-DC or as may be requested by a Relevant Body, and the Client acknowledges and agrees that in the event Maybank Kim Eng fails to comply with such disclosure requirements or requests, the chief executive officer (or other relevant officer) of the relevant Exchange(s) may require the closing out of the Client s position on the Client s behalf or the imposition or a Margin surcharge on the Client s positions. 5.5 General: The Client agrees that Maybank Kim Eng shall be entitled at any time and from time to time to: do all such acts and things, including, without limitation, the provision of information to the Relevant Bodies, in order to comply with obligations that may be imposed on Maybank Kim Eng by any Applicable Regulations; and deal with the Account(s) and Client s assets in any manner whatsoever in order to comply with Applicable Regulations in any applicable jurisdictions and/or in accordance with market practice from time to time. Company Reg No N 9

10 6. EXECUTION AND ADVICE 6.1 Execution only: Without prejudice to Clauses 1.47 to 1.50 and Clause 2.3 of Part I of the T&C, Maybank Kim Eng deals with the Client on an execution-only basis and will not make recommendations or advise on the merits of purchasing, selling or otherwise dealing in Futures/Options Contracts or executing particular Transactions, their taxation consequences or the composition of any account or any other rights or obligations attaching to such Futures/Options Contracts or Transactions. The Client should bear in mind that merely explaining the terms of a Futures/Options Contract or Transaction or its performance characteristics does not itself amount to advice on the merits of the Futures/Options Contract or Transaction (as the case may be). Maybank Kim Eng gives no representation, warranty or guarantee as to the accuracy or completeness of such information or as to the financial, tax, legal or accountancy consequences of any Transaction; where information is in the form of a document containing a restriction on the person or category of persons for whom that document is intended or to whom it is distributed, the Client agree that the Client will not pass it on contrary to that restriction. 6.2 Independent financial, tax, legal, accounting or other professional advice: Without prejudice to Clause 6.1, the Client agrees and acknowledges that it is the Client s responsibility to seek independent financial, tax, legal, accounting or other professional advice with respect to any Applicable Regulations in relation to the Client s own country and each jurisdiction in which Maybank Kim Eng may provide the Futures/Options Trading Services and any other Services in relation to the Client, including, without limitation, information as to the prohibited securities transactions and insider dealing. The Client further agrees and acknowledges that Maybank Kim Eng is not responsible for, and is not liable to the Client for, any Loss that the Client may suffer by reason of or arising out of or in connection with any non-compliance with such Applicable Regulations. 7. CHARGES AND PAYMENTS 7.1 Charges: The Client will pay Maybank Kim Eng s charges as agreed with the Client from time to time or Maybank Kim Eng may deduct such charges from any funds held by Maybank Kim Eng on the Client s behalf. 7.2 Currency Indemnity: If Maybank Kim Eng receives or recovers any amount in respect of an obligation of the Client in a Currency other than that in which such amount was payable, whether pursuant to a judgment of any court or otherwise, the Client shall indemnify Maybank Kim Eng and hold Maybank Kim Eng harmless from and against any cost (including costs of conversion) and Loss suffered by Maybank Kim Eng as a result of receiving such amount in a Currency other than the Currency in which it was due. 7.3 Conversion of Amounts in Account to Different Currency: Without prejudice to Clause 7.2, Maybank Kim Eng may, at any time in its sole and absolute discretion, convert any amounts in any Account(s) of the Client s or standing to the credit of the Client to any other Currency for the purposes of carrying out Orders of the Client or exercising Maybank Kim Eng s rights under this Part VIII of the T&C or under any Account. Exchange rate Losses and the costs of conversion shall be borne by the Client. 7.4 Payments and deliveries net: Unless Maybank Kim Eng gives the Client written notice to the contrary, all payments and deliveries between Maybank Kim Eng and the Client shall be made on a net basis and Maybank Kim Eng shall not be obliged to deliver or make payment to the Client or do both (as the case may be) unless and until Maybank Kim Eng has received from the Client the appropriate documents or cleared funds. 7.5 Solicitation, Acceptance and Retention of Benefits from Affiliates or Other Third Parties: Without prejudice to Clause 1.1, Maybank Kim Eng shall, at its sole and absolute discretion, be entitled to solicit, accept and retain any benefit from its Affiliate(s) or other third parties in connection with any Transaction effected with any person for or in relation to the Client pursuant to the T&C, including any commissions received in connection therewith, and rebates from standard commissions charged by brokers or other agents to their clients regardless of whether the Client is aware of the same. Maybank Kim Eng shall also, at its sole and absolute discretion, be entitled to offer any benefit to its Affiliate or other third parties in connection with any Transaction effected with any person for or in relation to the Client pursuant to the T&C, including any commissions in connection therewith. The Client agrees to the offer and/or retention of such benefits by Maybank Kim Eng. Any arrangements for receipt or payment of benefits under this Clause shall comply with all Applicable Regulations. 8. TAXES 8.1 Responsibility for Taxes arising in relation to a Transaction: The Client is responsible for all taxes (local or foreign) that may arise in relation to a Transaction, whether under current law or practice or otherwise. Maybank Kim Eng shall have no responsibility for any of the Client's tax liabilities, or for providing information or advice in respect of such liabilities and shall not be responsible for notifying the Client of a change in tax law or practice. 8.2 Reimbursement of Tax Paid: In the event that Maybank Kim Eng becomes liable to pay any tax on the Client s behalf arising from or incidental to Transactions entered into by or on behalf of the Client, the Client shall Company Reg No N 10

11 reimburse Maybank Kim Eng on demand in full for the amount of such tax paid by Maybank Kim Eng. In the event that Maybank Kim Eng becomes liable to pay any stamp duty, stamp duty reserve tax or any other similar documentary tax or duty in any jurisdiction (collectively, Stamp Duty ) in respect of any underlying assets of any Futures/Options Contracts purchased or otherwise acquired by Maybank Kim Eng or any other tax or duty or an Affiliate in order to hedge any Transaction, the Client shall reimburse Maybank Kim Eng on demand in full for the amount of such Stamp Duty paid by Maybank Kim Eng. 8.3 Indemnity: The Client shall indemnify Maybank Kim Eng, its Affiliates and their respective officers, employees and agents (each, an Indemnified Party ) and keep each Indemnified Party indemnified from and against all Losses arising in connection with any failure by the Client to reimburse the Indemnified Party in accordance with Clauses 8.1 and 8.2 of this Part VIII of the T&C and any late payment or nonpayment of any tax or Stamp Duty payable by the Client in respect of Transactions entered into by or on behalf of the Client. 9. CLEARING SERVICES 9.1 Give-up agreements: Subject to Applicable Regulations, where there is a give-up agreement between the Client, Maybank Kim Eng and a third party executing broker, and the reference number applicable to the Client is quoted by such third party executing broker when a Transaction is submitted to Maybank Kim Eng for clearing, in acting as the Client s clearing broker, Maybank Kim Eng shall accept a Transaction given up to it for clearing only if Maybank Kim Eng has agreed with the Client to clear Transactions of such a description and the acceptance thereof would not breach any position or other limits applicable to the Account with Maybank Kim Eng. 9.2 No liability: Notwithstanding any provision contained in the relevant give-up agreement, if Maybank Kim Eng accepts such Transaction for clearing, such Transaction shall be binding and conclusive on the Client immediately on its acceptance for clearing by Maybank Kim Eng whether or not the details of such Transaction have previously been confirmed to Maybank Kim Eng by the Client. Maybank Kim Eng shall not be liable to the Client for any Losses arising from any discrepancy between details in the Client s instructions to such third party executing broker and details of Transactions submitted to Maybank Kim Eng for clearing. Any dispute relating to a Transaction given up or attempted to be given up to Maybank Kim Eng for clearing shall be determined pursuant to Applicable Regulations. 9.3 Reliance on receipt issued by third party executing broker: Subject to Applicable Regulations, if a give-up agreement between the Client, Maybank Kim Eng and a third party executing broker provides that the third party executing broker will invoice the Maybank Kim Eng directly for its commissions in relation to the execution of an Order, then Maybank Kim Eng shall be entitled to rely on the details specified in any invoice presented to it by such third party executing broker and, notwithstanding that the amounts specified in the invoice may be incorrect, the Client shall fully reimburse Maybank Kim Eng for any sum paid to the executing broker in respect of that invoice. Maybank Kim Eng shall have no liability to the Client for any Losses incurred or suffered by the Client as a result of an incorrect amount being specified in an invoice. 10. MATERIAL INTEREST AND CONFIDENTIALITY 10.1 Material interests: The Client s attention is drawn to the fact that when Maybank Kim Eng deals with the Client or for the Client, Maybank Kim Eng or an Affiliate or some other person connected with Maybank Kim Eng may have an interest, relationship or arrangement that is material. Without limiting the nature of such interests, examples include where Maybank Kim Eng or an Affiliate could be: (d) (e) (f) dealing in the Futures/Option Contract, a related investment or an asset underlying the Futures/Option Contract, as principal for Maybank Kim Eng s own account or that of someone else. This could include selling to the Client or buying from the Client and also dealing with or using the services of an intermediate broker or other agent who may be an Affiliate; matching (e.g. by way of a cross) the Client s Transaction with that of another customer by acting on his behalf as well as the Client s; buying from the Client and selling immediately to another customer, or vice versa; holding a position (including a short position) in the Futures/Option Contract concerned, a related Investment or asset underlying the Futures/Option Contract; quoting prices to the market in the Futures/Option Contract, a related Futures/Option Contract or asset underlying the Futures/Option Contract; or advising and providing other services to Affiliates or other customers who may have interests in Futures/Option Contracts or underlying assets which conflict with the Client s own. Company Reg No N 11

12 10.2 Conflict of Interests: The Client accepts that Maybank Kim Eng and its Affiliates may have interests which conflict with the Client s interests and may owe duties which conflict with duties which would otherwise be owed to the Client, and consents to Maybank Kim Eng acting in any manner which Maybank Kim Eng considers appropriate in such cases subject to Applicable Regulations No liability to disclose or account: Except as provided in the Applicable Regulations binding on Maybank Kim Eng, Maybank Kim Eng shall be under no further duty to disclose any interest to the Client, including any benefit, profit, commission or other remuneration made or received by reason of any Transaction or any matching Transaction Information Barriers: Maybank Kim Eng maintains arrangements which restrict access by Maybank Kim Eng's employees to information relating to areas of Maybank Kim Eng s business (and that of Affiliates) with which, and the affairs of clients with whom, they are not directly concerned. Accordingly, Maybank Kim Eng shall not be required to have regard to or disclose to the Client or make use of any information which belongs to or is confidential to another client or to Maybank Kim Eng or any Affiliate, and Maybank Kim Eng may be unable to advise or deal with the Client in relation to particular Futures/Option Contracts and Maybank Kim Eng shall not be required to disclose the reason for this Deals using a connected broker: Where a connection exists between Maybank Kim Eng and a connected broker, the Client hereby agrees that Maybank Kim Eng shall not be required to give the Client notice of that connection. 11. ACCOUNT OPENING 11.1 No Orders to be Placed until an Account is Opened: An Account must be opened prior to the entry into any Transaction by or on behalf of the Client. No Orders can be placed until an Account has been opened and cleared funds received Creditworthiness Assessment, Credit Risk Management and Prevention of Fraud (or other Criminal Activity): To assess the Client s credit worthiness, manage credit risk and to prevent fraud (or other criminal activity), the Client acknowledges and agrees that Maybank Kim Eng may: make periodic searches and enquiries about the Client and at credit reference agencies, and the Client s employers and business partners, if applicable; disclose information to organisations involved in fraud prevention; and obtain information from and disclose information to other broker-dealers or investment managers which deal in or manage investments for the Client concerning any payment or security default or concerning any investment which is related to or connected with Transactions Limits for the Account: Any limits for the Account (including any credit limits) will be set and varied from time to time with regard to the Client s credit status and, where applicable, the amount of funds deposited by the Client with Maybank Kim Eng and Maybank Kim Eng may, in its sole and absolute discretion apply a limit to: the size of any Futures/Options Contract or series of Futures/Options Contracts that the Client may enter into; and/or the amount of any loss or liability to which the Client may be exposed; provided for the avoidance of doubt that nothing herein shall prevent Maybank Kim Eng from withdrawing, reducing or otherwise modifying any such limits in its sole unfettered discretion No Limitation of Liability: Account limits do not limit or represent the Client s liability for Losses to Maybank Kim Eng, and the funds the Client may have from time to time on deposit with Maybank Kim Eng as Margin or otherwise, do not represent any limit upon the Client s financial liability to Maybank Kim Eng Opening or Maintenance of the Account in the Name of More than One (1) Person or a Partnership: If an Account is opened or maintained in the name of more than one (1) person or a partnership, Maybank Kim Eng shall be entitled to debit that Account at any time in respect of any sum howsoever due or owed to Maybank Kim Eng by any of the persons in whose name the Account is opened or maintained or constituting the Client No Discharge or Waiver: No person constituting the Client shall be discharged, nor shall his liability be affected by, any discharge, release, time, indulgence, concession, waiver or consent given at any time in relation to any one or more of the other such persons constituting the Client Taking or Receiving Orders from One (1) Person Constituting the Client: Unless otherwise agreed by Maybank Kim Eng, the Orders of any one (1) person constituting the Client shall be deemed to be the Orders of all the Company Reg No N 12

13 persons constituting the Client and any notice or communication addressed and sent by Maybank Kim Eng to any one (1) person constituting the Client shall be deemed to have been addressed and sent to all the persons constituting the Client and where any such person shall have received or is deemed to have received any such notice of communication, all the persons constituting the Client shall be deemed to have received the same Survivorship: The doctrine of survivorship shall apply to any Account opened in the joint names of more than one (1) person or in the name of a partnership. Accordingly, in the event of death of such person or any partner constituting the Client, the Account shall immediately vest in the surviving person(s) or partner(s) (as the case may be). 12. ACCOUNT PAYMENTS 12.1 Mode of Payment: Maybank Kim Eng will only accept deposits from the Client by an approved crossed cheque, electronic fund transfer, internal funds transfer or cash. Payments may be denominated in US Dollars, Singapore Dollars, or any other Currency agreed in advance with Maybank Kim Eng Payment Terms: The Client agrees to make payments due to Maybank Kim Eng under this Part VIII of the T&C in accordance with the following terms: (d) (e) (f) all electronic or telegraphic transfer or other bank fees in respect of payment by the Client shall be the Client s sole responsibility; if any payment is not received by Maybank Kim Eng on the due date, without limitation of any other rights which Maybank Kim Eng may have, Maybank Kim Eng will be entitled to charge interest on the overdue amount (both before and after judgment) at the Interest Rate from the date payment was due until the actual date of payment; the Client shall pay to Maybank Kim Eng on demand, on a full indemnity basis, all costs, charges, and expenses incurred by Maybank Kim Eng in relation to any overdue payment (including, without limitation, any referral fees); any payment made to Maybank Kim Eng will only be deemed to have been received when Maybank Kim Eng receives cleared funds; it is the Client s responsibility to ensure that payments made to Maybank Kim Eng are correctly designated in all respects; and any payment made to Maybank Kim Eng must be made in the Currency designated by Maybank Kim Eng and shall be free from any withholding or deduction as may be required by law or otherwise Payment Withheld: If the statement of the Account shows a credit balance, the Client may request Maybank Kim Eng to send the Client a cheque or effect payment by alternative means in respect of such amount. However, Maybank Kim Eng may at its sole and absolute discretion elect to withhold (or if applicable, deduct) any payment requested (in whole or in part) due to the Client if: (d) open Transactions on the Account show notional Losses; Maybank Kim Eng reasonably considers that funds may be required to meet any current or future Margin requirement on open Transactions due to underlying Market conditions; the Client has any contingent liability to Maybank Kim Eng or to any of its Affiliates (as determined by Maybank Kim Eng in its sole and absolute discretion) in respect of any other account the Client has opened with any of them; and/or Maybank Kim Eng reasonably determines that there is an unresolved dispute between Maybank Kim Eng and the Client in connection with, with respect to or arising from this Part VIII of the T&C or any related contract Payment: All payments from the Account will be made on the Client s request and may be made in the form of a return payment of a crossed cheque drawn in the name of the Client or such other method of payment as Maybank Kim Eng shall determine Payments to Third Parties: No instructions to pay a third party from the Account will be accepted by Maybank Kim Eng unless otherwise agreed by Maybank Kim Eng in its sole and absolute discretion Void Transactions: In the event the applicable paying agent declines to transfer funds from the Client to Maybank Kim Eng for any reason, Maybank Kim Eng may then treat any Transaction placed or entered into in reliance upon Company Reg No N 13

14 receipt of the funds as void and of no further effect and Maybank Kim Eng shall be entitled to recover any Losses arising from any such Transaction from the Client Cash Balance: The Client s cash balance: will be credited from time to time with the amount of each payment of Margin and any other payment received by Maybank Kim Eng from the Client pursuant to this Part VIII of the T&C; and will be debited by: (i) (ii) (iii) the amount of each payment made by Maybank Kim Eng to the Client at the Client s request pursuant to this Clause 12; realised Losses payable; and any commission, interest and other administrative charges in connection with the Futures/Options Trading Services which shall be payable from time to time Indemnity: The Client hereby indemnifies and holds Maybank Kim Eng harmless from and against all Losses which Maybank Kim Eng may incur, either before or after the commencement of any legal action, to recover the requisite payment as a result of the Client's failure to make payment within the stipulated period. Maybank Kim Eng may convert money standing to the Client s credit on the Account or paid by the Client to Maybank Kim Eng or due to be paid by Maybank Kim Eng from one Currency to another at prevailing market rates designated by Maybank Kim Eng (after accounting for commissions or charges). 13. TRANSACTION LIMITS AND RESTRICTIONS 13.1 Imposition of Limits and Restrictions by Maybank Kim Eng: Maybank Kim Eng may, at any time in its sole and absolute discretion, impose upon the Client any position or Transaction limits, or any trading or Transaction restrictions. Such limits may include minimum sizes for Transactions, specified times or procedures for communicating Orders to Maybank Kim Eng or otherwise Variation of Limits and Restrictions by Maybank Kim Eng: Maybank Kim Eng may, at any time in its sole and absolute discretion, vary the position or Transaction limits, or any trading or Transaction restrictions. No previous limit or restriction shall set a precedent or bind Maybank Kim Eng Imposition of Limits and Restrictions by a Relevant Body: The Client acknowledges that the limits referred to in Clause 13.1 may also be set by a Relevant Body and that the limits set by Maybank Kim Eng may exceed those set by the Relevant Body No exceeding of any position or Transaction limits or breach of any trading or Transaction restrictions: In placing Orders with Maybank Kim Eng, the Client shall not exceed any position or Transaction limits, or breach any trading or Transaction restrictions whether imposed by Maybank Kim Eng or any Relevant Body. 14. MARGIN 14.1 Margin Arrangements: As a condition of entering into a Transaction on behalf of the Client, Maybank Kim Eng may in its sole discretion require the deposit of funds or other collateral acceptable to Maybank Kim Eng as security for payment of any Losses incurred by the Client in respect of the Transaction. Such Initial Margin is due and payable immediately as a condition to opening the relevant Transaction. The Client acknowledges that any collateral in the form of assets registered outside Singapore which are deposited by it with Maybank Kim Eng as Margin, are subject to the Applicable Regulations of the relevant overseas jurisdiction which may be different from Singapore law. Consequently, such assets may not enjoy the same protection as that conferred on assets held in Singapore Imposition of Margin Requirements by Third Parties: The Client acknowledges that the limits set by Maybank Kim Eng may exceed those set by the Relevant Body or counterparty broker. Maybank Kim Eng may, in its sole and absolute discretion, charge interest as well as interest-related fees on any Margin requirements set by Maybank Kim Eng that are above that set by a Relevant Body or counterparty broker, including but not limited to interest payments on any shortfall in Margin requirements Variation of Margin Requirements: Margin requirements may be set and varied without prior notice from time to time, and by any level at Maybank Kim Eng s sole and absolute discretion including without limitation subsequent variation of any Margin rates set at the time that a Transaction is opened and may also stipulate that such Margin Company Reg No N 14

