Customer Agreement Risk Warning Notice

Transcription

1 Customer Agreement Risk Warning Notice

2 2 Financials:

3 TERMS & CONDITIONS BOOKLET CONTENTS CUSTOMER AGREEMENT Page 1. Introduction 3 2. Choice of Law and Jurisdiction 5 3. The services we will provide 5 4. Dealings between You and Us 5 5. Commission, Tax and Interest Charges 7 6. Providing a Quote 8 7. Opening a Bet Closing a Bet Betting Procedures General Online Trading Platform Financial Spread Betting Orders Limits on Wins and Losses Communications a) Financial and Sport Spread Betting b) Sports Fixed Odds Betting Deposits Trading Ledger Positive Balances a) Negative Balances b) Right to Withhold Payments Financial NTR, Waived NTR and Sports NTR Customer Accounts Margin Events of Default a) Client Money b) Transfer of Full Ownership of Money Indemnity and Liability Representations and Warranties Insider Dealing / Market Abuse Force Majeure Events Queries, Complaints and Disputes Miscellaneous In Running Bets Account Information Factual Information Cheques Incorrect Prices Manifest Error No Bets to be placed by Telephone Message Death of Client Amendment and Termination Adjustments and Takeovers Suspension and Insolvency Privacy Credit Information Telephone Betting Currency Roll-Overs on Financial Markets Shorting Classification Conflicts of Interest Glossary of Terms 47 RISK WARNING NOTICE: 50 Sports:

4 SPREADEX LIMITED CUSTOMER AGREEMENT Please read this Agreement carefully as it will govern your relationship with Spreadex Limited. Please note: Below is our new Customer Agreement. This document together with the Sports Spread Betting Rulebook (SSBR), Sports Fixed Odds Betting Rulebook (SFOBR), Financial Spread Betting Handbook (FSBH) and Risk Warning Notice (RWN) governs all transactions entered into or outstanding after 10th May Introduction (1) Spreadex Limited (''we'', ''us'', ''our'', ''ours and ''ourselves'' as appropriate), is a spread-betting bookmaker authorised, regulated and registered by the Financial Services Authority (hereafter known as the FSA), registration number The Financial Services Authority is based at 25 The North Colonnade, Canary Wharf, London E14 5HS and Spreadex Limited is also licensed and regulated by the Gambling Commission, and sports fixed odds bets are offered under licence number R The Gambling Commission is based at Victoria Square House, Victoria Square, Birmingham, B2 4BP. Terms and conditions specifically relating to fixed odds betting are included in this Customer Agreement and in the SFOBR. Our registered address is Spreadex Limited, The Ziggurat, Grosvenor Road, St Albans, Hertfordshire, AL1 3AW. Company registered number (2) This Agreement together with the SSBR, SFOBR, FSBH and RWN as amended from time to time will govern all bets between us and the customer (''you'', ''yours'' and ''yourself'' as appropriate). You should read this Agreement carefully together with the SSBR, SFOBR, FSBH and RWN as amended from time to time and any other documents that we have supplied or in the future do supply to you. Your attention is drawn, in particular, to those Rules which are highlighted in bold. (3) The subheadings contained in this Agreement are purely to assist with reference and shall have no bearing on the construction of the relevant Rule or Rules. While some passages have been highlighted in bold type, this is not to suggest that those that are not highlighted can be ignored or are any less important than those in bold. No person other than a Director of Spreadex Limited is authorised by us to make any representation on our behalf as to the meaning or effect of this Agreement. This Agreement applies to both sports and financial bets unless otherwise stated. (4) It is important to note that, in placing a Spread Bet with us, you are entering into a contract which is legally enforceable by virtue of section 412 (or any other superseding section) of the Financial Services and Markets Act 2000 (the ''Act''). When placing a fixed odds bet, you are entering into a contract which is legally enforceable by virtue of section 335 (or any other superseding section) of the Gambling Act 2005 (or any superseding Act). (5) In this Agreement certain words and expressions have the meanings set out in Rule 49 Glossary of Terms. (6) This Agreement will come into effect on the date we open your account, and, for any new versions 4 Financials:

5 thereafter, on the date we notify you. Any such new version will supersede any previous agreement between us on the same subject matter and govern any bet entered into or outstanding at the date the new version comes into effect. This Agreement is supplied to you in English and we will communicate with you in English for the duration of this Agreement. 2. Choice of Law and Jurisdiction (1) This Agreement and each bet entered into between us and you is in all respects governed by English law and the courts of England and Wales will have non-exclusive jurisdiction to settle any disputes that may arise in relation thereto. Nothing in this Rule 2 will prevent us from bringing proceedings against you in any other jurisdiction. (2) If you are situated outside England and Wales, process by which proceedings in England are begun may be served on you by being delivered to the address provided by you when you opened your account or to any new address subsequently notified to us. Nothing in this Rule affects our right to serve process in another manner permitted by law, for example by The services we will provide (1) This Agreement sets out the basis on which we will enter into bets with you and governs the operation of your account and each bet entered into or outstanding between you and us on or after this Agreement comes into effect. (2) A full explanation of the risks associated with our services is set out in the RWN, which follows this Agreement, and you should ensure you fully understand all the risks before entering into this Agreement with us. (3) You acknowledge that, regardless of whether or not you deal with us on credit, neither any limit set on your account nor any amount of deposit or margin you have paid puts any limit on your potential losses in respect of a bet. Your financial liability to us may exceed the level of the credit or other limit on your account. We refer you to the relevant sections of the RWN. 4. Dealings between You and Us (1) We will act as principal (and bookmaker) and not as agent on your behalf. Unless we have otherwise agreed in writing, we will treat you as our client and you will be directly and personally responsible for performing the obligations under each bet opened by you, whether you are dealing with us directly or through an agent. If you act in connection with or on behalf of someone else, whether or not you identify that person to us, we will accept no obligation to them unless otherwise specifically agreed in writing. If you act on behalf of someone else, that person will be liable to us in the same manner as you in respect of the contracts that you open on that person s behalf, whether or not you disclose that person s identity to us. Save that we will not be able to make double recoveries in respect of any contract; such liability will be in addition to and will not in any way diminish or otherwise affect your own liability to us. (2) Dealings with you will be carried out by us on an execution-only basis. You agree that, unless otherwise provided in this Agreement, we are under no obligation: Sports:

6 (a) to satisfy ourselves as to the suitability of any bet for you; (b) to monitor or advise you on the status of any bet; (c) to make margin calls. (3) You will not be entitled to ask us to provide you with advice relating to a bet or make any statement of opinion to encourage you to enter into a particular bet. We may, at our absolute discretion, provide information: (a) in relation to any bet about which you have enquired, particularly regarding procedures and risks attaching to that bet and ways of minimising risk; and (b) by way of factual market information, however, we will be under no obligation to disclose such information to you and in the event of us supplying such information it will not constitute advice or a personal recommendation to you. If, notwithstanding the fact that dealings between you and us are on an execution-only basis, a person employed by us nevertheless makes a statement of opinion (whether in response to your request or otherwise) regarding any bet, you agree that it will not be reasonable for you to rely on such statement and that it will not constitute advice or recommendation. (4) You acknowledge that information given to you may result in gains or losses and agree that, in the absence of our fraud, wilful default or negligence, we will not be liable to you in any way for any loss that you may incur as a consequence of our having given or not given any information to you. You acknowledge and agree that if, in any given circumstance, we do not positively offer any information in relation to any bet that does not imply that we are advising you to take or not to take action in relation to that bet. (5) You acknowledge that where we give you information in relation to a bet we or some other person connected with us may have an exposure to, or interest, relationship or arrangement in, or that is material to, the bet concerned. When we give you information about a bet we could have matching or opposite bets or other similar interests on behalf of another client, or ourselves. (6) Notwithstanding Rules 4(3) to 4(5), you agree that you rely on your own judgement in opening, closing, or refraining from opening or closing a bet with us and that we will not, in the absence of fraud, wilful default or negligence, be liable for any losses (including, without limitation, indirect or consequential losses, or loss of opportunity or profits arising from any failure by you to make any anticipated profits), costs, expenses or damages suffered by you arising from any inaccuracy or mistake in any information, or unsuitability of any information, given to you including, without limitation, information relating to any of your bets with us. You acknowledge and agree that if, in any given circumstance, we do not positively offer any advice or recommend that you take any action in relation to any bet, that does not imply that we are advising you not to take such action (or any action at all) in relation to that bet. Subject to our right to void or close any bet in the specific circumstances set out in this Agreement, any bet opened by you following such inaccuracy or mistake will nonetheless remain valid and binding in all respects on both you and us. (7) If you receive a copy of the SSBR, SFOBR and FSBH at the time you open your account, you acknowledge that such copy may have become outdated and that at any given time the current version of such document will be the version then displayed on our website(s) and that they may 6 Financials:

7 be updated from time to time. Although printed copies of the SFOBR will be issued to all clients, it is not our policy to issue a printed copy of the SSBR or FSBH to customers unless specifically requested. (8) Without detracting from any other limitation of our liability contained elsewhere in this Agreement, the maximum amount of our liability in respect of any losses that you may suffer in connection with any information given by us regarding a bet will be limited to four times the amount of spread payable in respect of that bet. (9) In respect of financial Spread Bets, we will take all reasonable steps to provide you with best execution in accordance with the FSA rules and our Order Execution Policy when we execute bets on your behalf. The arrangements we put in place to give you best execution are detailed in our Order Execution Policy. Unless you notify us to the contrary, you will be deemed to consent to our Order Execution Policy when this Agreement comes into effect. If you do not consent, we may be unable to provide our services to you. (10) All transactions between us will be governed by (i) the Application Form, (ii) SSBR, SFOBR and FSBH (iii) the RWN, (iv) this Agreement, (v) the Act, (vi) the FSA Rules, (vii) the spreads that we set from time to time and (viii) any further or separate arrangement that may be entered into between us. In the event of any conflict between this Agreement and any separate arrangement entered into between us, the separate arrangement shall prevail. It is your responsibility to ensure that you are aware of all the rules governing a particular bet before you open it. If you are unsure about any aspect of the rules, the spread or the Notional Trading Requirement (herein known as NTR) relevant to a bet that you are proposing to open you should seek clarification with us before you open the bet. (11) It is your responsibility to know that you are trading in the futures markets, and financial Spread Bets are always calculated from the underlying cash price. It is your responsibility to understand the difference between the cash and futures prices, and that any mention of cash prices is for reference purposes only. Please ask our financial traders if you are not sure. (12) You must exercise your own judgement in choosing to place a bet. You acknowledge that, in placing your bet, you are not relying on any statement of any of our employees relating to the subject matter of the bet. The terms of your bet may only be varied by oral or written notice given by one of our authorised representatives. We reserve the right to refuse part or all of a bet. 5. Commission, Tax and Interest Charges (1) We will not charge you commission or any fee for our services; save for Rule 5(4), 5(4.a), 5(4.b) and Rule 45 below. We will instead seek to make our profit on our spread, which applies when you open and, in most cases, when you close a Spread Bet. Additionally we may charge you for the following: market data (raw or derived), payment processing, postage and any other reasonable items that we may advise you of from time to time. Further depending on the nature of the Spread Bets you enter into with us, we may apply interest, dividend adjustments and short borrowing charges to your account (see Rule 46). (2) We are responsible for the payment of betting duty in relation to each bet that you open and, in relation to bets on horse racing, for payment of the Horse Race Betting Levy. You are not liable for betting duty or for the Horse Race Betting Levy and there are no charges or commissions relating to betting duty payable by you. However, we reserve the right to require you to pay, or Sports:

8 reimburse us for betting duty or the Horse Race Betting Levy in the event of a change in the basis of taxation. We will give you at least 28 days notice of any amendment. We also reserve the right to require you to pay, or reimburse us, for stamp duty; in the event of a change in the basis of stamp duty rates or law. (3) We understand that UK tax law currently exempts UK residents from paying Capital Gains Tax on winnings from betting. Spread Betting is not currently subject to Capital Gains tax or UK stamp duty. However, tax laws may well change in the future. We cannot advise you on tax and, if in any doubt, you should seek your own independent advice. You are responsible for paying all tax that may be payable in respect of your bets, other than betting duty. The tax treatment of bets may differ according to your personal circumstances and, further, tax legislation and the interpretation thereof can change. Tax treatment depends upon your individual circumstances and the tax jurisdiction that applies to you. Tax treatment in jurisdictions other than the UK may be different and we recommend you seek your own independent advice from a person authorised to give such advice in your jurisdiction. We are not providing any tax advice. (4) In the event that payment of a negative balance is not received by us in accordance with the requirements in Rule 18, we reserve the right to charge interest at 1% per month on the outstanding debt (calculated on a daily basis, and passed at the end of each month), which is equivalent to EAR (Effective Annual Rate) of 12.7%pa, and to recover from you on a full indemnity basis any and all costs and expenses (plus where applicable VAT at the prevailing rate) incurred by us (including but not limited to legal costs, (including costs arising from defending any counterclaim, or claim by a third party for an indemnity), our internal Management Time (see Glossary for rates), debt recovery, search fees, property valuation fees and bank charges relating to dishonoured cheques), either before or after the commencement of any action, as a result of any failure by you to settle your account as required. Please note that this right to charge interest at the rate of 1% per month extends to any judgment, from a court or any other body, obtained as part of the recovery of a negative balance on your account irrespective of any statutory rate which the courts may be entitled to charge. (a) At its absolute discretion we may also charge interest at 1% per month on your negative available balance (see Glossary for explanation of term). Please note this will include uncovered NTR on open positions and the deficit on any open positions. (b) Where you request that open positions are kept open despite your account having a deficit available balance, we may charge an arrangement fee for this service. You will be notified of any such fee in writing. We reserve the right to refuse any such specific request when there is a deficit on your available balance. 6. Providing a Quote Spread Betting (1) Upon your request and in accordance with Rules 6(2) and 6(3), we will quote a higher and lower figure for each Index, the difference between the two figures being our ''spread''. An indication of the Spread between the higher and the lower figures is, for most types of Index, shown in the Market Information sheets, available via our website. However, you acknowledge that we do not guarantee either that the spread quoted will be of the same size as the example given in the FSBH or Market Information sheets; or that there will be any limit on how large the spread may be. You 8 Financials:

9 acknowledge that when you close the spread may be larger or smaller than the spread quoted when the Spread Bet was opened. The figures we quote will be in respect of the level of our Index and not the level of an underlying market, and you acknowledge that the level of our Index may be different from the level of an underlying market. Where there is an underlying market and Spread Bets are opened at any time when the underlying market is closed, you acknowledge that the spread may be larger than for Spread Bets opened or closed when that market is open. (2) Subject to Rule 14, you may request a quote to open a Spread Bet or to close all or any part of a Spread Bet at any time during our normal hours of trading for the Index in respect of which you wish to open or close the Spread Bet. We will be under no obligation to but may, at our absolute discretion, provide a quote and accept and act on your offer to open or close a Spread Bet outside our normal hours of trading for the Index to which the Spread Bet relates. We may notify you of certain Indices in respect of which we will not quote, restrictions on the amount for which we will quote, or other conditions that may apply to our quote, but any such notification will not be binding on us. (3) If we choose to provide a quote, as set out in Rule 6(2), we will provide such quote either orally by telephone or electronically via the client pages on our betting website(s) or by such other means as we may from time to time notify to you. Our quoting of a higher and lower figure for each Index (whether by telephone, internet or otherwise) does not constitute an offer by us to open or close a Spread Bet at those levels. A Spread Bet will be initiated by you offering to open or close a Spread Bet with us on an Index at the level quoted by us. We may, acting reasonably, accept or reject your offer at any time until the Spread Bet has been executed or we have acknowledged that your offer has been withdrawn. A Spread Bet will be deemed to have been opened or closed only when your offer has been received and accepted by us. Quotes displayed by us on any television or text service or via public pages of our betting website(s) are for indication purposes only. (4) If, before your offer to open or close a Spread Bet is accepted, we become aware that one of the factors set out at Rule 6(5) has not been satisfied at the time you offer to open or close a Spread Bet, we reserve the right to reject your offer at the level quoted. If we have, nevertheless, already opened or closed a Spread Bet prior to becoming aware that a factor set out in Rule 6(5) has not been met we may, at our absolute discretion, either treat such a Spread Bet as void from the outset or close it at our then prevailing price. However, we may, at our absolute discretion, allow you to open or, as the case may be, close the Spread Bet in which case you will be bound by the opening or closure of such Spread Bet, notwithstanding that a factor in Rule 6(5) was not satisfied. (5) The factors referred to in Rule 6(4) include the following: (a) the quote must be obtained from us by telephone, via the client pages of our betting website(s), or by such other means as we may from time to time notify to you; (b) the quote must not be expressed as being given on an ''indicative only'' or similar basis; (c) if you obtain the quote by telephone, it must be given by a person who is a trader employed by us and your offer to open or close the Spread Bet must be given during the same telephone conversation in which you obtained the quote and the trader giving the quote must not have informed you before you make the offer to open or close the Spread Bet that the quote is no longer valid; (d) if you obtain the quote electronically via the client pages of our betting website(s) or by such Sports:

10 other means as we may from time to time notify to you, your offer to open or close the Spread Bet must be given while the quote is still valid; (e) the quote must not be manifestly erroneous; (f) a Force Majeure Event must not have occurred; (g) when you offer to open a Spread Bet, an Event of Default (See Rule 22) must not have occurred in respect of you; (h) the telephone, internet or other electronic conversation during which you offer to open or close the Spread Bet must not be terminated before we have received and accepted your offer; (i) subject to Rule 6(2), your offer must be given to us during our normal trading hours for the Index in respect of which you offer to open or close the Spread Bet. (6) If, upon accepting your offer, we open or close a Spread Bet with a stake that is larger than the normal market size for the Index in respect of which the offer is made, the Spread Bet may be subject to special conditions and requirements agreed either at the time that you specify the size of Spread Bet that you wish to place, or subsequent to the placement of the Spread Bet. We reserve the right to refuse any offer to open or close a Spread Bet with a stake greater than the normal market size. Our quotation, whether for a Spread Bet with a stake up to or in excess of the normal market size, is not guaranteed to be within any specific percentage of any underlying market or related market quotation. We will inform you of the normal market size for any particular Index on request. Fixed Odds Betting (7) You will request us to provide the odds on any sports fixed odds event on which we are offering a market, either orally by telephone or electronically via the relevant pages on our betting website(s) or by such other means as we may from time to time notify to you. (8) Prices on all selections change regularly to reflect fluctuations in the market or changes in the events themselves, such as a goal being scored. In some cases, the price may change between the time you receive or see a quote on the betting slip and the time you actually place the fixed odds bet. If the current price is lower than the price on the betting slip then you will be asked to confirm whether you wish to place the fixed odds bet at the current price. 7. Opening a Bet Spread Betting (1) You will open a Spread Bet by ''buying'' (wagering that a specified Index will go up within a specified period) or ''selling'' (wagering that a specified Index will go down within a specified period). In this Agreement, a Spread Bet that is opened by ''buying'' is referred to as an up bet'' and a Spread Bet which is opened by selling'' is referred to as a ''down bet''. We may also, in our dealings with you, refer to (a) up Spread Bets as ''longs'', ''long positions'', ''buys'' and ''highs''; and (b) down Spread Bets as ''shorts'', ''short positions'', ''sells'' and ''lows''. (2) When you open an up Spread Bet, the opening level will be the higher figure quoted by us for the Index in respect of which the Spread Bet is made and when you open a down Spread Bet, the opening level will be the lower figure quoted by us for the Index in respect of which the Spread Bet is made Financials:

11 (3) A Spread Bet must always be made for a specified number of pounds ( ) or such other currency as we may agree per point of movement in an Index (the ''stake''), irrespective of the way in which the Index in question is quoted in any relevant underlying market. Upon accepting an offer to open a Spread Bet, we will allocate it with a Spread Bet Reference Number that will be notified to you upon our confirming the Spread Bet under Rule 13(8). Please also see Rule 10 for the confirmation process for Spread Bets placed on the online system. (4) Each Spread Bet opened by you will be binding on you, notwithstanding that by opening the Spread Bet you may have exceeded any credit or other limit applicable to you or in respect of your dealings with us. Fixed Odds Betting (5) Once you have elected to place a fixed odds bet, including Ante Post bets, the value of your stake will be deducted from your fixed odds ledger, and this sum must be available on your fixed odds ledger as there are no credit facilities on this ledger. (6) For bets placed by telephone, the bet is struck when it has been verbally confirmed by the Spreadex employee. 8. Closing a Bet Spread Betting (1) Subject to this Agreement and any requirement we may specify in relation to linked Spread Bets, you may close an open Spread Bet or any part of such open Spread Bet at any time prior to the Expiry Date for the Index in respect of which the Spread Bet is made by entering into a further Spread Bet in respect of the same Index and Expiry Date, but in the opposite direction. For the purposes of this Agreement references to closing a Spread Bet may be taken as meaning the crystallisation of winnings or losses in the manner set out in Rule 8. (2) Details of the Expiry Date for Indices are available via the Market Information tab on our website and may be obtained from our traders on request. It is your responsibility to make yourself aware of the Expiry Date for a particular Index before placing a Spread Bet. (3) You acknowledge and agree that, when you close or partially close a Spread Bet at any time prior to the Expiry Date by placing an opposite Spread Bet in the manner contemplated in Rule 7 we and you will each treat our respective liabilities in relation to the two concurrent Spread Bets as having been simultaneously discharged to the extent that the opening level of the second Spread Bet will be deemed to be the closing level of the first Spread Bet, notwithstanding that the result of each Spread Bet on the Expiry Date is then unknown, and the first Spread Bet will then be treated by you and by us as being payable in accordance with Rule 8(10). (4) If your Spread Bet has not already been closed by the Expiry Date for the Index in respect of which the Spread Bet is made, we will close your Spread Bet as soon as we have ascertained the closing level of the Spread Bet. The closing level of the Spread Bet will (subject to the value of any automatic stop figure, maximum make-up, etc.) be: (a) the applicable official quotation or value in the relevant underlying market (as indicated in the Information Tables on the financial pages of our website) or, where there is no such market, such other measure, factor or indicator as may be relevant; plus or, as the case may be, minus Sports:

12 (b) any spread which we apply when such a Spread Bet is closed. Details of the spread we apply when a particular Spread Bet is closed are available on request and you acknowledge that it is your responsibility to make yourself aware of any spread that we apply when you close a Spread Bet. The spread quoted will reflect prevailing market conditions. (c) irrespective of the above we may not be able to open or close a Spread Bet for the whole stake at the same price. It is therefore the case that our quote to open or close a Spread Bet or bets over normal market size may be worse, possibly significantly worse than the cash price in the market. You should bear this in mind when you open a large Spread Bet or if you accumulate a large position in a single market on your account. (d) prices may also change according to our own position, and for this reason may vary from other Spread Betting company prices. (e) we maintain numerous telephone lines which are sufficient for normal trading but it may be that there are rare occasions when you are unable to speak to us to open or close a Spread Bet because all of our lines are engaged. This may be because of a failure in our telecommunications or because some event relevant to the markets has prompted an unusually large volume of calls. If you lose money because you are unable to speak to us to open or close a Spread Bet we will not be liable for your losses. (5) We may accept instructions from you to automatically roll over a Spread Bet to the next Expiry Date for that Index, so that your Spread Bet does not automatically expire. See Rules 45 and 46 on roll over procedures. Alternatively, you may at any time request to roll a Spread Bet into the next Expiry Date for that Index. Any agreement as to roll over is entirely at our discretion. Where we do affect a roll over for any reason other than in accordance with Rule 8(6), the original Spread Bet will be closed on or after the Expiry Date and will then become due for settlement and a new Spread Bet will be opened at the levels then quoted by us. (6) We may at any time (a Relevant Time ); at our absolute discretion affect a roll over of all your open Spread Bets. When we effect a roll over under this Rule 8(6) each affected original Spread Bet will be closed at the Relevant Time and will become due for settlement in accordance with Rule 8(10) and a new Spread Bet will be opened in respect of each such original Spread Bet at the same levels at which such original Spread Bet was closed. (7) Where a Spread Bet on a share is of sufficient size that the stake is in excess of four times standard market size, or where any number of Spread Bets on shares together have a stake in excess of four times standard market size, then notwithstanding Rule 8(5), if such a Spread Bet has not been closed out by the Expiry Date we will automatically roll your position over to the next Expiry Date, unless, acting reasonably, we exercise our discretion to close the Spread Bet. (8) In the event that you open a Spread Bet: (a) that expires on a quarterly or monthly market; and (b) that is in relation to an underlying financial instrument that is a share; and (c) the underlying share becomes unborrowable so that we are unable to hedge against losses that we may incur in relation to that Spread Bet, we may amend the rules of your Spread Bet such that it no longer expires in line with the quarterly or monthly market, but rather expires on a daily basis. For the avoidance of doubt, a share may either be unborrowable from the outset or our brokers or agents may recall from us a share that we have already borrowed against Financials:

13 (9) Our additional rights to void and/ or close one or more of your Spread Bets in specific circumstances are set out in Rules 6(4), 9(1), 9(2), 14, 22, 25(3), 26, 27, 28(7) and 38. (10) Upon closing a Spread Bet: (a) you will pay us the difference between the opening level of the Spread Bet and the closing level of the Spread Bet multiplied by the stake if the Spread Bet is: (i) a down Spread Bet and the closing level of the Spread Bet is higher than the opening level of the Spread Bet; or (ii) an up Spread Bet and the closing level of the Spread Bet is lower than the opening level of the Spread Bet; and (b) we will pay you the difference between the opening level of the Spread Bet and the closing level of the Spread Bet multiplied by the stake if the Spread Bet is: (i) a down Spread Bet and the closing level of the Spread Bet is lower than the opening level of the Spread Bet; or (ii) an up Spread Bet and the closing level of the Spread Bet is higher than the opening level of the Spread Bet. Unless we agree otherwise, all sums payable by you pursuant to Rule 8(10)(a) are due and payable in accordance with Rule 18. Sums payable by us pursuant to Rule 8(10) (b) will be settled in accordance with Rule 17. (11) Each obligation of each party under Rule 8(10) is subject to the condition precedent that we have not exercised our entitlement under Rule 22(21) to close all of your open Spread Bets. Fixed Odds Betting (12) You may close a fixed odds bet at any time for certain events being traded in-running at the prevailing price; and a fixed odds bets will expire at the conclusion of the event on which you have placed your fixed odds bet. (13) In the event that you have won the fixed odds bet your fixed odds ledger will be credited with the appropriate sum depending upon the odds at the time your fixed odds bet was placed and your stake, however, in the event that you have lost the fixed odds bet there will be no further adjustments to your fixed odds ledger in connection with this particular fixed odds bet. 9. Betting Procedures General (1) Without prejudice to our right to rely and act on communications from your agent under Rule 13(4), we will not be under any duty to open or close any bet or accept and act in accordance with any instruction if we reasonably believe that such agent may be acting in excess of its authority. In the event that we have opened a bet before coming to such a belief we may, at our absolute discretion, either close such a bet at our then prevailing price or treat the bet as having been void from the outset. Nothing in this Rule 9(1) will be construed as placing us under a duty to enquire about the authority of an agent who purports to represent you. (2) We will not be under any duty to open or close any bet if we reasonably believe that to do so may not be practicable or would infringe any law, rule or regulation. In the event that we have opened a bet before coming to such a belief we may, at our absolute discretion, either close such a bet at our then prevailing price or treat the bet as having been void from the outset. Sports:

14 (3) Additional betting procedures are set out in the SSBR, SFOBR and FSBH and in any other documents provided by us to you from time to time. Together, these documents constitute our rules of business. In the event of a conflict Spreadex will specify which prevails. (4) In the event that a situation arises that is not covered under these Rules or the rules of the SSBR, SFOBR, FSBH and RWN we will resolve the matter on the basis of good faith and fairness and, where appropriate, by taking such action as is consistent with market practice. (5) Where you offer to place or close a bet at a stake that is larger than the standard market size, rather than accepting your offer as a whole, we reserve the right to accept your offer as a series of smaller bets, each bet having a different (offer/ bid) price. We also reserve the right to aggregate your Spread Bet with Spread Bets of our other clients, if to do so is in the interests of our clients as a whole. This Rule also applies to our execution of an order on your behalf in accordance with Rule 11 and Rule 12. Where we rely on these Rules, the aggregate opening or closing level for your Spread Bets may differ from your specified offer level or from the price that would have been attained if your order had been executed as a single Spread Bet or not aggregated with Spread Bets of our other clients. (6) No person under the age of 18 is allowed to bet with us. 10. Online Trading Platform (1) You may conduct your trading via our online trading platform at (2) In order to activate your account for the purposes of online trading you need to create your own online specific password and security question and answer. You are strongly recommended to use a security question that is unique to you and is not common knowledge amongst your friends and family. We reserve the right to refuse to accept a password and/ or security question and answer as we see fit. (3) Your password must be declared, together with your account number, when you wish to access your account. You will be deemed to have authorised all trading under your account number. You must apply to change your password immediately you have reason to believe that anyone may be able to use your account without your authority, by telephoning any of our contact telephone numbers. (4) Bets may only be opened and closed and orders placed, moved or removed during our online trading hours. Our online trading hours vary according to the market being traded and are subject to change at short notice. (5) You may not be able to open and close bets and/or place, move or remove orders during our online trading hours if we suspend trading in all or any one of our markets in the circumstances provided for under Rule 27 below (Force Majeure). (6) (a) Sports Spread Betting - When you access your account online, you will be able to display a series of markets, against each of which will be an input box in the column marked 'stake' and two colour coded buttons marked 'SELL' (red) and 'BUY' (blue). You should input into the box the sum that you propose to bet per denominator on the chosen market and click on 'SELL' or 'BUY'. After you do this you will be quoted a 'buy' or 'sell' price for that market, together with a timer for the expiry of the trade request ticket. In order to place a bet you should click the 'SUBMIT REQUEST' button before the time expires. This trading instruction will in law 14 Financials:

15 constitute an offer by you to buy or sell at the price quoted (at the time 'SUBMIT REQUEST' was clicked) and for the stake input. You will then be asked to wait for confirmation. This is while we process your offer. If we accept your trade request we will send you a message that states 'your trade is confirmed' and a confirmation id. This is your 'trade confirmation id'. Until you receive confirmation that the trade has been accepted the bet has not been placed. You must wait for this message to appear after placing a bet and should you not receive this within one minute you must notify us immediately. If you do not receive our confirmation and you do not notify us as required, you will be deemed to have agreed only the transactions recorded by us. Similarly, if you dispute the contents of any confirmation sent by us to you, you must notify us immediately upon receipt by telephone; if you do not, the transactions recorded by us will be deemed to be agreed by you. (b) Financial Spread Betting - When you access your account online, you will be able, to gain access to a variety of markets, against each of those which are trade-able online will be a button marked 'TRADE'. Clicking on TRADE will produce a request ticket, containing a constantly updating 'buy' and 'sell' price for that market. Having supplied all of the appropriate details (Buy/Sell, Stake, and any Stop or Limit order parameters required), to place a bet you click the 'SUBMIT REQUEST' button. This trading instruction will in law constitute an offer by you to buy or sell at the price quoted (at the time 'SUBMIT REQUEST' was clicked) and for the stake and other details input. You will then be asked to wait for confirmation. This is while we process your offer. If we accept your trade request we will send you a message that states 'your trade is confirmed' and a confirmation id. This is your 'trade confirmation id'. Until you receive confirmation that the trade has been accepted the bet has not been placed. You must wait for this message to appear after placing a bet and should you not receive this within one minute you must notify us immediately. If you do not receive our confirmation and you do not notify us as required, you will be deemed to have agreed only the transactions recorded by us. Similarly, if you dispute the contents of any confirmation sent by us to you, you must notify us immediately upon receipt by telephone; if you do not, the transactions recorded by us will be deemed to be agreed by you. (c) Sports Fixed Odd Betting When you access your fixed odds ledger online, you will be able to gain access to a number of markets. Select the sport and event on which you wish to bet, once you have chosen your selection complete the on screen betting slip with details of your bet type and stake. You will know that your bet has been processed when your betting slip is replaced with a Fixed Odds Bet Receipt, which may be printed prior to closure or simply closed. Should you have any concerns that your bet has not been processed correctly review your online betting activity in the my account section of the website. Internet bets are struck when a bet id or receipt exists in our back end systems or database. (d) Financials Stop or Limit order placing, removal or amendment - When you access your account online, you will be able to, place, remove or amend a Stop or Limit order, (from either the My Positions or Financial Orders pages). Against each trade (where Stops or Limits are permitted) or each existing order will be an Add/Amend icon button. Clicking on the Add/Amend icon will produce a request ticket. Having supplied all of the appropriate details, to place, remove or amend the order click on the 'REQUEST STOP/LIMIT button. This will constitute an instruction (or removal of) to us to perform as described in Rule 11 below. You will then be asked to wait for confirmation. This is while we process your request. If we accept your order request we will send you a message that states 'Stop/Limit Confirmation and a confirmation id. This is your 'order Sports:

16 confirmation id'. Until you receive confirmation that the request has been accepted the order has not been placed. You must wait for this message to appear after placing an order and should you not receive this within one minute you must notify us immediately. If you do not receive our confirmation and you do not notify us as required, you will be deemed to have agreed only the orders recorded by us. Similarly, if you dispute the contents of any confirmation sent by us to you, you must notify us immediately upon receipt by telephone; if you do not, the orders recorded by us will be deemed to be agreed by you. (e) Financials Order to Open order placing, removal or amendment - When you access your account online, you will be able to place (from a market row on the pricing page as per trade above) or remove or amend (from the Financial Orders page under the My Account menu), an Order to Open order. Against each market (where Orders to Open are permitted) will be an ORDER icon button (to place an Order to Open ) and against each existing order will be