15 requirements shall apply to existing positions as well as to new positions in the Transactions affected by such change. The Client acknowledges that Maybank Kim Eng may, in certain market conditions, effect an immediate change in limits or levels and/or require additional Margin to be deposited immediately or within a specified period of time, which period may, in certain circumstances, be less than 24 hours, and waives any right to object on the grounds that such requirement is or was unreasonable. No previous Margin levels shall set a precedent or bind Maybank Kim Eng Form of Margin: Margin shall be provided by or on behalf of the Client in cash or collateral acceptable to Maybank Kim Eng as determined by Maybank Kim Eng in Maybank Kim Eng s sole and absolute discretion. The Client must inform Maybank Kim Eng immediately if the Client cannot, or believes the Client will not be able to, meet a Margin payment when due. The Client is obligated to maintain in the Account, at all times, sufficient funds to meet all Margin requirements. Maybank Kim Eng is not obliged to make Margin Call Warnings on the Client at all or within any specific time period. The Client may by agreement with Maybank Kim Eng satisfy a Margin Call Warning by providing collateral in a form acceptable to Maybank Kim Eng. In addition Maybank Kim Eng shall be entitled to treat any assets deposited with Maybank Kim Eng by or on behalf of the Client from time to time (other than assets deposited for safe custody only) as collateral against the Client s Margin requirements. In all cases Maybank Kim Eng shall be entitled in Maybank Kim Eng s sole and absolute discretion to determine the value of any collateral deposited with Maybank Kim Eng Mode of Payment of Margin: Maybank Kim Eng is entitled to require payment of Margin of the Client (whether resident in the Singapore or in another jurisdiction) by telegraphic transfer or any other method of immediate/electronic funds transfer acceptable to Maybank Kim Eng. Only funds received net of any bank charges, which relate to the transfer, will be credited as paid Insufficient Margin: The Client shall at all times maintain sufficient Maintenance Margin as set by Maybank Kim Eng from time to time for the outstanding Transactions. In the event that the Client s Equity falls below the required Maintenance Margin, the Client shall transfer such additional Margin to Maybank Kim Eng, whether there has been a Margin Call Warning made by Maybank Kim Eng in accordance with Clause 14.4, or not, to restore the Equity to the required Initial Margin for the outstanding Transactions. It is the Client s principal responsibility to monitor the Equity in its Account, the required Initial Margin and the required Maintenance Margin for its Account. All open positions of the Account will be marked-to-market daily or at more frequent intervals as determined by Maybank Kim Eng in its sole discretion Margin Falling Below Liquidation Level: In the event that the Client s Equity falls below the Liquidation Level, Maybank Kim Eng shall be entitled to close out some or all of the Transactions immediately, whether there has been a Margin Call Warning made by Maybank Kim Eng or not Maybank Kim Eng s General Liquidation Rights: Without prejudice to Clause 14.6 and 14.7 of this Part VIII of the T&C, and notwithstanding any provisions herein to the contrary, in the event that (i) a Transaction by the Client results in the Client s Margin becoming insufficient to margin all of its positions or (ii) a Transaction is entered into by or on behalf of the Client in the absence of the required Maintenance Margin, Maybank Kim Eng shall be entitled to immediately and without notice to the Client, liquidate such Transaction, and all commission and transaction costs in relation to such Transaction and all Losses resulting from the liquidation of the same, shall be borne solely by the Client Form of Margin Call Warnings: Maybank Kim Eng shall be entitled to make Margin Call Warnings at any time by telephone, telephone answering machine message, voice mail, letter, fax, or any other means of electronic communication. Therefore the Client must notify Maybank Kim Eng immediately and provide alternative contact details to ensure Margin Call Warnings can be made if the Client will not be contactable at the Client s usual contact details provided, for example, when the Client is traveling or on holiday. Any Margin Call Warnings Maybank Kim Eng makes may be made by any method of communication listed above. Maybank Kim Eng shall be deemed to have made a Margin Call Warning if Maybank Kim Eng notifies the Client by way of a written notice sent to the Client at the most recent address furnished by the Client to Maybank Kim Eng. Maybank Kim Eng shall not be liable for any failure by Maybank Kim Eng to contact the Client or attempt to contact the Client. Should Maybank Kim Eng decide to make a Margin Call Warning, the terms and conditions of the Margin Call Warning will be detailed within the Margin Call Warning and Maybank Kim Eng reserves the right to change the terms and conditions of any Margin Call Warning based on market conditions, without notice to the Client. If Maybank Kim Eng makes a Margin Call Warning, in no way does this waive Maybank Kim Eng s right to liquidate the Transactions as detailed in Clause Receipt of Payment within Time Limit Specified in Margin Call Warning: Any payment made by or on the Client s behalf in satisfaction of a Margin Call Warning must be received by Maybank Kim Eng within the time specified within the Margin Call Warning and by such method of payment as Maybank Kim Eng may direct. Maybank Kim Eng may in its sole and absolute discretion close or terminate the Transactions without notice to the Client immediately and/or decline to enter into any further Transactions on behalf of the Client if the Client fails to honour any Margin Call Warning and this shall constitute an Event of Default and Maybank Kim Eng may exercise its rights in Clause 22 or Clause 23 of this Part VIII of the T&C. Company Reg No N 15

16 14.11 Title Transfer: The Client acknowledges and agrees that title in and/or ownership of a portion or all of the money the Client deposits with Maybank Kim Eng shall be transferred to Maybank Kim Eng to the extent that it represents an amount necessary to secure the Client s open positions or cover the Client s actual or future contingent or prospective obligations (which will be calculated daily in Maybank Kim Eng s sole discretion based on the Client s daily open positions and trading and which may be greater than the Margin required to maintain the Client s open positions, as market conditions may dictate) such that the Client will not have a proprietary claim over that portion or any of the Client money deposited and Maybank Kim Eng can deal with it on its own right. When money received by Maybank Kim Eng from the Client is no longer required to secure the Client's open positions or cover the Client's actual or future contingent or prospective obligations to Maybank Kim Eng, full title and ownership of the money will be transferred back to the Client Security interest: As a continuing security for the performance of all the Client s obligations (whether actual or contingent, present or future) to Maybank Kim Eng under or pursuant to this Part VIII of the T&C ( Secured Obligations ), the Client grants to Maybank Kim Eng, with full title guarantee, a first fixed security interest in all non-cash Margin now or in the future provided by the Client to Maybank Kim Eng or to Maybank Kim Eng s order or under Maybank Kim Eng s direction or control or that of an Exchange or Market or otherwise standing to the credit of the Account under this Part VIII of the T&C or otherwise held by Maybank Kim Eng, its Affiliates or nominees on the Client s behalf Dealings in the Margin: Maybank Kim Eng shall be entitled to deposit, invest, loan, mortgage, charge, pledge, repledge, hypothecate or otherwise deal with any Margin in whatsoever form provided to Maybank Kim Eng or any Relevant Body in such manner as may be permitted under the Applicable Regulations, and shall not be under any obligation to account to the Client for any interest, income or benefit that may be derived therefrom. Save for interest which may, at Maybank Kim Eng s sole and absolute discretion, be payable in respect of Margin deposits in excess of Maybank Kim Eng s requirements, no interest shall be paid on any type of Margin deposited with Maybank Kim Eng and the Client acknowledges and consents that interest earned on the Margin deposited under this Part VIII of the T&C may be retained by Maybank Kim Eng for its own account and benefit Deposit: Without prejudice to the generality of Clause 14.13, the Client hereby expressly agrees that Maybank Kim Eng may deposit any Margin of the Client in any of the following ways: with such custodian as Maybank Kim Eng may, in its sole and absolute discretion, appoint including, where such Margin is denominated in a foreign Currency, a custodian outside Singapore, and on such terms as shall be notified to the Client. Where such Margin is so deposited, Maybank Kim Eng shall separately agree in writing the requirements specified in Regulation 32 of the SFR (if applicable) but otherwise the Client acknowledges and accepts that different settlement, legal and regulatory requirements and different practices relating to the segregation of the Margin may apply. The Client further agrees that Maybank Kim Eng may co-mingle such Margin with the cash and properties of its other customers; and/or with a Clearing House, a member of an Exchange (whether overseas or otherwise) for such purposes as may be permitted under the Applicable Regulations or the business rules and practices of the Clearing House or Exchange (as the case may be) Withdrawal: For so long as the Client owes moneys or obligations (of whatsoever nature and howsoever arising) to Maybank Kim Eng, the Client shall only withdraw Margin from Maybank Kim Eng with Maybank Kim Eng s prior consent. Maybank Kim Eng may at any time withhold any Margin of the Client pending full settlement of all such moneys or obligations of the Client Set-Off: In addition and without prejudice to any right which Maybank Kim Eng may have under law or otherwise, Maybank Kim Eng may in its sole and absolute discretion at any time and from time to time without notice to the Client apply and/or set-off any Margin standing to the credit of the Client (whether on any Account held with Maybank Kim Eng or any of its Affiliates, or otherwise) against all moneys and/or other liabilities of the Client due, owing or incurred on any Account, whether held with Maybank Kim Eng or any of its Affiliates, or otherwise, in any manner and whether actual or contingent, joint or several Authorisation: The Client hereby authorises each of Maybank Kim Eng s Affiliates to act on any instructions as may be issued by Maybank Kim Eng at any time and from time to time to withhold payment, or to deliver, transfer, withdraw or otherwise dispose of any Margin held by the Affiliates, for the Client. Each Affiliate is under no duty to enquire about the purpose or propriety of Maybank Kim Eng s instructions given pursuant to this Clause. The Client also agrees to ratify all instructions given by Maybank Kim Eng under this Clause, and to waive any claims it may have against an Affiliate resulting from its compliance with this Clause Further assurance: The Client agrees to execute such further documents and to take such further steps as Maybank Kim Eng may reasonably require to perfect Maybank Kim Eng s security interest over, be registered as owner of, or obtain legal title to the Margin, secure further the Secured Obligations, enable Maybank Kim Eng to exercise Maybank Kim Eng s rights, or to satisfy any requirement of a Market. Company Reg No N 16

17 14.19 Substitution: The Client may not substitute any Margin without Maybank Kim Eng s prior written consent Negative pledge: The Client undertakes neither to create nor to have outstanding any security interest whatsoever over, nor to agree to assign or transfer, any of the Margin transferred to Maybank Kim Eng, except a lien routinely imposed on all underlying assets of Futures/Options Contracts in a clearing system in which such underlying assets may be held Power to charge: The Client agrees that Maybank Kim Eng may, free of any adverse interest of the Client or any other person, grant a security interest over Margin provided by the Client to cover any of Maybank Kim Eng s obligations to an intermediate broker, Market or Exchange, including obligations owed by virtue of the positions held by Maybank Kim Eng or another of Maybank Kim Eng s customers Power of sale: If an Event of Default occurs, Maybank Kim Eng may exercise the power to sell all or any part of the Margin. Maybank Kim Eng shall be entitled to apply the proceeds of sale or other disposal in paying the costs of such sale or other disposal and in or towards satisfaction of the Secured Obligations General lien: In addition and without prejudice to any rights to which Maybank Kim Eng may be entitled under this Part VIII of the T&C or any Applicable Regulations, Maybank Kim Eng shall have a general lien on all property held by Maybank Kim Eng or its Affiliates or nominees on the Client s behalf until the satisfaction of the Secured Obligations Action Taken after Occurrence of Event of Default: Any action taken by Maybank Kim Eng in connection with or pursuant to a Transaction by Maybank Kim Eng at a time at which any Event of Default has occurred (whether or not Maybank Kim Eng has knowledge thereof) shall be entirely without prejudice to Maybank Kim Eng s right to refuse any further performance thereafter, and shall not in any circumstances be considered as a waiver of that right or as a waiver of any other rights of Maybank Kim Eng should any such Event of Default have occurred. 15. KE FUTURES/OPTIONS ONLINE FACILITY 15.1 Undertakings by the Client: The Client acknowledges and/or undertakes that: (d) (e) (f) (g) In order to use the KE Futures/Options Online Facility, the Client will need to request a username and password ( Access Code ) from Maybank Kim Eng. The Client will need to provide the Access Code each time the Client wishes to use the KE Futures/Options Online Facility; The Client shall procure and install at its own cost and expense, the software, hardware and/or equipment necessary to access and/or use the KE Futures/Options Online Facility as instructed or advised by Maybank Kim Eng; The Client will be responsible for the confidentiality and use of its Access Code; Other than with Maybank Kim Eng s prior written consent, the Client will not disclose its Access Code to persons other than the Client s Authorised Persons for any purpose whatsoever; Notwithstanding the foregoing, where the Client is acting as an agent in respect of a Transaction with the consent of Maybank Kim Eng, the Client shall not, permit any of its principals directly or indirectly (other than as anticipated hereby) to use or have access to the KE Futures/Options Online Facility provided to the Client hereunder; and in such circumstances, the Client (when used in this Clause 15) shall refer to the Client personally (notwithstanding that the Client may be acting as agent as aforesaid), including without limitation in respect of indemnities contained herein; Provided always that the Client may, with Maybank Kim Eng s prior written consent, permit its end-customers (if any) to use or have access to the KE Futures/Options Online Facility, subject to such Client s acknowledgement (in the form set out in Appendix C) of the exclusion of any liability on the part of Maybank Kim Eng in respect of any loss incurred by such end-customers in connection with such use and access. The Client will immediately notify Maybank Kim Eng if the Client becomes aware of the loss, theft or disclosure to any third party or of any unauthorised use of the Client s Access Code. If Maybank Kim Eng believes that the Client s Access Code is being used without the Client s knowledge by unauthorised persons, Maybank Kim Eng may without prior notice suspend the Client s rights to use the KE Futures/Options Online Facility. Further, if Maybank Kim Eng believes that the Client has supplied the Client's Access Code to other persons in breach of Clause 15.1(d) of this Part VIII of the T&C, then Maybank Kim Eng may terminate this Part VIII of the T&C forthwith; In relation to its use of the KE Futures/Option Online Facility, the Client shall be bound by and shall comply with any and all of the procedures, requirements, restrictions, instructions or any additional Company Reg No N 17

18 conditions of Maybank Kim Eng pertaining to the access and use of the KE Futures/Options Online Facility as may be issued by Maybank Kim Eng from time to time and/or posted on the KE Futures/Options Online Facility; (h) (i) (j) (k) It is the Client s sole responsibility to ensure that, when it provides information or places Orders through using the KE Futures/Options Online Facility, all information provided and all Orders given are complete, accurate, true and correct. Maybank Kim Eng may accept and act upon any Order issued and/or transmitted through the KE Futures/Options Online Facility (whether actually authorised by the Client or not) as its authentic and duly authorised Order and Maybank Kim Eng shall be under no obligation to investigate the authenticity or authority of persons effecting the Order or verify the accuracy and completeness of the Order and Maybank Kim Eng may treat the Order as valid and binding on the Client notwithstanding any error, fraud, forgery, lack of clarity or misunderstanding in the terms of such Order; The transmission of Orders to Maybank Kim Eng through the KE Futures/Options Online Facility may not be received by Maybank Kim Eng for reasons beyond Maybank Kim Eng s reasonable control including but not limited to mechanical, software, computer, telecommunications or electronic failure. Unless the Client receives confirmation of receipt of the same from Maybank Kim Eng, Order(s) placed through the KE Futures/Options Online Facility may not have been received and accordingly, may not be processed or accepted by Maybank Kim Eng. Maybank Kim Eng shall not be liable to the Client in any way for any loss or damage whatsoever or howsoever caused arising, directly or indirectly, in connection with the transmission or failure of transmission of Orders placed with Maybank Kim Eng through the KE Futures/Options Online Facility or any lack of confirmation of receipt of any Orders by Maybank Kim Eng for whatever reason; Maybank Kim Eng does not warrant the security of any information transmitted by or to the Client using the KE Futures/Options Online Facility and the Client hereby accepts the risk that any information transmitted or received using the KE Futures/Options Online Facility may be accessed by unauthorised third parties and/or disclosed by Maybank Kim Eng and by its Officers or agents to third parties purporting to be the Client or purporting to act under the Client s authority. Maybank Kim Eng or any of its Officers or agents shall not be held responsible or liable, in contract, tort (including negligence or breach of statutory duty), equity or otherwise, for any such access or disclosure or for any damages, losses, expenses or costs (whether direct or indirect, or whether foreseeable or not) suffered or incurred by the Client as a result of any such access or disclosure; and In the event of any disagreement between the Client and Maybank Kim Eng as to whether or not an Order placed via the KE Futures/Options Online Facility has been accepted and executed by the relevant Exchange, Clause 16.7 shall apply Access The time periods during which the KE Futures/Options Online Facility may be available are subject to change. Maybank Kim Eng shall be entitled (but shall not be obliged) at any time and without prior notice, to temporarily suspend the operations of the KE Futures/Options Online Facility for updating, maintenance and upgrading purposes, or any other purpose whatsoever that Maybank Kim Eng deems fit, and in such event, Maybank Kim Eng shall not be liable for any loss, liability or damage which may be incurred by the Client as a result. Maybank Kim Eng may, without notice, at any time and from time to time: (i) (ii) add to, vary, alter, suspend or remove the KE Futures/Options Online Facility in whole or in part; and revoke the Client s right to access and/or use the KE Futures/Options Online Facility immediately if the Client is in default of any of the provisions in this Clause 15, and suspend the Client s use of the KE Futures/Options Online Facility while Maybank Kim Eng is investigating whether such default may have occurred, without giving any reason and without incurring any liability. Notwithstanding anything in this Part VIII of the T&C to the contrary, the Client acknowledges and agrees that technical problems may prevent access to the KE Futures/Options Online Facility. In no event shall Maybank Kim Eng be liable hereunder to the Client or any third party for any Loss resulting from technical problems and/or other problems or failures beyond Maybank Kim Eng s reasonable control. In no event will Maybank Kim Eng, its Affiliates and employees be liable for any possible Loss (including loss of profit or revenue whether direct or indirect), including, without limitation, consequential, unforeseeable, special or indirect damages or expenses which might occur as a result of or arising out of using, accessing, installing, maintaining, modifying, de-activating or attempting to access the KE Futures/Options Online Facility or otherwise. (d) Without prejudice to the generality of the foregoing, Maybank Kim Eng assumes no responsibility for the Company Reg No N 18

19 following: (i) (ii) (iii) functionality of, or operation without interruption of, the KE Futures/Options Online Facility, which is dependent on the Client s browser or other third party software; viruses in relation to the KE Futures/Options Online Facility which may have a deleterious effect on technology; and communication failures, distortions or delays when using the KE Futures/Options Online Facility, as Maybank Kim Eng does not control signal power, its reception or routing via internet, configuration of the Client s equipment or reliability of its connection No Warranty The KE Futures/Options Online Facility is provided on an as is and as available basis, without warranty of any kind. Without limitation to the foregoing, Maybank Kim Eng makes no warranty that the KE Futures/Options Online Facility will be uninterrupted, error free or available at all times and expressly disclaims liability of any errors or omissions. All price data, market breaking news and messages from dealers and remisiers provided on the KE Futures/Options Online Facility are for informational purposes only. For the avoidance of doubt, all messages from dealers and remisiers, if any, are all times provided by the dealers and remisiers in their personal capacity and not on behalf of Maybank Kim Eng. Without prejudice to the generality of the preceding Clause 15.3, Maybank Kim Eng makes no representations as to the accuracy, timeliness or adequacy of all such information and/or data. Neither Maybank Kim Eng nor any of its data or content providers shall be liable for Losses suffered by the Client resulting from any errors or delays on the KE Futures/Options Online Facility, or any actions taken in reliance thereon. Without prejudice to the generality of the foregoing, Maybank Kim Eng further reserves the right to edit or remove any material which in the reasonable opinion of Maybank Kim Eng may give rise to a breach of the Applicable Regulations or this Part VIII of the T&C No Offer or Solicitation: The KE Futures/Options Online Facility shall not be used or considered to be an offer to sell or a solicitation to buy commodities or any other instruments or products from Maybank Kim Eng or its Affiliates. It shall be the Client s responsibility to ensure that it does not contravene any local and/or foreign laws or regulations before using the KE Futures/Options Online Facility. The Client shall be deemed to have complied with all applicable local laws and regulations in using the KE Futures/Options Online Facility Information and Intellectual Property The Client acknowledges and agrees that: Maybank Kim Eng is the sole owner (except to the extent owned by third party licensors and except to the limited extent licensed by Maybank Kim Eng to any other financial institutions and their clients) of all right, title and interest (collectively the IP Rights ) in and to the KE Futures/Options Online Facility, the data and other information generated by the KE Online Facility ( Data ) produced by and distributed by or through the KE Futures/Options Online Facility and each component thereof and all intellectual property and propriety rights with respect thereto, including, without limitation, patent, copyright, trade secret, trademark and other proprietary rights in and to the KE Futures/Options Online Facility and each component thereof, and to all modifications, including custom modifications, to the KE Futures/Options Online Facility and each component thereof, whether made by or with the assistance of the Client and any other person and any know how, techniques, methodologies, equipment or processes used by Maybank Kim Eng, the look and feel of the KE Futures/Options Online Facility and each component thereof and all of Maybank Kim Eng's software (front and back end), all registered trademark applications, trademarks and service marks, trade names, URL registrations and all pricing information and other Data. The Client shall not obtain any intellectual property rights in or to the IP Rights Indemnity The Client shall indemnify and keep Maybank Kim Eng harmless from any losses, damages, costs, charges or expenses which Maybank Kim Eng may suffer as a result of or in relation to: the Client s Order(s); any breach by the Client of the provisions in this Clause 15; and/or the Client s use or purported use of the KE Futures/Options Online Facility, including but not limited to: Company Reg No N 19

20 (i) (ii) (iii) any unauthorised use of the Client s Access Code; any failure or malfunction in the Client s hardware and/or software used in connection with the KE Futures/Options Online Facility; or any viruses and other malicious, invasive, destructive or corrupting code, program or macros, Trojan Horse, worms, logic bombs or other software routine or hardware components designed to permit unauthorised access which have been introduced by the Client to the KE Futures/Options Online Facility, which affects or causes the KE Futures/Options Online Facility and/or Maybank Kim Eng s hardware, software and/or other automated systems to fail or malfunction. 16. INSTRUCTIONS AND BASIS OF DEALINGS 16.1 Placing of instructions: Unless otherwise agreed by Maybank Kim Eng, all Orders for the execution of Transactions by Maybank Kim Eng on behalf of the Client must be given to Maybank Kim Eng electronically through the KE Futures/Options Online Facility or subject to Clause 16.2, by telephoning Maybank Kim Eng Orders by Telephone: Orders by telephone will only be accepted by Maybank Kim Eng during specified hours which will be notified to the Client from time to time. Maybank Kim Eng may impose more restrictive time limits on when Orders by telephone may be placed. When the Client places an Order by telephone, the Client can do so only by talking directly to a futures/options broker of Maybank Kim Eng. No messages may be left, and no Orders may be placed using answer phone or voic facilities or by facsimile. Telephone calls may be recorded for the purposes of fraud prevention and quality control and by agreeing to this Part VIII of the T&C, the Client agrees to the recording of such telephone conversations Reliance on Instructions: Any Order to execute a Transaction shall not take effect unless actually received by Maybank Kim Eng. Maybank Kim Eng shall be entitled to rely upon any instruction given or purporting to be given by the Client or any other person on the Client s behalf without further enquiry as to the genuineness, authority or identity of any such person giving or purporting to give such instructions. Notwithstanding the foregoing, Maybank Kim Eng shall be entitled (but not obliged) to verify and be satisfied with respect to the identity of the person purporting to be an Authorised Person of the Client and giving Orders, or the source and origin of such Order and Maybank Kim Eng shall be entitled to not act on any such Order unless and until Maybank Kim Eng is satisfied as to the matters on which Maybank Kim Eng sought verification Discretion to Refuse Orders: Nothing in this Part VIII of the T&C obliges Maybank Kim Eng to enter into any Transaction on behalf of the Client and Maybank Kim Eng may, at its sole and absolute discretion, refuse to accept any Order from the Client but will notify the Client of any such refusal, without needing to give any reasons, as soon as possible following receipt of the Client s instructions. Maybank Kim Eng shall be entitled (but not obliged) to act on any Orders which Maybank Kim Eng in good faith has reason to believe is from the Client. Without prejudice to the foregoing: In the event that Maybank Kim Eng decides to act on any Order or is otherwise under an obligation to act on any Order, Maybank Kim Eng shall be allowed such amount of time to act and implement any Order as may be reasonable having regard to the systems and operations of Maybank Kim Eng and the other circumstances then prevailing and shall not be liable for any Loss arising from any delay on the part of Maybank Kim Eng in acting on any such Order; and Maybank Kim Eng need only act on Orders from the Client in respect of any Account or any part of all of the securities, commodities, monies or other property held in any Account. Maybank Kim Eng shall not be required to act in accordance with any Order from the Client which purports to dispose of or deal with securities, commodities, monies or other property which are in fact not held in any Account Acceptance of Orders: Maybank Kim Eng may cancel any instructions previously given by the Client provided that Maybank Kim Eng has not acted on the Client s instructions. Acceptance of an Order will be evidenced by Maybank Kim Eng s written confirmation of that Order. The validity of any Order shall not, however, be affected by the Client not receiving confirmation of an Order. Acceptance of any Order does not constitute any agreement or representation that the Client s Margin requirement in respect of an Order has been satisfied Regulated Market: The Client acknowledges and agrees that by executing the signature page of the Account Application Form that the Client has given Maybank Kim Eng its prior express consent to execute all Orders within a regulated Market or multi-lateral trading facility, save for Orders in respect of LME Transactions or OTC Transactions (as defined in Schedules 3 and 4 to this Part VIII of the T&C) which shall be transacted outside regulated Markets or multi-lateral trading facilities. Company Reg No N 20

21 16.7 Account Information with respect to Orders: Maybank Kim Eng shall provide the Client with confirmation(s) of Order(s) by way of an statement on the day after the corresponding Transaction(s) have been executed, or by such other method as Maybank Kim Eng may determine from time to time. Further, any failure or delay in any Order being displayed on the KE Futures/Options Online Facility shall not affect the validity of the Order. If Maybank Kim Eng has executed an Order, but it is not displayed, it is solely the Client s responsibility to make further inquiry of the KE Futures/Options Online Facility to obtain confirmation of the execution of the Order. Any failure or delay by the Client in contacting Maybank Kim Eng shall not affect the validity of any Order. Once an Order has been executed, the Client should be deemed to have entered into a corresponding contract with Maybank Kim Eng whether or not the corresponding Order is displayed on the KE Futures/Options Online Facility Execution of Orders: In the event that Maybank Kim Eng decides to act on any Order or is otherwise under an obligation to act on any Order, Maybank Kim Eng shall be allowed such amount of time to act and implement any Order as may be reasonable having regard to the systems and operations of Maybank Kim Eng and the other circumstances then prevailing and shall not be liable for any Loss arising from any delay on the part of Maybank Kim Eng in acting on any such Order. Accordingly, the Client shall bear the sole responsibility of giving Maybank Kim Eng adequate and timely Orders as to the exercise or abandonment of any options purchased by Maybank Kim Eng on the Client s behalf Incorrect or Erroneous Submission of Order: If the Client incorrectly or erroneously submits an Order, which is executed, the Client shall notify Maybank Kim Eng of the error immediately upon becoming aware of the error. The Client shall also notify Maybank Kim Eng at the same time whether the Client wishes Maybank Kim Eng in respect of the incorrect or erroneous Order to either: Maintain the contract in the Client s name with Maybank Kim Eng in the same size and at the same price as the executed Order; or Subject to the conditions set out in Regulatory Notice of the Futures Trading Rules relating to erroneous trades, cancel the executed Order, Binding Order: Once an Order is received by Maybank Kim Eng, such Order is binding on the Client provided that, subject to Clause 16.13, the Client may give an Order to withdraw, cancel, revoke or vary a previous Order. All Orders (whether authorised by the Client or not) are irrevocable and binding on the Client upon transmission through the KE Futures/Option Online Facility, or through Maybank Kim Eng s written confirmation of the Order (as the case may be), and Maybank Kim Eng shall be entitled (but not obliged) to effect, perform or process such Orders without the Client s further consent and without any further reference or notice to the Client Withdrawal, Cancellation, Revocation or Variation of Previous Order: Where the Client gives Maybank Kim Eng an Order to withdraw, cancel, revoke or vary a previous Order, Maybank Kim Eng shall not be obliged to execute such Order until after the Client confirms with Maybank Kim Eng both that the previous Order has not been executed, and that the withdrawal, cancellation, revocation or variation of the previous Order will not prejudice Maybank Kim Eng s position (where relevant) with a counterparty broker Subsequent Orders to Revoke Previous Orders may be Insufficient: The Client acknowledges that subsequent Orders given to one of Maybank Kim Eng s representatives may not be sufficient to revoke an earlier Order given to another of Maybank Kim Eng s representatives, or to cancel an Order made with the relevant Maybank Kim Eng representative implementing such Order. The Client also acknowledges that in the event that the Client is physically unable to communicate any Order to Maybank Kim Eng, Maybank Kim Eng shall not be liable to the Client No Liability: Maybank Kim Eng shall bear no liability whatsoever for failing to comply with any Order of the Client or for exercising or failing to exercise any discretion, power or authority conferred upon Maybank Kim Eng by this Part VIII of the T&C Ambiguity and Inconsistency in Orders: Where any Order is ambiguous or inconsistent with any other Order, Maybank Kim Eng shall be entitled to rely and act upon any Order in accordance with any reasonable interpretation thereof which any Officer believes in good faith to be the correct interpretation. Company Reg No N 21

22 17 CLIENT MONIES 17.1 Client Monies: Any money received by Maybank Kim Eng in respect of the Account with Maybank Kim Eng shall be segregated from Maybank Kim Eng s own assets and treated as Client Monies in accordance with the SFR except where the Client transfers full ownership of money to Maybank Kim Eng for, amongst other things, the purpose of security or otherwise covering present or future, actual or contingent or prospective obligations, such as Margin, in which circumstances such money will not be regarded as Client Monies Title Transfer: A portion or all of the money the Client deposits with Maybank Kim Eng shall be transferred to Maybank Kim Eng to the extent that it represents an amount necessary to secure the Client s open positions or cover the Client s actual or future contingent or prospective obligations (which will be calculated daily in Maybank Kim Eng s sole discretion based on the Client s daily open positions and trading and which may be greater than the Margin required to maintain the Client s open position, as market conditions may dictate) is taken by Maybank Kim Eng on terms that the Client transfers full ownership and title to that money to Maybank Kim Eng for the purposes of securing the Client s present, future, actual, contingent or prospective obligations to Maybank Kim Eng and such that the Client will not have a proprietary claim over that portion or any of the Client s money and that portion will not be segregated. The Client will not have a proprietary claim on the above described portion or any of the Client s money and Maybank Kim Eng can deal with the above described portion or any of the Client s money on its own account Transfer of Client Monies to another Person: Subject to Applicable Regulations, Maybank Kim Eng may allow another person, such as an Exchange, a Clearing House or an intermediate broker, to hold or control Client Monies where Maybank Kim Eng transfers the Client Monies for the purposes of a Transaction for the Client through or with that person; or to meet the Client's obligations to provide collateral for a Transaction (for example, an initial Margin requirement for a Transaction) Abandonment of Monies or Securities after Six (6) Years: If there are any monies or securities standing to the credit of any Account (including a trust account) which are unclaimed by the Client six (6) years after the Client s last Transaction with or through Maybank Kim Eng and Maybank Kim Eng determines in good faith that it is not able to trace the Client, the Client agrees that all such assets including any and all accretions and accruals thereon (which in the case of monies shall include all interests earned thereon and all investments and their respective accretions and accruals which may have been made with such monies; and in the case of Securities shall include all accretions and accruals thereon), the same shall be deemed to have been abandoned by the Client in favour of Maybank Kim Eng and may be appropriated by Maybank Kim Eng to and for itself. The Client thereafter shall have no right to claim such assets or their accretions and accruals. Without prejudice to the foregoing, the Client acknowledges and agrees that Maybank Kim Eng may impose fees and charges from time to time on any Account and the Client shall be liable for such fees and charges and such fees and charges may be deducted from any monies or securities standing to the credit of such Account for credit to Maybank Kim Eng No Interest: Except in accordance with Clause or otherwise specifically agreed to the contrary, Maybank Kim Eng will not be obliged to pay the Client any interest on Client Monies or any unencumbered funds. 18 NET PAYMENT Maybank Kim Eng may at any time set off any liabilities to make payment owed by Maybank Kim Eng to the Client against any liability of the Client s to make payment to Maybank Kim Eng. 19 FUTURES/OPTIONS CONTRACTS 19.1 Cut-Off Time for Exercise of Futures/Options Contracts: The Client acknowledges and agrees as follows: Maybank Kim Eng shall not be obliged to notify or remind the Client of the respective exercise dates of the Client s open Futures/Options Contracts and, in the absence of specific written instructions, the Client s in-the-money Futures/Options Contracts may be left to expire without exercise; Certain Exchanges and Clearing Houses will automatically exercise some in-the-money Futures/Options Contracts unless instructed otherwise; and Maybank Kim Eng may establish exercise cut-off times which may be earlier than the exercise cut-off times established by the relevant market or exchange, and the Client shall not have any claims whatsoever against Maybank Kim Eng as a result of or in connection with the failure to exercise the Client s Futures/Options Contracts Short Positions: The Client acknowledges and agrees that all short positions in relation to Futures/Options Contracts are subject to assignment at any time, including, without limitation, short positions that are established on the same day that they are assigned. The Client further acknowledges and agrees that Maybank Kim Eng shall have the right to allocate assignment notices among all its clients short positions in any manner which Maybank Company Reg No N 22

23 Kim Eng may, in its sole and absolute discretion, deem appropriate and that such allocation method may change at any time without prior notice to the Client Communication of Trade Adjustments: The Client shall communicate all trade adjustments, whether in the form of separation, open/close, give up/take up or any other form, to Maybank Kim Eng as soon as possible and in any event not later than 4:30 pm on each trade day (or such other time as Maybank Kim Eng may accommodate in its sole and absolute discretion). The Client agrees and acknowledges that Maybank Kim Eng would not be able to process the Client s request beyond this time limit and further agrees that Maybank Kim Eng shall not have any liability whatsoever to the Client for such failure in processing. For the avoidance of doubt, any and all charges and expenses incurred in relation to trade adjustments shall be borne solely by the Client Premium: The Client acknowledges and agrees that the premium in respect of the Futures/Options Contracts shall, unless otherwise agreed to in writing by Maybank Kim Eng in its sole and absolute discretion, be payable in cash Changes to Futures/Options Contracts: In relation to any applicable Futures/Options Contract, the Client acknowledges and agrees to be bound by any changes in the capital structure or composition of the underlying issuer or, where the relevant Clearing House considers necessary or desirable to ensure fair treatment to all parties to such Futures/Options Contract, any adjustments to the terms and conditions of that class Termination of Existing Futures/Options Contracts: Subject to any Applicable Regulations, whenever any new Transaction is entered into to close out any existing Futures/Options Contracts, then the obligations of Maybank Kim Eng and the Client under such existing Futures/Options Contracts shall, save for any settlement payments that may be due in respect of such existing Futures/Options Contracts, be automatically terminated immediately upon the entering into of such a new Transaction Exercising Futures/Options Contracts The Client agrees and acknowledges that in order to exercise the Client s right under a Futures/Options Contract, the Client must deliver to Maybank Kim Eng a notice of exercise, in such form as may be determined by Maybank Kim Eng in its sole and absolute discretion, accompanied by the underlying document of title, the necessary funding and any other document or thing that Maybank Kim Eng may, in its sole and absolute discretion, require, at least 48 hours before the relevant cut-off date or such other time as Maybank Kim Eng may, in its sole and absolute discretion, accommodate. Maybank Kim Eng shall not be required to tender any exercise instructions for the Client unless Maybank Kim Eng is specifically instructed to do so in writing. The Client agrees that, in the event that the Client holds any short position under a Futures/Options Contract and such Futures/Options Contract is exercised (or is deemed to be exercised on expiry or otherwise), the Client shall immediately pay to Maybank Kim Eng the necessary settlement amount in cash or make/take delivery (as the case may be) of the subject matter of such Futures/Options Contract. 20 DELIVERY 20.1 The Client agrees and acknowledges that it shall, save for cash-settled Transactions, be obliged to make or take delivery (as the case may be) of the subject matter on the maturity date of any open Futures/Options Contract and further agrees and undertakes to Maybank Kim Eng that the Client shall take all necessary actions to enable Maybank Kim Eng to effect due settlement of such open Futures/Options Contracts on the Client s behalf In the event that the Client desires to make or take delivery of any underlying commodity in relation to a Futures/Option Contract, the Client shall notify Maybank Kim Eng in writing of such intent at least five (5) Business Days (or such longer period of notice as may be required by the rules or regulations of the applicable Market) prior to the date of such intended delivery. Where Maybank Kim Eng agrees to make or take delivery, the Client shall provide Maybank Kim Eng with such funds, information or documents as Maybank Kim Eng shall require to be satisfied that the Client is able to make or take delivery of such commodity, provided always that Maybank Kim Eng shall be under no obligation to make or take delivery. However, Maybank Kim Eng reserves the right to liquidate any Transaction, without reference to the Client, prior to the delivery month or period of the Transaction If the Client fails to deliver the requisite documents, information or funds or give further instructions within the time specified, Maybank Kim Eng may, without notice, either liquidate the Client s position, or make or receive delivery on the Client s behalf upon such terms and by such methods which Maybank Kim Eng deems to be feasible. The Client will be responsible for fines, penalties, late charges and all consequential losses and damages which may be assessed against the Client or Maybank Kim Eng pursuant to the rules and regulations of the relevant Market Without limiting any other right which Maybank Kim Eng may have under this Part VIII of the T&C, if at any time, the Client shall be unable to deliver to Maybank Kim Eng any underlying commodity in relation to a Futures/Options Contract previously sold by Maybank Kim Eng on the Client s behalf (or as principal), the Client authorises Maybank Kim Eng, in Maybank Kim Eng s sole discretion and on such terms and conditions as Maybank Kim Eng shall consider fit, to borrow or buy and deliver the same, and the Client shall immediately pay and indemnify Maybank Kim Eng (i) for any costs, losses and damages (including consequential costs, losses, damages and legal fees on a full indemnity basis), together with any premiums or other charges which Maybank Kim Eng may be required to pay, or which Maybank Kim Eng may sustain, in making such delivery or borrowing, and (ii) for Company Reg No N 23

24 any costs, losses, and damages (including consequential costs, losses, damages and legal fees on a full indemnity basis) which Maybank Kim Eng may sustain from Maybank Kim Eng s or the Client s inability to borrow or buy any such underlying commodity or other property If Maybank Kim Eng takes delivery of any underlying commodity for the Client s account, the Client shall indemnify and hold Maybank Kim Eng harmless against and from any Loss which Maybank Kim Eng may suffer resulting, directly or indirectly, from a decline in value of the said commodity and to reimburse Maybank Kim Eng for all other costs and expenses related to the delivery and storage of the commodity (if any) Notwithstanding any provision to the contrary in this Clause 20, Maybank Kim Eng reserves the right to reject any instruction from the Client to make or take delivery of any commodity and such right may be exercised by Maybank Kim Eng in its sole and absolute discretion Subject to all Applicable Regulations prescribed by the relevant Market, instructions to exercise or close a Transaction shall be delivered by the Client to Maybank Kim Eng before the relevant cut-off date, together with a copy of an exercise notice duly completed and signed (in the case of an instruction to exercise a Futures/Options Contract), any additional Margin (where applicable) and all other costs incurred or to be incurred by Maybank Kim Eng in exercising or closing the Transaction on its behalf The Client shall be solely responsible to ensure that Maybank Kim Eng obtains adequate and timely instructions as to the exercise or abandonment of any Futures/Options Contracts purchased by Maybank Kim Eng on the Client s behalf The Client further acknowledges that: (d) The sale and purchase of Futures/Options Contracts involves a high degree of risks; It understands and appreciates the nature and extent of its rights and obligations and of the risks involved in such Transactions which it may instruct or request Maybank Kim Eng to enter into; It is solely responsible for the risks attending such Transactions; and (Except in respect of cash settled Transactions) the exercise of a Futures/Options Contract will create a cash or futures position subjecting itself to additional charges and Margin requirements and the Client undertakes to comply with such additional obligations as and when they arise Any question, matter or dispute in relation to a Transaction must be raised by the Client in writing within one (1) Business Day of receipt by the Client of the contract note or confirmation in respect of that Transaction, failing which such contract note or confirmation shall be conclusive and binding on the Client. 21 REPRESENTATIONS, WARRANTIES AND COVENANTS 21.1 Representations and Warranties: In addition to the representations and warranties in Part I of the T&C, the Client represents and warrants to Maybank Kim Eng on the date this Part VIII of the T&C comes into effect and as of the date of each Transaction that: (d) (e) (f) Where the Client is an individual, the Client is of sound mind, legal age and legal competence and where the Client is a corporation, the Client is duly organised and validly existing under the laws of the country of its incorporation; Regardless of any subsequent determination to the contrary, the Client is suitable to trade Transactions and that the Client is aware of the risks involved with such Transactions; The Client has all necessary authority, powers, consents, licences and authorisations and has taken all necessary action to enable the Client lawfully to enter into and perform this Part VIII of the T&C and such Transaction and to grant the security interests and powers referred to in this Part VIII of the T&C; Any change to the details supplied on the Account Application Form has been and will be immediately notified to Maybank Kim Eng in writing; The Authorised Persons entering into this Part VIII of the T&C and each Transaction on the Client s behalf have been duly authorised to do so; This Part VIII of the T&C, each Transaction and the obligations created under them both are binding upon the Client and enforceable against the Client in accordance with their terms (subject to applicable principles of equity) and do not and will not violate the terms of any Applicable Regulation, Order, charge or agreement by which the Client is bound; (g) No Event of Default or any event which may become (with the passage of time, the giving of notice, the making of any determination or any combination of the above) an Event of Default has occurred and is continuing with respect to the Client or any Credit Support Provider; Company Reg No N 24

25 (h) (i) (j) (k) (l) (m) (n) Unless the Client has informed Maybank Kim Eng otherwise, the Client acts as principal and sole beneficial owner (but not as trustee) in entering into this Part VIII of the T&C and each Transaction; Any information which the Client provides or has provided to Maybank Kim Eng in respect of the Client s financial position or other matters is accurate and not misleading in any material respect; The Client is financially able to and understands that it or he may sustain a total loss of funds resulting from Transactions; The Client has consistent and uninterrupted access to internet service and the address provided on the Client s Account Application Form; Except as otherwise agreed by Maybank Kim Eng, the Client is the sole beneficial owner of all Margin the Client transfers to Maybank Kim Eng under this Part VIII of the T&C, free and clear of any security interest whatsoever; If the Client is not a resident in Singapore, the Client is solely responsible for ascertaining whether any Transaction entered into under this Part VIII of the T&C is lawful under the Applicable Regulations of the jurisdiction of the Client s residence; and The Client understands that using the KE Futures/Options Online Facility exposes the Client to risks associated with the use of computers and data feed systems relied upon by Maybank Kim Eng. The Client agrees to accept such risks, which may include, without limitation, failure of hardware, software or communication lines or systems. Company Reg No N 25

26 21.2 Covenants: The Client covenants with Maybank Kim Eng that: (d) (e) The Client will at all times obtain and comply, and do all that is necessary to maintain in full force and effect, all authority, powers, consents, licences and authorisations referred to in this Clause; The Client will promptly notify Maybank Kim Eng of the occurrence of any Event of Default or potential Event of Default with respect to the Client or any Credit Support Provider; The Client will use all reasonable steps to comply with all Applicable Regulations in relation to this Part VIII of the T&C and any Transaction, so far as they are applicable to the Client or Maybank Kim Eng; Upon demand, the Client will provide Maybank Kim Eng with such information as Maybank Kim Eng may reasonably require to evidence the matters referred to in this Clause or to comply with any Applicable Regulations; and The information disclosed by the Client in the Account Application Form (including any financial information) is true, accurate, and complete in all respects. The Client must notify Maybank Kim Eng immediately of any changes to any information the Client has provided to Maybank Kim Eng No Representations and Warranties by Maybank Kim Eng: Maybank Kim Eng makes no warranties, express, implied or statutory, regarding or relating to the Futures/Options Trading Services provided by Maybank Kim Eng pursuant to this Part VIII of the T&C. Without limitation to the foregoing, Maybank Kim Eng specifically disclaims, to the fullest extent permitted by law, all implied warranties of merchantability and fitness for a particular purpose with respect to the Futures/Options Trading Services provided by Maybank Kim Eng pursuant to this Part VIII of the T&C. 22 EVENTS OF DEFAULT 22.1 Additional Events of Default: In addition to the events of Default set out in Part I of the T&C, the occurrence of the following events shall also constitute Events of Default for the purposes of this Part VIII of the T&C: (d) (e) (f) (g) (h) (i) The Client fails to comply fully and immediately with any obligation to make any payment when due under this Part VIII of the T&C or to make or take delivery of any property when due under this Part VIII of the T&C; Maybank Kim Eng has reasonable grounds to believe that the Client is in breach of any material provision of this Part VIII of the T&C; Maybank Kim Eng considers it necessary or desirable for Maybank Kim Eng s own protection or any action is taken or event which occurs which Maybank Kim Eng considers might have a material adverse effect upon the Client s ability to perform any of the Client s obligations under this Part VIII of the T&C; Maybank Kim Eng considers it necessary or desirable to prevent what is considered to be good market practice or might be a violation of any Applicable Regulations; The Client, any Credit Support Provider or any Insolvency Officer acting on behalf of either of the Client disaffirms, disclaims or repudiates any obligation under this Part VIII of the T&C or any guarantee, hypothecation agreement, Margin or security agreement or document, or any other document containing an obligation of a third party, or of the Client, in favour of Maybank Kim Eng supporting any of the Client s obligations under this Part VIII of the T&C (individually a Credit Support Document ); Any representation or warranty made or given or deemed made or given by the Client under this Part VIII of the T&C or any Credit Support Document proves to have been untrue, false or misleading in any respect as at the time it was made or given or deemed made or given; Any Credit Support Provider fails to comply with or perform any agreement or obligation to be complied with or performed by the Client or it in accordance with the applicable Credit Support Document; Any Credit Support Document expires or ceases to be in full force and effect prior to the satisfaction of all the Client s obligations under this Part VIII of the T&C, unless otherwise agreed in writing by Maybank Kim Eng; Any representation or warranty made or given or deemed made or given by any Credit Support Provider pursuant to any Credit Support Document proves to have been false or misleading in any respect as at the time it was made or given or deemed made or given; Company Reg No N 26

27 (j) (k) (l) An Insolvency Event of Default occurs in respect of any Credit Support Provider; or Where the Client or the Client s Credit Support Provider is a partnership, an Insolvency Event of Default occurs in respect of one or more of the Client or its partners; and An Event of Default (however described) occurs in relation to the Client under any other term or condition under the T&C. The Client shall give Maybank Kim Eng notice of the occurrence of an Event of Default as soon as the Client becomes aware of its occurrence Occurrence of Event of Default: Without prejudice to its rights under Clause 23, upon the occurrence of an Event of Default, Maybank Kim Eng may by notice specify a date for the termination of any outstanding Transactions entered into by Maybank Kim Eng on behalf of the Client except that the occurrence of an Insolvency Event of Default or the Events of Default listed under Clause 22.1(d) and (g) to (j) shall result in the automatic termination of any outstanding Transaction. Maybank Kim Eng shall not be obliged to make any further payments or deliveries under any Transactions which would but for this Clause, have fallen due for performance on or after the termination of any outstanding Transactions. Maybank Kim Eng shall be entitled without prior notice to the Client: instead of returning to the Client investments equivalent to those credited to its or his Account, to pay to the Client the fair market value of such investments at the time Maybank Kim Eng exercises such right; (d) (e) (f) (g) To sell the Client s investments in Maybank Kim Eng s possession or in the possession of any nominee or third party appointed under or pursuant to this Part VIII of the T&C, in each case as Maybank Kim Eng may in its absolute discretion select or and upon such terms as Maybank Kim Eng may in Maybank Kim Eng s sole and absolute discretion think fit (without being responsible for any Loss or diminution in price) in order to realise funds sufficient to cover any amount due by the Client hereunder; To close out, replace or reverse any Transaction, buy, sell, borrow or lend or enter into any other Transaction or take, or refrain from taking, such other action at such time or times and in such manner as, at Maybank Kim Eng s sole and discretion, Maybank Kim Eng considers necessary or appropriate to cover, reduce or eliminate its loss or liability under or in respect of any of the Client s contracts, positions or commitments; To realise in accordance with this Clause or to sub-pledge any Securities or other assets of the Client's held by Maybank Kim Eng; To call for any Credit Support Document provided by or on behalf of the Client; To exercise Maybank Kim Eng s rights of set-off pursuant to this Clause; To close any and all of the Accounts; and/or To treat any or all Transactions then outstanding as having been repudiated by the Client, in which event Maybank Kim Eng s obligations under such Transaction or Transactions shall thereupon be cancelled and terminated Time Allowance: Maybank Kim Eng shall not lose any of its rights under this Clause by reason of any delay on Maybank Kim Eng s part in the exercise thereof, but in no circumstance shall Maybank Kim Eng be under any obligation under this Clause to exercise any such right or, if Maybank Kim Eng does exercise any such right, to do so at a time or in a manner beneficial to the Client. Maybank Kim Eng may at its sole and absolute discretion close out Transactions either on a single or collective basis Closing Out: Where Maybank Kim Eng exercises its right under this Clause to close out a Transaction, the closing out shall be effected by Maybank Kim Eng in whole or in part at such time or times and at such price or prices as determined by Maybank Kim Eng at Maybank Kim Eng s reasonable discretion. The amounts payable under the Transaction being closed out shall then be immediately due Realisation of Investments and Assets: Where Maybank Kim Eng exercises its right under this Clause to realise any Futures/Option Contracts or other assets of the Client s held by Maybank Kim Eng, Maybank Kim Eng shall be entitled to sell those Futures/Option Contracts or assets at the market price (as determined by Maybank Kim Eng in its reasonable discretion) at the time the sale takes place. Maybank Kim Eng shall have the right to choose the time, place and method of such sale at Maybank Kim Eng s sole and absolute discretion. Any costs of sale shall be borne by the Client Date of Settlement of all Open Transactions: If any Event of Default occurs, Maybank Kim Eng may by notice in writing to the Client require settlement of all open Transactions to take place in accordance with this Clause on the settlement date which for this purpose shall be the date on which such notice is given by Maybank Kim Eng. Company Reg No N 27

28 22.7 Settlement Payment: Where settlement of all Transactions are to be made under this Clause, no further payments shall be made in respect of any open Transaction after the settlement date and each open Transaction shall immediately be settled by the Client s payment of the settlement amount Setting-Off: Maybank Kim Eng shall be entitled, following the occurrence of an Event of Default to set-off any obligation to make payment to the Client against any obligation owed by the Client to make payment to any Affiliate; and any obligation of the Client s to make payment to Maybank Kim Eng against any obligation of any Affiliate to make payment to the Client Net Settlement: Any obligation shall be satisfied by the net settlement (whether by payment, set-off or otherwise) of the amounts due between Maybank Kim Eng and the Client with respect to all the outstanding terminated Transactions. With respect to each outstanding terminated Transaction, Maybank Kim Eng shall determine its total Loss or gain as a result of the termination and any net amount for all the outstanding terminated Transactions determined by Maybank Kim Eng in accordance with the foregoing due either from the Client to Maybank Kim Eng or from Maybank Kim Eng to the Client shall be immediately payable upon its calculation. Maybank Kim Eng shall not be obliged to make any payment or delivery scheduled to be made by Maybank Kim Eng under a Transaction or this Part VIII of the T&C for as long as an Event of Default has occurred and is continuing. 23 TERMINATION 23.1 Termination by the Client: The Client may terminate this Part VIII of the T&C immediately by giving written notice to Maybank Kim Eng Termination by Maybank Kim Eng: Maybank Kim Eng may terminate this Part VIII of the T&C with the Client: (d) By giving the Client seven (7) Business Days notice; Immediately on the occurrence of an Event of Default; If the Client has no open Transactions in the Account at the time when the notice of termination referred to in Clause 23.2 is sent, immediately on the sending of the notice; or In the event that the Account shows abnormal trading activity or shows that the Client has adopted trading strategies aimed at exploiting price misquotes or is otherwise deemed to be acting in bad faith, immediately without giving prior notice to the Client. In the case of Clause 23.2(d), Maybank shall in addition to its right of termination, take any other action Maybank Kim Eng deems necessary to avoid abnormal trading or abuse Maybank s Rights following Termination: At any time after the termination of this Part VIII of the T&C and without prejudice to Maybank Kim Eng s rights under Clause 2.8 of Part I of the T&C, Maybank Kim Eng may, without notice, close out any of the Client s open Transactions at the end of day closing price Accrued Rights and Remedies: Termination shall be without prejudice to accrued rights and remedies and the existence and enforceability of any open Transaction, which shall continue until closed in accordance with this Part VIII of the T&C, unless otherwise specified Payments Due to Maybank Kim Eng Immediately Due and Payable: Upon terminating this Part VIII of the T&C, all of the following amounts payable by the Client to Maybank Kim Eng pursuant to any Futures/Options Contracts entered into by or on behalf of the Client will become immediately due and payable including (but without limitation): All outstanding fees, charges and Commissions (if any); Any dealing expenses incurred by terminating this Part VIII of the T&C; and Any Losses realised in closing out any Transactions or settling or concluding outstanding obligations incurred by Maybank Kim Eng on the Client s behalf Survivorship: The termination of this Part VIII of the T&C shall not affect the outstanding rights and obligations of the Client or Maybank Kim Eng (as the case may be), in particular those in Clause 26 (Exclusions, Limitations and Indemnity) and Clause 27 (Miscellaneous) and Transactions which shall continue to be governed by this Part VIII of the T&C and the particular clauses agreed between Maybank Kim Eng and the Client in relation to such Transactions until all obligations have been fully performed. Company Reg No N 28

29 24 MANIFEST ERRORS 24.1 Manifest Error: A Manifest Error means a manifest or obvious misquote by Maybank Kim Eng, or any Market, price providing bank, information source, commentator or official on whom Maybank Kim Eng reasonably relies, having regard to the current market conditions at the time an Order is placed. When determining whether a situation amounts to a Manifest Error, Maybank Kim Eng may take into account all information in Maybank Kim Eng s possession including, without limitation, information concerning all relevant market conditions and any error in, or lack of clarity of, any information source or announcement Determination as to whether a Situation Amounts to a Manifest Error: Maybank Kim Eng will, when making a determination as to whether a situation amounts to a Manifest Error, act fairly towards the Client but the fact that the Client may have entered into, or refrained from entering into, a corresponding financial commitment, contract or Transaction in reliance on an Order placed with Maybank Kim Eng (or that the Client have suffered or may suffer any loss of profit, consequential or indirect loss) shall not be taken into account by Maybank Kim Eng in determining whether there has been a Manifest Error. Maybank Kim Eng reserves the right, without prior notice, to: Amend the details of such a Transaction to reflect what Maybank Kim Eng considers in Maybank Kim Eng s sole and absolute discretion, acting in good faith, to be the correct or fair terms of such Transaction as if there had been no Manifest Error(s); If the Client does not agree to any amendment made under Clause 24.2, Maybank Kim Eng may void from its inception any Transaction resulting from or deriving from a Manifest Error; and /or Refrain from taking any action at all to amend the details of such a Transaction or void such Transaction No Liability, Save for Fraud, Wilful Default or Negligence: Maybank Kim Eng shall not be liable to the Client for any Loss the Client suffers (including loss of profits or any indirect or consequential losses) resulting from a Manifest Error or Maybank Kim Eng s decision to enforce the details of a Transaction notwithstanding any Manifest Error, except to the extent caused by Maybank Kim Eng s own fraud, willful default or gross negligence. In the event that a Manifest Error is made by any Market, price providing bank, information source, commentator or official on whom Maybank Kim Eng reasonably relies, Maybank Kim Eng will not be liable to the Client for any Loss, except to the extent caused by Maybank Kim Eng s own fraud, willful default or negligence. 25 ARBITRAGE Exclusion of Liability: Maybank Kim Eng shall not be liable for any Losses (including direct, indirect, incidental, punitive or consequential loss and loss of profits) arising out of any internet or connectivity delays, and price feed errors. 26 EXCLUSIONS, LIMITATIONS AND INDEMNITY 26.1 At Law: Nothing in this Part VIII of the T&C shall exclude or restrict any duty or liability owed by Maybank Kim Eng to the Client under the SFA (as may be amended or replaced from time to time) General exclusion: Except as set out in Clause 26.1, neither Maybank Kim Eng nor Maybank Kim Eng s Officers or agents shall be liable for any Losses (including direct, indirect, incidental, punitive, or consequential loss, loss of profits, lost data, loss of use of the KE Futures/Options Online Facility, business interruption, costs of substitute services or downtime costs), whether arising out of negligence, breach of contract, misrepresentation or otherwise, incurred or suffered by the Client under this Part VIII of the T&C (including any Transaction or where Maybank Kim Eng has declined to enter into a proposed Transaction on behalf of the Client) even if Maybank Kim Eng had been advised of the possibility of the Client incurring the same or the same were reasonably foreseeable, unless such Loss arises directly from Maybank Kim Eng's own gross negligence, willful default or fraud, provided always that Maybank Kim Eng shall not be liable for any economic or consequential loss whatsoever that may be suffered by the Client. In no circumstance shall Maybank Kim Eng s liability include Losses suffered by the Client or any third party for any special damage, or loss of profits or loss of goodwill or reputation or loss of business opportunity arising under or in connection with this Part VIII of the T&C, whether arising out of negligence, breach of contract, misrepresentation or otherwise Trading Losses: For the avoidance of doubt, in no circumstances shall Maybank Kim Eng be liable to the Client, or responsible, for any Losses arising out of or in connection with the placement of Orders by the Client, or the execution of Transactions by Maybank Kim Eng Tax implications: Without limitation, Maybank Kim Eng does not accept liability for any adverse tax implications of any Transaction whatsoever. Company Reg No N 29

30 26.5 Changes in the Market: Without limitation, Maybank Kim Eng does not accept any liability by reason of any delay or change in market conditions before any particular Transaction is effected Exclusion Relating to Acts or Omissions of any Custodian or Counterparty Broker etc.: Notwithstanding anything to the contrary provided herein, Maybank Kim Eng shall not be liable or responsible howsoever for any act omission or default whatsoever or for the insolvency of any custodian, counterparty broker or any other institution authorised by any relevant Exchange through whom or with whom Maybank Kim Eng deals or transacts with in connection with any Transaction under the Account or otherwise in the course of Maybank Kim Eng performing any of its obligations or enforcing any of its rights hereunder or otherwise pursuant to any Transaction Force Majeure: Since Maybank Kim Eng does not control signal power, its reception or routing via internet configuration of the Client s equipment or reliability of its connections, Maybank Kim Eng shall not be liable for any claims, losses, damages, costs or expenses, including attorney's fees, caused directly or indirectly, by any breakdown or failure of any transmission or communication system or equipment or computer facility or trading software whether belonging to Maybank Kim Eng, Maybank Kim Eng s Affiliates, the Client, any Market, or any settlement or clearing system when the Client trades online (via internet) or for any cause preventing Maybank Kim Eng from performing any or all of Maybank Kim Eng s obligations, any act of God, war, terrorism, malicious damage, civil commotion, industrial acts, any Exceptional Market Event, or acts and regulations of any governmental or supra national bodies or authorities which in Maybank Kim Eng s opinion prevent an orderly market in relation to the Client's Orders (a Force Majeure Event ). Upon the occurrence of a Force Majeure Event, Maybank Kim Eng shall use commercially reasonable efforts to resume performance and Maybank Kim Eng may give the Client written notice. Upon occurrence of a Force Majeure Event, all of Maybank Kim Eng s obligations under this Part VIII of the T&C shall be immediately suspended for the duration of such Force Majeure Event. Additionally, Maybank Kim Eng may take any one or more of the following steps: (d) (e) Alter normal trading times; Alter the Margin requirements; Amend or vary this Part VIII of the T&C and any Transaction contemplated by this Part VIII of the T&C, insofar as it is impractical or impossible for Maybank Kim Eng to comply with Maybank Kim Eng s obligations; Close any or all open Transactions, cancel instructions and Orders as Maybank Kim Eng deems to be appropriate in the circumstances; and/or Take or omit to take all such other actions as Maybank Kim Eng deems to be reasonably appropriate in the circumstances having regard to the positions of the Client, Maybank Kim Eng, and other customers Indemnity with respect to the Account(s), Transaction or Matching Transaction on a Market: Without prejudice to Maybank Kim Eng s rights in Clause 14 of this Part VIII of the T&C, the Client shall pay to Maybank Kim Eng such sums as Maybank Kim Eng may from time to time require in any of the Accounts with Maybank Kim Eng and, on a full indemnity basis, any Losses which Maybank Kim Eng may incur or be subjected to with respect to any of the Account(s) or any Transaction or any matching Transaction on a Market or with an intermediate broker. Notwithstanding anything to the contrary, the Client will be liable for any and all debit balances not directly resulting from trading activity Indemnity with respect to Programmable Trading Systems: The Client agrees to indemnify and hold Maybank Kim Eng, its Affiliates, employees, agents, successors and assigns harmless from and against all Losses resulting from use of programmable trading systems, whether built by the Client or by any third party and executed on or using the KE Futures/Options Online Facility or any other trading platform offered by Maybank Kim Eng General Indemnity: In addition and without prejudice to any other right or remedy of Maybank Kim Eng (at law or otherwise) the Client shall indemnify and hold Maybank Kim Eng harmless from and against any and all Loss suffered or incurred by Maybank Kim Eng as a result of: (d) (e) Any failure by the Client to comply with this Part VIII of the T&C; Any enforcement by Maybank Kim Eng of its rights as a result of Clause 26.9; Maybank Kim Eng acting in accordance with the Orders or in any manner permitted under this Part VIII of the T&C; Any change in any Applicable Regulations; and/or Any act or thing done or caused to be done by Maybank Kim Eng in connection with or referable to this Part VIII of the T&C or any Account. Company Reg No N 30

31 26.11 Claims from the Client's customers: To the extent the Client has entered Orders for the account of the Client s customers, the Client shall on demand indemnify, protect and hold Maybank Kim Eng harmless from and against all Losses resulting from or arising out of claims raised by the Client's customers, in so far as such Losses are not the result of any negligence, willful misconduct or default by Maybank Kim Eng. This Clause shall not be affected by the termination of this Part VIII of the T&C. 27 MISCELLANEOUS 27.1 Amendments: Maybank Kim Eng reserves the right to amend, vary, revise or supplement the T&C from time to time, with or without notice to the Client, by posting such changes on Maybank Kim Eng s website, or such other means as Maybank Kim Eng deems fit. The Client is responsible for regularly reviewing this Part VIII of the T&C for any modifications and agrees to be bound by the same. The Client may not amend this Part VIII of the T&C unless such amendment is in writing and signed by an authorised officer of Maybank Kim Eng. Unless otherwise agreed, an amendment will not affect any outstanding Order or Transaction. If the Client does not wish to accept any amendment made by Maybank Kim Eng to this Part VIII of the T&C and/or any other part of the T&C, the Client may by notice to Maybank Kim Eng close the Client s open Transactions and the Account in accordance with this Part VIII of the T&C Notices: Unless otherwise agreed, all notices, instructions and other communications to be given by Maybank Kim Eng to the Client under this Part VIII of the T&C may be verbal or in writing and shall be given to the Client's last known home address, place of work, telephone number (including a telephone answering machine), fax number, address or other contact details. All notices, instructions and other communications to be given to Maybank Kim Eng by the Client under this Part VIII of the T&C should be sent to Maybank Kim Eng s customer service department by post, hand or courier at 50 North Canal Road, Singapore , by telephone at: (65) , or via at [email protected] Conclusiveness of Notice, Instruction or Other Communication: Save as expressly provided in this Part VIII of the T&C, each notice, instruction or other communication to the Client (except confirmation of trade, statements of account, and Margin Call Warnings) shall be conclusive 48 hours after posting unless written notice of objection is received by Maybank Kim Eng within five (5) Business Days of the date on which such document was deemed to have been received. If the Client fails to object within the stipulated time, it or he agrees it or he no longer has the right to dispute the accuracy of the notice, instruction or communication sent (as the case may be). Accordingly, Maybank Kim Eng has the right to treat the Client s silence as the Client's representation that the document is accurate. However, should Maybank Kim Eng discover at any time that the document is inaccurate, Maybank Kim Eng can still amend the same. Any notice, instruction or other communication shall be deemed to have been duly given or given as follows, whichever is the earlier: (d) When left at the Client s last known home or work address at the date and time of such delivery; If given by leaving a telephone answering machine message or voice mail message, one hour after the message being left on the relevant medium upon transmission; If sent by first class post, in the ordinary course of the post and in any event on the next day (or third in the case of air mail) after posting (excluding Sundays and public holidays); and/or If sent by , one hour after sending, provided no not sent or not received message is received from the relevant provider/s upon transmission Change of Contact Details: The Client will notify Maybank Kim Eng in writing of any change of the Client s address or other contact details in accordance with this Clause. The risk of loss or damage to, and the costs of delivery of, any articles or items sent to the Client shall be borne by the Client Assignment: The Client hereby instructs Maybank Kim Eng that upon any such assignment as provided in Part I of the T&C, any monies held as Client Monies be transferred to its or his nominated assignee to be held as Client Monies on the Client s behalf Disclosures: In order to comply with any Applicable Regulations, Maybank Kim Eng may be required to make certain disclosures relating to the Client's Transactions, which may or may not include disclosing the Client's identity. In addition to complying with its obligations under Applicable Regulations, Maybank Kim Eng may comply with any request for information regarding any Transaction from any relevant regulatory or governmental authority. The Client agrees that such compliance does not cause Maybank Kim Eng to breach any obligation of confidentiality which Maybank Kim Eng owes to the Client pursuant to this Part VIII of the T&C Time of essence: Time shall be of the essence in respect of all obligations of the Client under this Part VIII of the T&C (including any Transaction). Company Reg No N 31

32 27.8 Rights and remedies: The rights and remedies provided under this Part VIII of the T&C are cumulative and not exclusive of those provided by law. Maybank Kim Eng shall be under no obligation to exercise any right or remedy either at all or in a manner or at a time beneficial to the Client. No failure by Maybank Kim Eng to exercise or delay by Maybank Kim Eng in exercising any of Maybank Kim Eng s rights under this Part VIII of the T&C (including any Transaction) or otherwise shall operate as a waiver of those or any other rights or remedies. No single or partial exercise of a right or remedy shall prevent further exercise of that right or remedy or the exercise of another right or remedy Maybank Kim Eng s records: Maybank Kim Eng s and/or its agents records of, amongst others, the instructions, operations or transactions made or performed, processed or effected, shall be binding and conclusive on the Client for all purposes whatsoever and shall be conclusive evidence of the Client s dealings with Maybank Kim Eng in connection with Maybank Kim Eng's and/or its agents Services. The Client will not object to the admission of Maybank Kim Eng's records as evidence in any legal proceedings because such records are not originals, are not in writing or are documents produced by a computer. The Client will not rely on Maybank Kim Eng to comply with the Client s record keeping obligations, although records may be made available to the Client on request at Maybank Kim Eng's absolute discretion The Client's records: The Client agrees to keep adequate records in accordance with Applicable Regulations to demonstrate the nature of Orders submitted and the time at which such Orders are submitted Co-operation for proceedings: If any action or proceeding is brought by or against Maybank Kim Eng in relation to this Part VIII of the T&C or arising out of any act or omission by Maybank Kim Eng required or permitted under this Part VIII of the T&C, the Client agrees to co-operate with Maybank Kim Eng to the fullest extent possible in the defence or prosecution of such action or proceeding. 28 THIRD PARTY RIGHTS 28.1 Subject to Clause 28.2, nothing in this Agreement is intended to grant to any third party any right to enforce any term of this Part VIII of the T&C or to confer on any third party any benefits under this Part VIII of the T&C for the purposes of the Contracts (Rights of Third Parties) Act (Chapter 53B) of Singapore and any re-enactment thereof, the application of which is hereby expressly excluded Clause 28.1 shall not apply to the Officers, agents and Affiliates of Maybank Kim Eng, and the respective officers, employees and agents of such Affiliates. Company Reg No N 32

33 SCHEDULE 1 RISKS This Schedule 1 does not disclose all of the risks and other significant aspects of Futures/Options Trading. In light of the risks, the Client should only undertake such Transactions if the Client understands the nature and fundamentals of the Transactions and the Markets, the nature and the scope of the contractual relationships into which the Client is entering, the legal terms and conditions of the documents for the Transactions, the extent of the Client s exposure to risk and the potential Losses that can be incurred, the income tax treatment and the accounting treatment of the Transactions (which can be complex) and the regulatory treatment of the Transactions. In particular, Futures/Options Trading may not be suitable for retail investors. The Client should carefully consider whether such trading is appropriate for the Client in light of the Client s experience, objectives, financial resources, ability to bear risks and other relevant circumstances. The Client should read this Disclosure Statement Schedule carefully, and seek independent financial, legal and other professional advice as the Client considers appropriate. 1. GENERAL RISKS OF TRADING FUTURES AND OPTIONS There are various risks of a general nature associated with Futures/Options Trading. These include but are not limited to the following: 1.1 Potential Losses The Client s payments or receipts under a Transaction will be linked to changes in the particular financial Market or Markets to which the Transaction is linked, and the Client will be exposed to price, currency exchange, interest rate or other volatilities in such Market or Markets (as the case may be). The Client may sustain substantial losses on the Transactions if market conditions move against the Client s positions. It is in the Client s interest to fully understand the impact of market movements, and in particular, the extent of profit or loss the Client would be exposed to in the event that there is an upward or downward movement in the relevant rates. The Client s position on various Transactions may be liquidated at a loss and the Client will then be liable for any resulting deficit in the Client s account held with Maybank Kim Eng. Under certain circumstances, it may be difficult to liquidate an existing position, assess the value, determine a fair price or assess the Client s exposure to risk. 1.2 Liquidation of positions Under certain Market conditions, the Client may find it difficult or impossible to liquidate a position. The placing of contingent orders, such as stop-loss or stop-limit orders, will not necessarily limit the Client s Losses to the intended amounts, as it may be difficult or impossible to execute such orders without incurring substantial losses under certain market conditions. Strategies using combinations of positions, such as spread or straddle positions may be as risky as taking simple long or short positions. 1.3 Client Assets Received or Held Outside Singapore Client Assets received or held by the Client registered outside Singapore are subject to the Applicable Regulations of the relevant overseas jurisdiction which may be different from Singapore law. Consequently, such Client Assets may not enjoy the same protection as that conferred on Client Assets received or held in Singapore. 1.4 Risks of Margin Trading The risk of loss in financing a Transaction by deposit of collateral is significant. The high degree of leverage that is often obtainable in Margin trading can work against the Client due to fluctuating market conditions. The Client may sustain large losses in response to small market movements. While the amount of the initial Margin required to enter into a Transaction may be small relative to the value of the Transaction, a relatively small market movement would have a proportionately larger impact. The Client may sustain Losses in excess of the Client s cash and any other assets that may be deposited as collateral with Maybank Kim Eng. Market conditions may make it impossible to execute contingent orders, such as stop-loss or stop-limit orders. The Client may be called upon at short notice to make additional Margin deposits or interest payments. The Client should be aware that the Client may not be entitled to an extension of time when a Margin call is made. If the required Margin deposits or interest payments are not made within the prescribed time, the Client s collateral may be liquidated without the Client s consent. Moreover, the Client will remain liable for any resulting deficit in the Account and interest charged on the Account. The Client should be aware that Maybank Kim Eng may liquidate the Client s collateral without contacting the Client. Further, Maybank Kim Eng may be entitled to decide which collateral to liquidate in order to best protect its interests. The Client should therefore carefully consider whether such a financing arrangement is suitable in light of the Client s own financial position and investment objectives. 1.5 Risks of Electronic Trading Facilities The Client understands that the electronic communication systems (including the Internet) may not be a reliable medium of communication due to unpredictable traffic congestion or other reasons and that such unreliability may be beyond Maybank Kim Eng s control. This may give rise to situations, including (without limitation) delays in transmission and receipt of the Client s instructions or other information, delays in execution or execution of the Client s instructions at prices different from those prevailing at the time the Client s instructions were given, misunderstanding and errors in any communication Company Reg No N 33

34 between the Client and Maybank Kim Eng. Whilst Maybank Kim Eng will take every possible step to safeguard its systems, client information, accounts and assets held for the benefit of its clients, the Client accepts the risk of conducting Transactions via electronic communication systems. The Client is also advised to adopt security precautions and practices to minimise risk in this area. These include: (i) (ii) (iii) (iv) (v) (vi) (vii) (viii) (ix) Adopting a personal identification number which is not easily identifiable by third parties; Maintaining confidentiality in relation to the personal identification number, and changing it regularly; Checking the authenticity of Maybank Kim Eng s website; Installing anti-virus, anti-spyware and firewall software (including considering the use of encryption technology to protect highly sensitive data) in computers, particularly when they are linked via broadband connections, digital subscriber lines or cable modems, and updating the anti-virus and firewall products with security patches or newer versions on a regular basis; Regularly backing up critical data; Logging off the online session and turning off the computer when not in use; Not installing software or programs of unknown origin, and not opening or retaining s of unknown origin; Not selecting the option on browsers for storing or retaining user name and password; and/or Not disclosing personal, financial or credit card information to little-known or suspect websites. (d) (e) Electronic trading facilities are supported by computer-based component systems for the order-routing, execution, matching, registration or clearing of trades. As with all facilities and systems, they are vulnerable to temporary disruption or failure. The Client understands that the Client s ability to recover certain Losses may be subject to limits on liability imposed by the system provider, the relevant Market, the relevant Clearing House and/or member or participant firms. Such limits may vary and the Client understands that the Client should ask Maybank Kim Eng for details in this respect. Trading on an electronic trading system may differ from trading on other electronic trading systems. If the Client undertakes Transactions on an electronic trading system, the Client understands that the Client will be exposed to risks associated with the system including the failure of hardware and software. Markets and trading floors are exposed to the inherent risks associated with failures in computer-based facilities and systems. The Client understands that the result of any system failure may be that the Client s order is either not executed according to the Client s instructions or is not executed at all. For example: (i) (ii) (iii) (iv) (v) Market, order or transaction information transmitted to the Client through an electronic trading system may not be accurate, even if it appears to be real-time information; The price at which the Client s Order is executed may be different from the displayed quote at the time the Order was entered; The Client may not be able to enter new Orders, or modify or cancel existing Orders; Existing Orders may not be executed according to the Client s instructions, or may not be executed at all, or such Orders may be lost or modified, or their priority may be affected; and Where an Order has been executed, the Client may experience delay in receiving confirmation of such execution, or may not receive a confirmation at all, or may receive inaccurate or conflicting information. (f) Maybank Kim Eng shall be entitled and authorised to act upon, rely on or regard electronic instructions as if they were carried out or transmitted by the Client or such persons as may be authorised by the Client. Whilst Maybank Kim Eng shall use reasonable efforts to ensure that access to and use of the Online Facility will be given only where a user accesses the service with a valid personal identification number, user authentication on electronic systems is generally difficult to establish. There is therefore a risk that the use of the Online Facility may be subject to fraudulent or deceptive activity (including, but not limited to, unauthorised users falsely acting as the Client s authorised representatives). (g) Although the execution of an Order that was entered electronically usually occurs within seconds after it is sent to the Market, Orders may be delayed due to high volume or low liquidity. Prices may change very quickly, and even where an Order is executed immediately, the Client may not always receive the quoted price last seen before placing the Order. In order to avoid entering into a Transaction at a price higher or lower than is acceptable, the Client may consider using limit Orders rather than market Orders. A limit Order is an Order to enter into a Transaction at no higher or lower than a specified price. Company Reg No N 34

35 However, using a limit Order may often result in the trade executions failing to occur when that specified price cannot be met. (h) (i) (j) Delays in executing trades may occur for other reasons. For example, Maybank Kim Eng may manually review and enter an Order for the purposes of verifying that the Account and Margin requirements are in order or for the purposes of examining the Order for trading restrictions. Where there is delay in the execution of an Order, the Client may be tempted to cancel and resubmit an Order. However, cancelling and resubmitting an Order in a fast Market may expose the Client to the risk of entering duplicate orders. Conversely, the fact that Orders may be executed quickly may be disadvantageous to the Client in the event that the Client has erroneously placed an Order and in such a situation, the Client may not be able to withdraw or correct the erroneous Order before it is executed and the Client may then be bound to perform the Client s obligations under such erroneous trade. 1.6 Country and Foreign Exchange Risks Transactions on Markets in other jurisdictions including, without limitation, Markets formally linked to a domestic Market, may expose the Client to additional risks. Such Markets may be subject to rules which may offer different or diminished investor protection. The Client agrees that the Client is solely responsible for seeking the appropriate legal, financial and other professional advice and that the Client should be aware of the risks in relation to such Markets before entering into any Transactions in such Markets. In addition, the Client should be aware that any imposition of exchange controls or other restrictions by foreign regulatory authorities may cause payments to be made in the local currency or may result in the inability of funds remittances, which may affect the value of the Client s investments. Fluctuations in foreign currency rates will have an impact on the value of the Client s assets, profits or returns where the Transaction involves an element of foreign currency. 1.7 Liquidity Risks The Client is aware that adverse market conditions may result in the Client not being able to effect Transactions, liquidate all or part of the Client s investment, assess a value or the Client s exposure or determine a fair price, as and when the Client may require. These consequences may also arise due to the application of rules in a certain Market. 1.8 Derivatives Trading Risks Derivatives are financial contracts for which the price is derived from an underlying asset or benchmark, such as a share or share index. Derivatives may consist of a number of different elements and this often makes them difficult to understand. The Client should not deal in derivatives unless the Client has made the proper enquiries and has understood the nature of the contract the Client is entering into, the terms and conditions of the contract and the extent of the Client s exposure to risk. Company Reg No N 35

36 2. NOTIFICATION OF RULE 1.6 OF THE FUTURES TRADING RULES 2.1 Notification 2.2 Extract Maybank Kim Eng is required under the Futures Trading Rules to notify the Client of the following sub-rules in Rule 1.6 of the Futures Trading Rules (Exclusion of Liability, Disclaimer of Warranties & Statutory Immunity). Please refer to the extract of Rule 1.6 of the Futures Trading Rules (Exclusion of Liability, Disclaimer of Warranties & Statutory Immunity) below: Rule 1.6.1: No Liability for Loss Unless otherwise expressly provided in this Rules or in any other agreements to which the Exchange is a party, the Exchange shall not be liable to any Person for any loss (consequential or otherwise, including, without limitation, loss of profit), damage, injury, or delay, whether direct or indirect, arising from: (i) (ii) any action taken by the Exchange in connection with the discharge of its regulatory responsibilities including the suspension, interruption or closure of the Markets; or any failure or malfunction of Exchange Systems. Exchange Systems refers to any pre-trade, trade or post-trade systems, including QUEST, operated by the Exchange in connection with the Markets A Indemnity to the Exchange (i) Each Trading Member indemnifies the Exchange and its directors, officers, employees, representatives and agents ("Indemnified Persons") against any loss or liability reasonably incurred or suffered by the Indemnified Persons where such loss or liability arose out of or in connection with: any breach by the Trading Member of its obligations under the Rules; or any wilful, unlawful, reckless or negligent act or omission by the Trading Member. (ii) Without prejudice to the generality of Rule 1.6.1A(1), in the event that any legal, arbitration or other proceedings are brought to impose any liability on the Indemnified Persons for an alleged failure on the part of any Indemnified Person to prevent or to require action by a Trading Member or any of its directors, officers, employees, representatives or agents, the Trading Member shall reimburse the Exchange for: all expenses and legal fees incurred by the Exchange in connection with such proceedings; any payment made by the Exchange with the approval of the Trading Member in connection with any settlement of such proceedings; and any payment made by the Exchange as a result of any order, award or judgment made in such proceedings. The Trading Member shall render such co-operation as the Exchange reasonably requires in respect of such proceedings including without limitation the production of any document or records. (iii) Without prejudice to Rule 1.6.1A(2), the cost to the Exchange of producing, pursuant to a court order or other legal process, records relating to the business or affairs of a Trading Member may, at the absolute discretion of the Exchange, be required to be paid to the Exchange by such Trading Member, whether such production is required at the instance of such Trading Member or at the instance of any other party : Statutory Immunity As provided under the Act, the Exchange or any Person acting on its behalf including any director or any Committee Member shall be immune from any criminal or civil liability for anything done (including any statement made) or omitted to be done with reasonable care and in good faith in the course of, or in connection with, the discharge or purported discharge of its obligations under the Act or this Rules. Rule 1.6.3: Disclaimer of Warranties All warranties and conditions, both express and implied as to condition, description, quality, performance, durability, or fitness for the purpose or otherwise of any of the Exchange Systems or any component thereof are excluded except as required by law. The Exchange does not warrant or forecast that the Exchange Systems, any component thereof or any services performed in respect thereof will meet the requirements of any user, or that operation of the Exchange Systems will be uninterrupted or error-free, or that any services performed in respect of the Exchange Systems will be uninterrupted or error-free. Company Reg No N 36

37 Rule 1.6.4: Index Related Disclaimers The Exchange, Index Provider and any other party involved in, or related to, making or compiling any index do not guarantee the originality, accuracy or completeness of such indices or any data included therein. Contracts on any index ( Index Contracts ) are not sponsored, guaranteed or endorsed by the Index Provider or any other party involved in, or related to, making or compiling such indices. Neither the Index Provider nor any other party involved in, or related to, making or compiling any index makes any representations regarding the advisability of investing in such Index Contracts. Neither the Index Provider nor any other party involved in, or related to, making or compiling any index makes any warranty, express or implied, as to the results to be obtained by any person or any entity from the use of such index or any data included therein. Neither the Index Provider nor any other party involved in, or related to, making or compiling any MSCI Index makes any express or implied warranty, and expressly disclaims all warranties of merchantability and fitness for a particular purpose or use with respect to such index or any data included therein. Without limiting any of the foregoing, in no event shall an Index Provider or any other party involved in, or related to, making or compiling any index have any liability for any direct, special punitive, indirect, or consequential damages (including lost profits), even if notified of the possibility of such damages. In addition, neither the Exchange, an Index Provider nor any other party involved in, or related to, making or compiling any index shall have any liability for damages, claims, losses or expenses relating to any futures or options contracts that may be caused by any errors or delays in calculating or disseminating such index. Index Provider as used herein refers to MSCI, FTSE, IISL, NKS or such other index provider and their respective affiliates with whom the Exchange has or shall enter into agreements with for the creation and exploitation of indices and indexlinked products. Rule 1.6.5: Notification to Customers Members shall notify Customers of the above exclusion of liability and disclaimer of warranty by the Exchange either by way of inclusion in the contracts granting access to the Markets or such other manner as approved by the Exchange. 3. NOTIFICATION OF RULES TO OF THE CLEARING RULES 3.1 Notification 3.2 Extract Maybank Kim Eng is required by the Clearing Rules to notify the Client of the following rules of the Clearing Rules as set out in Section 3.2. Please refer to the extract of Rule 1.01 of the Clearing Rules below: Rule This Rules apply to all Clearing Members and operate as a binding contract between the Clearing House and each Clearing Member and between a Clearing Member and any other Clearing Member and for the exclusive benefit only of the parties to such contract(s). Save as otherwise provided in this Rules, a person who is not a party to this Rules has no rights under the Contracts (Rights of Third Parties) Act (Chapter 53B) to enforce any terms of this Rules. Rule Except where the Clearing House otherwise expressly agrees with or expressly commits itself to any party, the benefit of any performance by the Clearing House of its obligations under: Rule this Rules, or Directives, Practice Notes or Circulars issued by the Clearing House, is restricted to only Clearing Members. The Clearing House shall have no liability to any other party. In particular, the Clearing House shall have no liability to any party affected or aggrieved by any alleged action or omission of the Clearing House or any of the directors, officers or employees of the Clearing House Without prejudice to Rule or the benefit of any exclusion of liability in any contract or undertaking in favour of the Clearing House, the Clearing House accepts no duty to and therefore shall have no liability whatsoever to any Clearing Member or any Third Party in contract, tort, trust, as a fiduciary or under any other cause of action in respect of any damage, loss, cost or expense of whatsoever nature suffered or incurred by a Clearing Member or any Third Party, as the case may be, as a result of: any suspension, restriction or closure of any market whose contracts are cleared by or novated to the Clearing House (each a "Relevant Market"), whether for a Company Reg No N 37

38 Rule temporary period or otherwise or as a result of a decision taken on the occurrence of a market emergency; any failure by the Clearing House or any Relevant Market to supply each other with data or information in accordance with arrangements from time to time established between and/or amongst any or all such persons; the failure of any systems, communications facilities or technology supplied, operated or used by the Clearing House; the failure of any systems, communications facilities or technology supplied, operated or used by any Relevant Market; the inaccuracy of any information supplied to and relied on by the Clearing House (including but not limited to any error in the establishment of a settlement price made by a Relevant Market) or a Relevant Market; and any event which is outside the reasonable control of the Clearing House Without prejudice to Rule , and in addition to Rule , each Clearing Member should and must note that in connection with any index used or to be used by the Clearing House for clearing and settlement or in connection or by reference therewith, none of the Clearing House, its directors or officers or any relevant party that the Clearing House may contract with for the supply of the index or information in relation thereto (each of the foregoing, a Relevant Party ) assume any obligation or liability in connection with the clearing or settlement of any contract based on such index. Accordingly, none of the foregoing parties shall be in any way responsible for any losses, expenses or damages (in all cases direct or indirect) arising in connection with or referable to the clearing or settlement of any contract linked or referable to the said index, provided that nothing herein shall affect either obligations of the Clearing House or its Clearing Members as parties clearing or settling in any contract so linked or referable. None of the Relevant Parties guarantee or warrant or undertake in any manner the accuracy or completeness of any such index or any information or data included in or referable to it. Rule NONE OF THE RELEVANT PARTIES MAKES ANY WARRANTY OR GIVES ANY GUARANTEE OR UNDERTAKING, EXPRESS OR IMPLIED, AS TO THE ACCURACY OR COMPLETENESS OF, OR THE RESULTS TO BE OBTAINED BY ANY PERSON OR ENTITY FROM THE USE OF ANY SUCH INDEX, OR ANY INFORMATION OR DATA INCLUDED IN OR REFERABLE TO IT IN CONNECTION WITH ANY CLEARING OR SETTLEMENT OF ANY CONTRACTS OR FOR ANY OTHER USE. NONE OF THE RELEVANT PARTIES MAKES ANY EXPRESS OR IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE WITH RESPECT TO ANY SUCH INDEX, OR ANY INFORMATION OR DATA INCLUDED IN OR REFERABLE TO ANY SUCH INDEX All Clearing Members are to note the foregoing and ensure that they are taking on Clearing Membership in and/or will carry on as Clearing Members of the Clearing House, transact and will transact by reference to the Clearing House or any Contract or information or action referable to the Clearing House or any of its directors or officers, only on the foregoing basis and will also ensure that they will not open or allow the continued operation of any account for any person with respect to any Contract unless such person has been notified of the foregoing provisions and has satisfied him/herself or itself that the same is acceptable and is accepted. ACKNOWLEDGEMENT OF RECEIPT OF NOTIFICATION ON RULE 1.01 OF THE CLEARING RULES OF THE SGX-DC AND RULE 1.6 OF THE FUTURES TRADING RULES OF THE SGX-DC This acknowledges that we / I have been notified of Rule 1.01 of the Clearing Rules of the SGX-DC and Rule 1.6 of the Futures Trading Rules of the SGX-DC, and understand and accept their contents. Signature of Customer : Name of Customer : Designation* : Corporation name* : Date : * For corporations only Company Reg No N 38

39 4. PROHIBITED TRADING PRACTICES 4.1 Notification This statement is being provided to the Client pursuant to Rule of the Futures Trading Rules. This statement reproduces, for the Client s information, provisions of the SFA and the Futures Trading Rules which prohibit certain trading practices. The Client acknowledges that the Client has read and understood this statement and undertakes not to engage in any such prohibited trading practices. The Client further acknowledges that these provisions may be amended from time to time by the relevant authorities, and the Client should therefore refer to the relevant rules and regulations for the updated provisions on these prohibited trading practices. 4.2 Prohibited trading practices under the SFA Please refer to the respective extracts of the following relevant provisions of the Futures Trading Rules below: Section 206 False Trading No person shall create, or do anything that is intended or likely to create, a false or misleading appearance of active trading in any futures contract on a futures market or in connection with leveraged foreign exchange trading, or a false or misleading appearance with respect to the market for, or the price of futures contracts on a futures market or foreign exchange in connection with leveraged foreign exchange trading. Section 207 Bucketing (1) No person shall knowingly execute, or hold himself out as having executed, an order for the purchase or sale of a futures contract on a futures market, without having effected a bona fide purchase or sale of the futures contract in accordance with the business rules and practices of the futures market. (2) No person shall knowingly execute, or hold himself out as having executed, an order to make a purchase or sale of foreign exchange in connection with leveraged foreign exchange trading, without having effected a bona fide purchase or sale in accordance with the order. Section 208 Manipulation of price of futures contract and cornering No person shall, directly or indirectly Manipulate or attempt to manipulate the price of a futures contract that may be dealt in on a futures market, or of any commodity which is the subject of such futures contract; or Corner, or attempt to corner, any commodity which is the subject of a futures contract. (d) Section 209 Fraudulently inducing persons to trade in futures contracts (1) No person shall (d) By making or publishing any statement, promise or forecast that he knows or ought reasonably to have known to be false, misleading or deceptive; By any dishonest concealment of material facts; By the reckless making or publishing of any statement, promise or forecast that is false, misleading or deceptive; or By recording or storing in, or by means of, any mechanical, electronic or other device information that he knows to be false or misleading in a material particular, induce or attempt to induce another person to trade in a futures contract or engage in leveraged foreign exchange trading. (2) In any proceedings against a person for a contravention of subsection (1) constituted by recording or storing information as mentioned in subsection(1)(d), it is a defence if it is established that, at the time when the defendant so recorded or stored the information, he had no reasonable grounds for expecting that the information would be available to any other person. (e) Section 210 Employment of fraudulent or deceptive devices, etc. No person shall, directly or indirectly, in connection with any transaction involving trading in a futures contract or leveraged foreign exchange trading Employ any device, scheme or artifice to defraud; Engage in any act, practice or course of business which operates as a fraud or deception, or is Company Reg No N 39

40 likely to operate as a fraud or deception, upon any person; (d) Make any false statement of a material fact; or Omit to state a material fact necessary in order to make the statements made, in the light of the circumstances under which they were made, not misleading. (f) Section 211 Dissemination of information about illegal transactions No person shall circulate, disseminate, or authorise, or be concerned in the circulation or dissemination of, any statement or information to the effect that the price of a class of futures contracts or foreign exchange in connection with leveraged foreign exchange trading will, or is likely to, rise or fall or be maintained because of the market operations of one or more persons which, to his knowledge, are conducted in contravention of section 206, 207, 208, 209 or 210 if The person, or a person associated with the person, has conducted such market operations; or The person, or a person associated with the person, has received, or expects to receive, directly or indirectly, any consideration or benefit for circulating or disseminating, or authorising or being concerned in the circulation or dissemination, the statement or information. (g) Section 218 Prohibited conduct by connected person in possession of inside information (1) Subject to this Division, where A person who is connected to a corporation (referred to in this section as the connected person) possesses information concerning that corporation that is not generally available but, if the information were generally available, a reasonable person would expect it to have a material effect on the price or value of securities of that corporation; and The connected person knows or ought reasonably to know that (i) (ii) The information is not generally available; and If it were generally available, it might have a material effect on the price or value of those securities of that corporation, (1A) Subject to this Division, where subsections (2), (3), (4), (5) and (6) shall apply. A person who is connected to any corporation, where such corporation (i) (ii) In relation to a business trust, acts as its trustee or manages or operates the business trust; or In relation to a collective investment scheme that invests primarily in real estate and real estate-related assets specified by the Authority in the Code on Collective Investment Schemes and all or any units of which are listed on a securities exchange, is the trustee or manager of the scheme, possesses information concerning that corporation, business trust or scheme, as the case may be, that is not generally available but, if the information were generally available, a reasonable person would expect it to have a material effect on the price or value of securities of that corporation, of securities of that business trust or of units in that scheme, as the case may be; and The connected person knows or ought reasonably to know that (i) (ii) The information is not generally available; and If it were generally available, it might have a material effect on the price or value of those securities of that corporation, of those securities of that business trust or of those units in that scheme, as the case may be, subsections (2), (3), (4A), (5) and (6) shall apply. (2) The connected person must not (whether as principal or agent) Subscribe for, purchase or sell, or enter into an agreement to subscribe for, purchase or sell, any such securities referred to in subsection (1) or (1A), as the case may be; or Procure another person to subscribe for, purchase or sell, or to enter into an Company Reg No N 40

41 agreement to subscribe for, purchase or sell, any such securities referred to in subsection (1) or (1A), as the case may be. (3) Where trading in the securities referred to in subsection (1) or (1A) is permitted on the securities market of a securities exchange or futures market of a futures exchange, the connected person must not, directly or indirectly, communicate the information, or cause the information to be communicated, to another person if the connected person knows, or ought reasonably to know, that the other person would or would be likely to Subscribe for, purchase or sell, or enter into an agreement to subscribe for, purchase or sell, any such securities; or Procure a third person to subscribe for, purchase or sell, or to enter into an agreement to subscribe for, purchase or sell, any such securities. (4) In any proceedings for a contravention of subsection (2) or (3) against a person connected to a corporation referred to in subsection (1), where the prosecution or plaintiff proves that the connected person was at the material time In possession of information concerning the corporation to which he was connected; and The information was not generally available, it shall be presumed, until the contrary is proved, that the connected person knew at the material time that (i) (ii) The information was not generally available; and If the information were generally available, it might have a material effect on the price or value of securities of that corporation. (4A) In any proceedings for a contravention of subsection (2) or (3) against a person connected to a corporation which (i) (ii) In relation to a business trust, acts as its trustee or manages or operates the business trust; or In relation to a collective investment scheme, is the trustee or manager of the scheme, as the case may be, referred to in subsection (1A), where the prosecution or plaintiff proves that the connected person was at the material time In possession of information concerning the corporation, business trust or scheme, as the case may be; and The information was not generally available, It shall be presumed, until the contrary is proved, that the connected person knew at the material time that (A) (B) The information was not generally available; and If the information were generally available, it might have a material effect on the price or value of securities of that corporation, of securities of that business trust or of units in the scheme, as the case may be. (5) In this Division, Connected person means a person referred to in subsection (1) or (1A) who is connected to a corporation; and A person is connected to a corporation if (i) (ii) (iii) He is an officer of that corporation or of a related corporation; He is a substantial shareholder within the meaning of Division 4 of Part IV of the Companies Act (Cap. 50) in that corporation or in a related corporation; or He occupies a position that may reasonably be expected to give him access to information of a kind to which this section applies by virtue of (A) Any professional or business relationship existing between himself (or his employer or a corporation of which he is an officer) and that corporation or a related corporation; or (B) Being an officer of a substantial shareholder within the meaning Company Reg No N 41

42 of Division 4 of Part IV of the Companies Act in that corporation or in a related corporation. (6) For the purposes of subsection (5), officer, in relation to a corporation, includes (d) (e) a director, secretary or employee of the corporation; a receiver, or receiver and manager, of property of the corporation; a judicial manager of the corporation; a liquidator of the corporation; and a trustee or other person administering a compromise or arrangement made between the corporation and another person. (h) Section 219 Prohibited conduct by other persons in possession of inside information (1) Subject to this Division, where a person who is not a connected person referred to in section 218 (referred to in this section as the insider) possesses information that is not generally available but, if the information were generally available, a reasonable person would expect it to have a material effect on the price or value of securities; and the insider knows that (i) (ii) the information is not generally available; and if it were generally available, it might have a material effect on the price or value of those securities, subsections (2) and (3) shall apply. (2) The insider must not (whether as principal or agent) subscribe for, purchase or sell, or enter into an agreement to subscribe for, purchase or sell, any such securities; or procure another person to subscribe for, purchase or sell, or to enter into an agreement to subscribe for, purchase or sell, any such securities. (3) Where trading in the securities referred to in subsection (1) is permitted on the securities market of a securities exchange or futures market of a futures exchange, the insider must not, directly or indirectly, communicate the information, or cause the information to be communicated, to another person if the insider knows, or ought reasonably to know, that the other person would or would be likely to subscribe for, purchase or sell, or enter into an agreement to subscribe for, purchase or sell, any such securities; or procure a third person to subscribe for, purchase or sell, or to enter into an agreement to subscribe for, purchase or sell, any such securities. 4.3 Prohibited trading practices under the Futures Trading Rules Please refer to the respective extracts of the following relevant provisions of the SFA below: Rule 3.4.1: Market Manipulation A Member, Approved Trader or Registered Representative shall not manipulate or attempt to manipulate the price of a contract or of any underlying, or corner, or attempt to corner, any underlying. Rule 3.4.2: Churning A Member, Approved Trader or Registered Representative is prohibited from churning or generating commissions through creating excessive transactions in a Customer s Account. Rule 3.4.3: False Trading, Bucketing, Fraudulent Inducement to Trade and Employment of Fraudulent Device A Member, Approved Trader or Registered Representative shall not: engage in, or knowingly act with any other Person in, any act or practice that will or is likely Company Reg No N 42

43 to create a false or misleading appearance of active trading in any contract or a false or misleading appearance with respect to the price of any contract; knowingly execute, or hold out as having executed, an order for the purchase or sale of a contract, without having effected a bona fide purchase or sale of the contract in accordance with this Rules; induce or attempt to induce another person to trade in a contract: (i) (ii) (iii) (iv) by making or publishing any statement, promise or forecast that it knows or ought reasonably to know to be false, misleading or deceptive; by any dishonest concealment of material facts; by the reckless making or publishing of any statement, promise or forecast that is false, misleading or deceptive; or by recording or storing in any mechanical, electronic or other device information that is knowingly false or materially misleading; or (d) directly or indirectly in connection with any trading in a contract: (i) (ii) (iii) (iv) employ any device, scheme or artifice to defraud; engage in any act, practice or course of business which operates as a fraud or deception, or is likely to operate as a fraud or deception upon any Person; make any false statement of a material fact; or omit to state a material fact necessary in order to make any statements made, in the light of the circumstances under which they were made, not misleading. (d) Rule 3.4.4: Duty to Inform Exchange of Prohibited Trading Practices A Member, Approved Trader or Registered Representative shall immediately inform the Exchange if it reasonably suspects, or knows of, any commission or attempted commission of the acts prohibited under Rules 3.4.1, and (e) Rule 3.4.5: Dissemination of False or Misleading Information A Member, Approved Trader or Registered Representative shall not disseminate false or misleading reports concerning market information or conditions that may affect the price of any contract, if the Member, Approved Trader or Registered Representative: knows or ought reasonably to know that the information is false or misleading; or is reckless about the truth of the information. This prohibition includes circulation or aiding in the circulation in any manner of rumours which cast doubt on the integrity of any contract or underlying. (f) Rule 3.4.6: Professional Misconduct A Member, Approved Trader or Registered Representative shall not: (d) (e) (f) (g) permit the use of the Member s facilities or Membership privileges by another Member, Approved Trader or Registered Representative or non-member in a manner that impairs the dignity or degrades the good name of the Exchange, or creates a market or other situation detrimental to the Exchange, or effectuates manipulations or cornerings or attempts at either, or to itself do any of the foregoing; engage in any conduct which impairs or tends to impair the dignity or the good name of the Exchange; commit an act which is substantially detrimental to the interest of the Exchange; refuse to comply with an order of the Exchange, the Disciplinary Committee or the Appeals Committee; refuse to comply with a final arbitration award; fail to answer Customers complaints promptly and in appropriate detail; commit any fraudulent or dishonest act or any act of bad faith; Company Reg No N 43

44 (h) act in a dishonourable or uncommercial manner; (i) make a material mis-statement to the Exchange, the Disciplinary Committee or the Appeals Committee, or in any information supplied to the Exchange or its officers; (j) (k) (l) (m) (n) (o) make, or cause to be made, a false or misleading entry in any books, records, reports, slips, documents or statements relating to the business, affairs, transactions, conditions, assets or accounts of the Member; omit from making, for whatever reason, a material entry in any books, records, reports, slips, documents or statements relating to the business, affairs, transactions, conditions, assets or accounts of the Member; alter or destroy any books, records, reports, slips, documents or statements relating to the business, affairs, transactions, conditions, assets or accounts of the Member without a valid reason; make use of or reveal any confidential information obtained by reason of participating in any investigative proceeding or hearing; refuse to appear before the Exchange, the Disciplinary Committee or the Appeals Committee at a duly convened hearing or in connection with any investigation; or refuse to fully answer all questions or produce all books and records in relation to any audit, hearing or investigation. (g) Rule 3.4.9: Fictitious Transactions Without Change In Ownership The creation of fictitious transactions or the placing of orders which do not involve any change in ownership, or the execution of such an order with knowledge of its character by a Member, Approved Trader or Registered Representative is prohibited. A Member, Approved Trader or Registered Representative shall not accept buying and selling orders at the same time and price from a Customer for the same contract month of the same futures contract or in the case of option contracts, a put or call option contract with the same class of options, the same strike price and expiration month. This Rule does not apply if orders are entered in the following circumstances: the orders are from a fund manager whose instructions are intended to switch the contract from one (1) sub-account to another for legitimate commercial reasons; the orders will be booked out finally to different beneficial owners; or if the Member or the Approved Trader establishes to the Exchange that it was not a purpose of the orders to create a false market. (h) Rule : Overtrading by a Member, Approved Trader or Customer The following provisions apply in relation to overtrading: a Member shall not execute any trade beyond any limits imposed by that Member s sponsoring Clearing Member, the Exchange, the Clearing House or MAS. A Member shall ensure that its Customers do not trade beyond any limits. A Member shall be guilty of overtrading if such Member or its Approved Trader enters into any trade or trades beyond any limits imposed from time to time by its sponsoring Clearing Member, the Exchange or MAS. If a Member is charged with violating this Rule: (i) (ii) (iii) the Exchange may at its discretion suspend that Member from trading until such time as the Disciplinary Committee or the Appeals Committee has completed the hearing in respect of such charge against such Member; its sponsoring Clearing Member shall, upon being notified by the Exchange or the Clearing House as the case may be, withhold any profits due or owing to such Member from the transaction that resulted in overtrading, or such monies due or owing to such Member as directed by the Exchange or the Clearing House, and shall not release any such profits or monies until the Disciplinary Committee or the Appeals Committee has completed the hearing in respect of the charge against the Member; and without prejudice to the foregoing, the Exchange may, in any case of overtrading, direct the Clearing House to withhold any profits due or owing to any Clearing Member from the transaction that resulted in overtrading, or such monies due or owing to such Member, until the Disciplinary Committee or the Appeals Committee has completed the hearing in respect of the charge against the Member; if overtrading by a Customer granted Bypass Privileges occurs, the sponsoring Clearing Member shall immediately inform the Exchange and if directed by the Exchange, arrange to terminate the Customer s connectivity to QUEST so as to prevent further trade execution by Company Reg No N 44

45 the Customer; and each trade entered into beyond any limits imposed by a sponsoring Clearing Member, the Exchange, the Clearing House or MAS shall be deemed to be a distinct and separate violation of this Rule and shall be punishable as such. If a Member is charged by the Exchange for overtrading, it is not necessary for the Exchange to show that the Member intended to overtrade. The act of overtrading is sufficient to constitute an offence under this Rules. (i) Rule : Knowingly Taking Advantage of an Error Prohibited A Member, Approved Trader or Registered Representative shall not knowingly take advantage of a situation arising from: a breakdown or malfunction in any Exchange Systems; or error entries made by the Exchange on QUEST. (j) Rule : Front Running Priority of Customers Orders A Member, Approved Trader or Registered Representative shall not trade in contracts for its own accounts or for an account associated with or connected to that Member, Approved Trader or Registered Representative, if that Member, Approved Trader or Registered Representative also has in hand Customers' orders (including discretion orders) to do the same at the prevailing market price or at the same price. This Rule does not apply if: that Member, Approved Trader or Registered Representative has no access to the Customer's order flow information; the Customer has prescribed that the order be executed under specified conditions and the order cannot be executed by reason of those conditions; or the transaction is entered into in circumstances prescribed by MAS. "Customer" as used in this Rule does not include the Member's Approved Traders, Registered Representatives or Persons associated with or connected to the Member, Approved Trader or Registered Representative. (k) Rule : Trading Against Customers Orders Prohibited A Member, Approved Trader or Registered Representative shall not knowingly effect a transaction to buy from or sell to a Customer any contract for: an account in which the Member, Approved Trader or Registered Representative has an interest; or the account of any Person associated with or connected to the Member, Approved Trader or Registered Representative. This Rule does not apply if the Member, Approved Trader or Registered Representative has first entered the Customer's order into QUEST and waited at least 10 seconds before entering an opposite order, or if the Member, Approved Trader or Registered Representative has obtained the Customer's prior written consent. "Customer" as used in this Rule does not include the Member's Approved Traders, Registered Representatives or Persons associated with or connected to the Member, Approved Trader or Registered Representative. (l) Rule 4.1.9: Withholding and Order Withdrawal A Member, Approved Trader or Registered Representative shall not withhold or withdraw from QUEST any Customer's order or any part of a Customer's order for any reason, unless it is for the benefit of the Customer or pursuant to the Customer's instruction. (m) Rule : Cross Trades A Member or Approved Trader who knowingly receives buy and sell orders from different Customers at the same time and price, for the same Contract Month of the same Contract, shall first expose the leg which is the better bid or offer than the prevailing bid or offer in QUEST. If there is no prevailing bid or offer, the Member or Approved Trader shall first expose the leg which has the better price than the last traded price, or if there is no last traded price, the last settlement price. This Rule does not apply if the orders are entered by: different Approved Traders on behalf of different Customers; or different Customers directly into QUEST and the Member or its Approved Trader does not know or have access to that Customer's order flow information. Company Reg No N 45

46 However, if the Exchange suspects that a cross trade was pre-arranged in either one of the above circumstances in contravention of Rule , the onus is on the Member or the Approved Trader to show otherwise. (n) Rule : Pre-arranged Trades Prohibited A Member or Approved Trader shall not make any purchase or sale which has been pre-arranged except for: an exchange of Underlying for Futures Contracts as contemplated in this Rules; or a Negotiated Large Trade as contemplated in this Rules. For the avoidance of doubt, a request for a quote from a designated market maker approved by the Exchange does not constitute a pre-arranged trade. 5. NOTIFICATION OF REQUIREMENT TO PROVIDE LETTER OF AWARENESS Maybank Kim Eng is required as a Clearing Member of the SGX-DC to inform the Client of the following: Pursuant to Rule of the Clearing Rules of the SGX-DC, the Client (as a customer of Maybank Kim Eng) is required to provide to the SGX-DC a letter of awareness from such related corporation of the Client as the SGX-DC may require (with a copy to Maybank Kim Eng), when the total maintenance margins required to be deposited by the Collective Customer (defined below) exceeds: (i) (ii) US$70 million; or 5% of the net worth of the customer, whichever is higher, at the close of business on any Business Day. A Collective Customer means a customer/customer and its related corporations for whom Maybank Kim Eng also maintains accounts as customers of Maybank Kim Eng. The Letter of Awareness shall be in the format prescribed by the SGX-DC and is valid for a period of one year from the date of issue. The Letter of Awareness shall be renewed upon expiry if the maintenance margins of the Collective Customer is still above the threshold as stated in at the time of the expiry of the Letter of Awareness. Company Reg No N 46

47 SCHEDULE 2 CONSENTS 1. RISK DISCLOSURE STATEMENT: FORM 13 SECURITIES AND FUTURES ACT (Cap. 289) SECURITIES AND FUTURES FORM 13 (LICENSING AND CONDUCT OF BUSINESS) REGULATIONS (Rg 10) RISK DISCLOSURE STATEMENT REQUIRED TO BE FURNISHED UNDER REGULATION 47E(1) AND TO BE KEPT UNDER REGULATION 39(2) BY THE HOLDER OF A CAPITAL MARKETS SERVICES LICENCE TO TRADE IN FUTURES CONTRACTS OR LEVERAGED FOREIGN EXCHANGE CONTRACTS 1. This statement is provided to you in accordance with regulation 47E(1) of the Securities and Futures (Licensing and Conduct of Business) Regulations (Rg 10). 2. This statement does not disclose all the risks and other significant aspects of trading in futures, options and leveraged foreign exchange. In light of the risks, you should undertake such transactions only if you understand the nature of the contracts (and contractual relationships) into which you are entering and the extent of your exposure to the risks. Trading in futures, options and leveraged foreign exchange may not be suitable for many members of the public. You should carefully consider whether such trading is appropriate for you in the light of your experience, objectives, financial resources and other relevant circumstances. In considering whether to trade, you should be aware of the following: (i) Futures and Leveraged Foreign Exchange Trading Effect of Leverage or Gearing Transactions in futures and leveraged foreign exchange carry a high degree of risk. The amount of initial margin is small relative to the value of the futures contract or leveraged foreign exchange transaction so that the transaction is highly leveraged or geared. A relatively small market movement will have a proportionately larger impact on the funds you have deposited or will have to deposit; this may work against you as well as for you. You may sustain a total loss of the initial margin funds and any additional funds deposited with the firm to maintain your position. If the market moves against your position or margin levels are increased, you may be called upon to pay substantial additional funds on short notice in order to maintain your position. If you fail to comply with a request for additional funds within the specified time, your position may be liquidated at a loss and you will be liable for any resulting deficit in your account. (ii) Risk-Reducing Orders or Strategies The placing of certain orders (e.g. stop-loss orders, where permitted under local law, or stop-limit orders) which are intended to limit losses to certain amounts may not be effective because market conditions may make it impossible to execute such orders. At times, it is also difficult or impossible to liquidate a position without incurring substantial losses. Strategies using combinations of positions, such as spread and straddle positions may be as risky as taking simple long or short positions. (i) Options Variable Degree of Risk Transactions in options carry a high degree of risk. Purchasers and sellers of options should familiarise themselves with the type of options (i.e. put or call) which they contemplate trading and the associated risks. You should calculate the extent to which the value of the options would have to increase for your position to become profitable, taking into account the premium paid and all transaction costs. The purchaser of options may offset its position by trading in the market or exercise the options or allow the options to expire. The exercise of an option results either in a cash settlement or in the purchaser acquiring or delivering the underlying interest. If the option is on a futures contract or leveraged foreign exchange transaction, the purchaser will have to acquire a futures or leveraged foreign exchange position, as the case may be, with associated liabilities for margin (see Company Reg No N 47

48 the section on Futures and Leveraged Foreign Exchange Trading above). If the purchased options expire worthless, you will suffer a total loss of your investment which will consist of the option premium paid plus transaction costs. If you are contemplating purchasing deep-out-of-the-money options, you should be aware that, ordinarily, the chance of such options becoming profitable is remote. Selling ( writing or granting ) an option generally entails considerably greater risk than purchasing options. Although the premium received by the seller is fixed, the seller may sustain a loss well in excess of the amount of premium received. The seller will be liable to deposit additional margin to maintain the position if the market moves unfavourably. The seller will also be exposed to the risk of the purchaser exercising the option and the seller will be obligated to either settle the option in cash or to acquire or deliver the underlying interest. If the option is on a futures contract or a leveraged foreign exchange transaction, the seller will acquire a futures or leveraged foreign exchange position, as the case may be, with associated liabilities for margin (see the section on Futures and Leveraged Foreign Exchange Trading above). If the option is covered by the seller holding a corresponding position in the underlying futures contract, leveraged foreign exchange transaction or another option, the risk may be reduced. If the option is not covered, the risk of loss can be unlimited. Certain exchanges in some jurisdictions permit deferred payment of the option premium, limiting the liability of the purchaser to margin payments not exceeding the amount of the premium. The purchaser is still subject to the risk of losing the premium and transaction costs. When the option is exercised or expires, the purchaser is responsible for any unpaid premium outstanding at that time. (i) Additional Risks Common to Futures, Options and Leveraged Foreign Exchange Trading Terms and Conditions of Contracts You should ask the corporation with which you conduct your transactions for the terms and conditions of the specific futures contract, option or leveraged foreign exchange transaction which you are trading and the associated obligations (e.g. the circumstances under which you may become obligated to make or take delivery of the underlying interest of a futures contract or a leveraged foreign exchange transaction and, in respect of options, expiration dates and restrictions on the time for exercise). Under certain circumstances, the specifications of outstanding contracts (including the exercise price of an option) may be modified by the exchange or clearing house to reflect changes in the underlying interest. (ii) Suspension or Restriction of Trading and Pricing Relationships Market conditions (e.g. illiquidity) or the operation of the rules of certain markets (e.g. the suspension of trading in any contract or contract month because of price limits or circuit breakers ) may increase the risk of loss by making it difficult or impossible to effect transactions or liquidate/offset positions. If you have sold options, this may increase the risk of loss. Further, normal pricing relationships between the underlying interest and the futures contract, and the underlying interest and the option may not exist. This can occur when, e.g., the futures contract underlying the option is subject to price limits while the option is not. The absence of an underlying reference price may make it difficult to judge fair value. (iii) Deposited Cash and Property You should familiarise yourself with the protection accorded to any money or other property which you deposit for domestic and foreign transactions, particularly in a firm s insolvency or bankruptcy. The extent to which you may recover your money or property may be governed by specific legislation or local rules. In some jurisdictions, property which had been specifically identifiable as your own will be pro-rated in the same manner as cash for purposes of distribution in the event of a shortfall. (d) Commission and Other Charges Before you begin to trade, you should obtain a clear explanation of all commissions, fees and other charges for which you will be liable. These charges will affect your net profit (if any) or increase your loss. (e) Transactions in Other Jurisdictions Transactions on markets in other jurisdictions, including markets formally linked to a domestic market, may expose you to additional risk. Such markets may be subject to a rule which may offer different or diminished investor protection. Before you trade, you should enquire about any rules relevant to your particular transactions. Your local regulatory authority will be unable to compel the enforcement of the rules of the regulatory authorities or markets in other jurisdictions where your transactions have been effected. You should ask the firm with which you conduct your transactions for details about the types of redress available in both your home jurisdiction and other relevant jurisdictions before you start to trade. (f) Currency Risks The profit or loss in transactions in foreign currency-denominated futures and options contracts (whether they are traded in your own or another jurisdiction) will be affected by fluctuations in currency rates where there is a need to convert from the currency denomination of the contract to another currency. Company Reg No N 48

49 (g) Trading Facilities Most open-outcry and electronic trading facilities are supported by computer-based component systems for the orderrouting, execution, matching, registration or clearing of trades. As with all facilities and systems, they are vulnerable to temporary disruption or failure. Your ability to recover certain losses may be subject to limits on liability imposed by the one or more parties, namely the system provider, the market, the clearing house or member firms. Such limits may vary. You should ask the firm with which you conduct your transactions for details in this respect. (h) Electronic Trading Trading on an electronic trading system may differ not only from trading in an open-outcry market but also from trading on other electronic trading systems. If you undertake transactions on an electronic trading system, you will be exposed to risks associated with the system including the failure of hardware and software. The result of any system failure may be that your order is either not executed according to your instructions or not executed at all. (i) Off-Exchange Transactions In some jurisdictions, firms are permitted to effect off-exchange transactions. The firm with which you conduct your transactions may be acting as your counterparty to the transaction. It may be difficult or impossible to liquidate an existing position, to assess the value, to determine a fair price or to assess the exposure to risk. For these reasons, these transactions may involve increased risks. Off-exchange transactions may be less regulated or subject to a separate regulatory regime. Before you undertake such transactions, you should familiarise yourself with the applicable rules and attendant risks. Company Reg No N 49

50 ACKNOWLEDGEMENT OF RECEIPT OF THIS RISK DISCLOSURE STATEMENT This acknowledges that I/we have received a copy of the RISK DISCLOSURE STATEMENT and understand its contents. Signature Customer of Name of customer Designation* Corporation name* Signature of witness Name of witness Date *For corporations only. Note: Margin means an amount of money, securities, property or other collateral, representing a part of the value of the contract or agreement to be entered into, which is deposited by the buyer or the seller of a futures contract or in a leveraged foreign exchange transaction to ensure performance of the terms of the futures contract or leveraged foreign exchange transaction. Company Reg No N 50

51 2. COMMODITIES RISK DISCLOSURE STATEMENT COMMODITY TRADING ACT (CHAPTER 48A) COMMODITY TRADING REGULATIONS RISK DISCLOSURE STATEMENT REQUIRED TO BE FURNISHED BY A COMMODITY BROKER, COMMODITY FUTURES BROKER OR SPOT COMMODITY BROKER 1. This statement is provided to you in accordance with section 32(1) of the Commodity Trading Act. 2. The intention of this statement is to inform you that the risk of loss in trading in commodity contracts, commodity futures contracts and in spot commodity contracts can be substantial. 3. You should therefore carefully consider whether such trading is suitable for you in light of your financial condition. 4. In considering whether to trade, you should be aware of the following: (d) (e) (f) Margin: You may sustain a total loss of the initial margin and any additional margins that you deposit to establish a position or maintain positions in the commodity market, commodity futures market or spot commodity market. If the market moves against your positions, you may be called upon to deposit a substantial amount of additional margins, on short notice, in order to maintain your positions. If you do not provide the required margins within the prescribed time, your positions may be liquidated at a loss, and you will be liable for any resulting deficit in your account. Liquidation of position: Under certain market conditions, you may find it difficult or impossible to liquidate a position. Contingent orders: Placing contingent orders such as stop-loss or stop-limit order, will not necessarily limit your losses to the intended amounts, since market conditions may make it impossible to execute such orders. Spread position: A spread position may not be less risky than a simple long or short position. Leverage: The high degree of leverage that is often obtainable in commodity futures trading, trading in commodity contracts and spot commodity trading because of the small margin requirements can work against you as well as for you. The use of leverage can lead to large losses as well as gains. Foreign markets and off-futures exchange transactions: Funds placed with a commodity broker, commodity futures broker or spot commodity broker for the purpose of participating in foreign markets or off-futures exchange transactions, such as over the counter (OTC) or LME related transactions, may not enjoy the same level of protection as funds placed in commodity markets or Commodity Futures Exchanges located in Singapore. 5. This brief statement cannot disclose all the risks and other significant aspects of the commodity market or commodity futures market. You should therefore carefully study commodity futures trading, trading in commodity contracts and spot commodity trading before you trade. ACKNOWLEDGEMENT OF RECEIPT OF THIS RISK DISCLOSURE STATEMENT This acknowledges that I/we have received a copy of the RISK DISCLOSURE STATEMENT and understand its contents. Signature of Customer : Name of Customer : Designation* : Corporation name* : Signature of Witness : Name of Witness : Date : * For corporations only Company Reg No N 51

52 3. CONSENT TO TAKE THE OTHER SIDE OF AN ORDER Preamble Pursuant to Securities and Futures (Licensing and Conduct of Business) Regulation 47C, read with Rule of the Futures Trading Rules, Maybank Kim Eng is required to secure the prior consent of the Client to effect a transaction to buy or sell any contract for its own account or for any account in which Maybank Kim Eng, any Approved Trader or Registered Representative has an interest, or for the account of any person associated with or connected to Maybank Kim Eng, any Approved Trader or Registered Representative (each a Connected Person ). In order to avoid the need to seek the Client s consent on each and every occasion where there is the possibility of Maybank Kim Eng or a Connected Person being on the opposite side of the Client s order before the Client s order may be executed, and to avoid delays in executing and filing of the Client s order, the Client hereby confirms its formal consent to the following: Formal Consent The Client, having read and understood the preamble above, agrees to waive prior notice by Maybank Kim Eng and expressly consent to it assuming, from time to time the opposite side of the Client s order(s) for his or its own account, an account of any Connected Person or an account in which it or a Connected Person has a direct or indirect interest. The Client also confirms that its or his waiver and consent shall stand until and unless revoked by at least five (5) Business Days prior written notice to Maybank Kim Eng. Company Reg No N 52

53 4. OMNIBUS ACCOUNT AGREEMENT The Client acknowledges and agrees as follows: Maybank Kim Eng may, subject to applicable laws, including but not limited to Rules to of the Futures Trading Rules and Rule 2.19 of the Clearing Rules set out below, place monies received on account of the Client in an omnibus customer trust account together with monies that Maybank Kim Eng holds for other clients (each, an Omnibus Account ): (i) Rule of the Futures Trading Rules: A Member may carry Omnibus Accounts subject to such requirements and procedures as the Exchange may prescribe from time to time. (ii) Rule of the Futures Trading Rules: The Exchange may place limitations on a Member carrying Omnibus Accounts depending on: The number of Omnibus Accounts carried and volume of business of the Member; and The financial condition of the Member and Omnibus Account holders in light of the requirements and standards determined by the Exchange. A Member that carried Omnibus Accounts shall ensure that the Omnibus Accounts are operated at all times in accordance with these Rules including the relevant rules on position limits and shall, without prejudice to any other liability it may incur, indemnify the Exchange in relation to any claim referable to such violation. (iii) Rule of the Futures Trading Rules: An Omnibus Account holder shall at all times disclose to the Member carrying that account the gross long and short positions held in that Omnibus Account in each contract. Such Member shall immediately notify the Exchange and shall promptly comply with all orders of the Exchange if the Omnibus Account holder fails to make such disclosure. A Member that carries Omnibus Accounts shall ensure that its Omnibus Accounts holders are aware of this Rule. (iv) Rule 2.19 of the Clearing Rules: Clearing Requirements A Clearing Member carrying Omnibus Accounts must maintain with the Clearing House a complete list of all such accounts, and shall notify the Clearing House in writing within three (3) Business Days from the time such an account is either opened or closed. Information for each Omnibus Account must include the account holder's name, account number and the account holder's address, and such other information as the Clearing House may require, and classification of the account as either "Customer" or "House" Restrictions The Clearing House is empowered to place restrictions or limitations on each Clearing Member which carries Omnibus Accounts. In making these determinations, the Clearing House may consider: the number of Omnibus Accounts carried and volume of business of the Clearing Member; the financial condition of the Clearing Member and the Omnibus Account Holder in light of requirements or standards determined by the Clearing House; and the Clearing Member's clearing facilities and capacity Responsibility A Clearing Member that maintains an Omnibus Account shall be responsible to the Clearing House to ensure that the Omnibus Account is operated at all times in accordance with all relevant provisions of this Rules including the relevant rules on position limits and shall, without prejudice to any other liability it may have, indemnify the Clearing House for any loss or damage or prejudice that the Clearing House may suffer referable to a violation of this Rule (including such loss, damage or costs the Clearing House incurs in taking such measures as it deems in good faith necessary to preserve the integrity of the Clearing House and/or the Exchange in relation to any claim referable to such violation) Disclosure Company Reg No N 53

54 An Omnibus Account Holder shall at all times disclose to the Clearing Member carrying that account the gross long and short positions held by that Omnibus Account in each Commodity. Such Clearing Member shall immediately notify the Clearing House and shall promptly comply with all orders of the Clearing House if the Omnibus Account Holder fails to make such disclosure. An Omnibus Account Holder shall, prior to the first delivery day in a Delivery Month or as otherwise required by the Clearing House, provide the Clearing Member carrying that account with a complete list of the purchase and sale dates of all open positions for that Delivery Month. Such list shall be kept up to date throughout the Delivery Month in order that the delivery procedure of the Clearing House not be impaired. A Clearing Member that maintains an Omnibus Account shall ensure that its Omnibus Account Holders are aware of this Rule (d) (e) (f) As such, it would be administratively and operationally difficult, if not impossible (in view of the constant fluctuation of the aggregate balance in such account), to account separately for each of Maybank Kim Eng s clients the interest due on their cash balance in the Omnibus Account as interest will be received on an aggregated basis. In any event, such an exercise would be likely to cost more than any interest earned. In these circumstances, and notwithstanding any provision to the contrary in this Part VIII of the T&C, it is a condition that the Client waives and relinquishes in Maybank Kim Eng s favour all claims for interest that may otherwise accrue with respect to the Client s said monies received by Maybank Kim Eng on the Client s account. Maybank Kim Eng shall record, and provide the Exchange with a daily report of, all open positions in each omnibus sub-account. Upon the request of any governmental authority, the Client shall disclose the details of the Transactions, including the names and addresses of, and true and correct reports on the total long and short positions for, the Client's end-customers, in the Omnibus Account in sufficient time for Maybank Kim Eng to comply with applicable reporting requirements. The Client agrees to fully indemnify, protect and hold Maybank Kim Eng harmless from and against all claims, demands, proceedings, suits and actions and all liabilities including unsecured debts, expenses and all costs in connection with: (i) (ii) the failure of the Client to properly exercise the responsibilities, duties and obligations with respect to the Omnibus Account; or any act or omission of the Client, or any officer, director, employee or agent of the Client. Company Reg No N 54

55 5. HEDGE ACCOUNT AGREEMENT To: Maybank Kim Eng Securities Pte Ltd ( Maybank Kim Eng ) MAYBANK KIM ENG IS NOTIFIED THAT ALL TRANSACTIONS TRANSACTED FOR THE CLIENT S ACCOUNT(S) AND ALL TRANSACTIONS TAKEN IN THE ACCOUNT(S) WILL BE BONA FIDE HEDGING TRANSACTIONS. The Client represents that positions carried in the Account(s) will be strictly for hedge purposes, and not for speculation, and acknowledges that a separate account must be used to accommodate non-hedge trades, and further acknowledges that Maybank Kim Eng will rely on the representations that all trades made in the Account(s) are bona fide hedges and that Maybank Kim Eng shall have no obligation to inquire into or verify the nature of such trades or incur any liability if, in fact, such trades may not be bona fide hedges. The Client acknowledges that Maybank Kim Eng may be required to report to the SGX-DT the type of account(s) opened by its clients and will therefore be reporting to SGX-DT that the account(s) opened by the Client is/are hedge account(s). This notification shall remain in force until cancelled by the Client in writing. Company Reg No N 55

56 6. APPROVAL FOR NEGOTIATED LARGE TRADES To: Maybank Kim Eng Securities Pte Ltd ( Maybank Kim Eng ) The Client acknowledges that the Client is aware of, and hereby approves of, the execution of the Client s transaction orders via the SGX-DT's Negotiated Large Trade ( NLT ) facility. The Client acknowledges and agrees that: (d) (e) (f) where Maybank Kim Eng receives an order from the Client that is not an NLT order, but meets the requirements of the NLT facility, Maybank Kim Eng may execute the Client s order via the NLT facility; Maybank Kim Eng will inform the Client if it may be or is counterparty to the Client s NLT. In this respect, the Client hereby approves of Maybank Kim Eng transacting as counterparty to any or all of the Client s NLTs; Maybank Kim Eng will disclose to the Client all NLTs executed in the contract notes sent to the Client; Maybank Kim Eng has informed the Client that this approval for NLTs is subject to compliance with the rules, laws and regulations in the Client s country of domicile; the Client may be exposed to risks and liabilities in giving this approval for NLTs. In particular, in some instances, NLT orders may not be executed at the best possible price and the timeliness of order execution may be compromised. The Client further acknowledges and agrees that the Client will be obligated to accept all NLTs executed pursuant to this approval; and Maybank Kim Eng may withdraw any of the Client s orders from QUEST (the electronic trading system of the SGX-DT) and execute such order as an NLT notwithstanding that the price for the NLT is not equal to or better than the prevailing bid/offer quoted in QUEST at the time the Client s order is withdrawn. This approval shall remain in force until cancelled by the Client in writing. Company Reg No N 56

57 7. GLOBEX RISK DISCLOSURE STATEMENT Maybank Kim Eng is required under various rules of the Exchanges that will be participating in GLOBEX, to provide the Client with the following Customer Information and Risk Disclosure Statement prior to accepting Order(s) for the Client s Account. The Client should inform Maybank Kim Eng as soon as possible if there is anything which the Client does not understand. GLOBEX CUSTOMER INFORMATION AND RISK DISCLOSURE STATEMENT GLOBEX is a world-wide automated order entry and matching system for futures and options. It is not a regulated futures exchange. Participating U.S. and foreign exchanges will list their contracts for trading on the system. Each Exchange that lists futures and options for trading through GLOBEX will have sole control to determine the hours that the instruments may be traded and the rules that will apply to such trading, subject to review by the relevant regulatory authority. Before trading through GLOBEX, you should understand that certain features of GLOBEX make trading through the system different than pit trading and that such differences may affect order entry. The following paragraphs highlight some of these features. For further explanation, you should confer with your brokerage firm. ORDERS MATCHED ELECTRONICALLY Orders entered through GLOBEX will not be executed on the floor of an exchange in trading pit. Such orders will be electronically matched. Risk Factor: Possible System Failure GLOBEX has been designed to provide an efficient and dependable system for entering and matching orders. It includes backup facilities that will enable the system to continue operations through certain types of system failure. However, as with any automated system, it is possible that service could be interrupted by a system failure. In that event, depending on the type of failure, it may not be possible, for some period of time, to enter new orders, execute existing orders or to cancel orders that were previously entered. Risk Factor: Limitation of Liability Each participating exchange has adopted provisions that limit the liability of the exchange, the GLOBEX Joint Venture, L.P., and others. These provisions limit the amount of damages that you can collect, if any. The text of these provisions is set forth at the end of this Statement. TRADING SESSIONS Participating exchanges may have trading sessions in addition to their GLOBEX Trading Session. For U.S. exchanges which do not have Night Trading Hours ( NTH ), the Trading Day shall consist of two trading sessions beginning with the Electronic Trading Hours ( ETH or GLOBEX ) Session and ending with the Regular Trading Hours ( RTH ) Session. If a U.S. exchange has Night Trading Hours, the Trading Day will consist of three Trading Sessions beginning with the Night Trading Hours Session followed by the Electronic Trading Hours Session and ending with the Regular Trading Hours Session. The settlement prices shall be determined based on the close of the RTH Session. You should be aware that not all contracts that are listed during RTH will be listed for trading through GLOBEX. Also, not necessarily all options months and strike prices that are listed during RTH will be listed for trading through GLOBEX. For further information on the trading sessions and contracts offered by participating exchanges, you should confer with your brokerage firm. SINGLE PRICE OPENING GLOBEX will calculate an opening price by finding an equilibrium based on all bids and offers entered into the system prior to the opening. Orders entered prior to the open may or may not be executed on the open. Risk Factor: For a brief period prior to the open, orders entered into the system for execution at the opening may not be cancelled. ORDER TYPES The GLOBEX system will not accept orders (such as market orders) that do not specify a limit price. A customer may, however, obtain the effect of a market order by specifying a limit price that betters the current market price. Such a price or better order will be filled against standing orders in the system, at the price of the standing orders, until the customer s order is filled or his limit price is reached. The GLOBEX system will not accept contingency orders including MIT and STOP orders. Unless otherwise prohibited by exchange rules, a firm may accept contingency orders from customers. In such cases, the orders will be handled manually by a terminal operator entering a limit order (or series of limit orders) when the contingent Company Reg No N 57

58 event occurs. For example, in the case of a stop order, once the stop has been elected the terminal operator would enter a limit order (or series of limit orders) until the order is completely filled. Risk Factor: There is no guarantee that a price or better order will be filled, particularly if a previously entered price of better order was filled against the standing orders. Further, if the customer fails to specify a limit on a contingent order there is not guarantee that the order will be filled at a price comparable to the contingency price. ORDER PRIORITY GLOBEX will match orders based first on price and second on time of entry, with orders at the same price being matched so that the order received first at the host computer is matched first. Risk Factor: In the event of a GLOBEX host computer failure, all orders that were previously entered into the system will lose their time priority. Each firm will be responsible to re-enter the orders, at which time matching will be based on price and the time that the orders were re-entered to the host. ORDER PRESUMPTIONS Unless the customer and broker agree otherwise, it will be presumed that all orders other than limit orders are being entered for the NTH and/or RTH Sessions rather that the ETH Session. A limit order that does not contain a Trading Session designation will be cancelled if not filled during the Session in which it was received or, if it was received between Trading Sessions, during the next Session. A limit order may specify one of the following Trading Session designations: (d) NTH only - the order will be cancelled if not filled during that Night Trading Session. ETH only - the order will be cancelled if not filled during that GLOBEX Trading Sessions. RTH only - the order will be cancelled if not filled during that RTH Session. Cancel after RTH - if the order is received during Electronic Trading Hours, it is available for execution during that GLOBEX Session and the immediately following RTH Session. If the order is received after the close of a GLOBEX Session, the order is available for execution during the next RTH Session. In either case, the order is cancelled if not filled by the end of the RTH Session. An Open or Good-Till-Cancelled ( GTC ) limit order will, in the absence of a specific designation limiting its scope, remain in force during NTH, ETH and RTH Sessions until executed or cancelled. An open limit order may be restricted by including one of the following designations: NTH/Open - the order will remain in force during Night Sessions only until executed or cancelled. ETH/Open - the order will remain in force during GLOBEX Sessions only until executed or cancelled. RTH/Open - the order will remain in force during RTH Sessions only until executed or cancelled. CONTROLLING LAW Trade execution for all contracts listed by U.S. exchanges will be conducted in the United States, and the rights and liabilities growing out of such execution are subject to U.S. law. Trade execution of instruments listed on GLOBEX by non-u.s. exchanges are subject to the law of the country of the listing exchange. EXCHANGE RULES You should be aware that trading an exchange s contracts through GLOBEX is subject to the rules and regulations of that exchange, including the following provision adopted by each U.S. participating exchange: LIMITATION OF LIABILITY - EXCEPT AS PROVIDED IN THE GLOBEX CONTROL CENTER LIMITATION OF LIABILITY PROVISION, AND EXCEPT IN INSTANCES WHERE THERE HAS BEEN A FINDING OF WILLFUL OR WANTON MISCONDUCT, IN WHICH CASE THE PARTY FOUND TO HAVE ENGAGED IN SUCH CONDUCT CANNOT AVAIL INSELF OF THE PROTECTIONS IN THIS PROVISION, NEITHER THE EXCHANGE INCLUDING ITS SUBSIDIARIES, AFFILIATES AND PARTNERSHIPS OF WHICH IT IS A PARTNER, ITS ASSOCIATED CLEARING ENTITY, J.V. MANAGEMENT, INC., GLOBEX JOINT VENTURE L.P., GLOBEX CORPORATION, REUTERS (EXCEPT AS OTHERWISE PROVIDED BY ANY AGREEMENT WITH REUTERS), MEMBERS, CLEARING MEMBERS, OTHER PERSONS ACTING AS AGENTS IN CAUSING ORDERS OF OTHERS TO BE ENTERED INTO THE GLOBEX SYSTEM, NOR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS OR EMPLOYEES SHALL BE LIABLE TO ANY PERSON, INCLUDING A CUSTOMER, FOR ANY LOSSES, DAMAGES, COSTS OR EXPENSES (INCLUDING, BUT NOT LIMITED TO, LOSS OF PROFITS, LOSS OF USE, DIRECT, INDIREFT, INCIDENTAL OR CONSEQUENTIAL DAMAGES), ARISING FROM (i) ANY FAILURE OR MALFUNCTION, INCLUDING ANY INABILITY TO ENTER OR CANCEL ORDERS, OF THE GLOBEX SYSTEM OR ANY EXCHANGE OR GLOBEX JOINT VENTURE, L.P. SERVICES OR FACILITIES USED TO SUPPORT THE GLOBEX SYSTEM, OR (ii) ANY FAULT IN DELIVERY, DELAY, OMISSION, SUSPENSION, INACCURACY OR TERMINATION, OR ANY OTHER CAUSE, IN CONNECTION WITH THE FURNISHING, PERFORMANCE, MAINTENANCE, USE OF OR INABILITY TO USE ALL OR ANY PART OF THE GLOBEX SYSTEM, OR ANY EXCHANGE OR GLOBEX Company Reg No N 58

59 JOINT VENTURE, L.P. SERVICES OR FACILITIES USED TO SUPPORT THE GLOBEX SYSTEM. THE FOREGOING SHALL APPLY REGARDLESS OF WHETHER A CLAIM ARISES IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE. THE FOREGOING SHALL NOT LIMIT THE LIABILITY OF ANY MEMBER, CLEARING MEMBER, OTHER PERSON ACTING AS AGENT IN CAUSING ORDERS OF OTHERS TO BE ENTERED INTO THE GLOBEX SYSTEM OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS OR EMPLOYEES FOR ANY ACT, INCIDENT, OR OCCURRENCE WITHIN THEIR CONTROL. THERE ARE NO EXPRESS OR IMPLIED WARRANTIES OR REPRESENTATIONS PROVIDED BY THE EXCHANGE (INCLUDING ITS SUBSIDIARIES, AFFILIATES AND PARTNERSHIPS OF WHICH IT IS A PARTNER), ITS ASSOCIATED CLEARING ENTITY, J.V. MANAGEMENT, INC., GLOBEX JOINT VENTURE, L.P., GLOBEX CORPORATION OR REUTERS, RELATING TO THE GLOBEX SYSTEM OR ANY EXCHANGE OR GLOBEX JOINT VENTURE, L.P. SERVICES OR FACILITIES USED TO SUPPORT THE GLOBEX SYSTEM, INCLUDING BUT NO LIMITED TO WARRANTIES OF MERCHANTABILITY AND WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE OR USE. ANY DISPUTE ARISING OUT OF THE USE OF THE GLOBEX SYSTEM OR EXCHANGE OR GLOBEX JOINT VENTURE, L.P. SERVICES OR FACILITIES USED TO SUPPORT THE GLOBEX SYSTEM IN WHICH THE EXCHANGE (INCLUDING ITS SUBSIDIARIES, AFFILIATES AND PARTNERSHIPS OF WHICH IT IS A PARTNER), ITS ASSOCIATED CLEARING ENTITY, J.V. MANAGEMENT, INC., GLOBEX JOINT VENTURE, L.P., GLOBEX CORPORATION OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS OR EMPLOYEES IS A PARTY SHALL BE CONSTRUED AND ENFORCED IN ACCORDANCE WITH THE LAWS OF THE STATE OF ILLINOIS. ANY ACTIONS, SUITS OR PROCEEDINGS AGAINST ANY OF THE ABOVE MUST BE BROUGHT WITHIN TWO YEARS FROM THE TIME THAT A CAUSE OF ACTION HAS ACCRUED, AND ANY PARTY BRINGING SUCH ACTION AGAINST THE CHICAGO BOARD OF TRADE, CHICAGO MERCANTILE EXCHANGE (INCLUDING THEIR SUBSIDIARIES, AFFILIATES AND PARTNERSHIPS OF WHICH THEY ARE PARTNERS), ASSOCIATED CLEARING ENTITIES, J.V. MANAGEMENT, INC., GLOBEX JOINT VENTURE, L.P., GLOBEX CORPORATION OR REUTERS CONSENTS TO JURISDICTION IN THE U.S. DISTRICT COURT FOR THE NORTHERN DISTRICT OF ILLINOIS AND THE CIRCUIT COURT OF COOK COUNTY, ILLINOIS, AND WAIVES ANY OBJECTION TO VENUE. THIS PROVISION SHALL IN NO WAY CREATE A CAUSE OF ACTION AND SHALL NOT AUTHORIZE AND ACTION THAT WOULD OTHERWISE BE PROHIBITED BY EXCHANGE RULES AND REGULATIONS. NOTWITHSTANDING ANY OF THE FOREGOING PROVISIONS, THIS PROVISION SHALL IN NO WAY LIMIT THE APPLICABILITY OF ANY PROVISION OF THE COMMODITY EXCHANGE ACT OR THE CFTS S REGULATIONS. GLOBEX CONTROL CENTER-LIMITATION OF LIABILITY. The GLOBEX Joint Venture, L.P. ( Joint Venture ) shall provide employees in the GLOBEX Control Center ( GCC ) to perform certain services for members and clearing members with respect to GLOBEX. Such employees may not always be available to assist members and clearing members. The Joint Venture shall be liable when such employees negligently: (1) cancel or fail to cancel orders resting in the GLOBEX system; (2) deactivate a GLOBEX terminal, in which case only those orders that were resting in the system at the time of deactivation may be the basis for an allowable claim; (3) fail to deactivate a GLOBEX terminal pursuant to a clearing member s instructions, in which case those orders that were entered or matched after the instruction was received by the GCC, but before the GCC has had a reasonable period of time to act upon such instruction, shall not form the basis for an allowable claim; and (4) issue passwords to unauthorized persons in violation of a clearing member s instructions. The liability of the Joint Venture for the above shall be limited as follows: $10,000 for any single claim; and $100,000 for all claims arising out of the negligent actions or failures to act of all GCC employees on any single day. A single claim shall mean a loss resulting from all actions to act as described above that were performed negligently by all GCC employees with respect to a single order entered through GLOBEX, or multiple orders entered through GLOBEX for a single customer. Such claim may be brought by the member or clearing member who (or whose customer) was damaged. If the number of allowed claims arising out of the negligent actions or failures to act of all GCC employees on a single day cannot be fully satisfied because of the above limitations, all such claims shall be limited to a pro rata share of the maximum per day amount. A claim against the Joint Venture for the negligent actions or failures to act enumerated above of the GCC employees shall only be allowed if such claim is brought pursuant to and in accordance with this provision. (The remainder of the provision, which has been omitted, addresses the procedure for arbitrating a claim pursuant to the provision.) Company Reg No N 59

60 APPENDIX A ACKNOWLEDGEMENT OF EXECUTION-ONLY SERVICES By signing below, we hereby Acknowledge and agree that notwithstanding any provision to the contrary in Part VIII of the T&C, Maybank Kim Eng does not provide and shall not be deemed to provide any financial advice in respect of any Transaction or otherwise in connection with the Futures/Options Trading Services, and Confirm that we do not require and wish to proceed without any financial advice from Maybank Kim Eng in relation to the same and will therefore not be able to rely on section 27 of the Financial Advisers Act to file a civil claim in the event a loss or damage is suffered. Signature of Customer : Name of Customer : Designation* : Corporation name* : Date : * For corporations only Company Reg No N 60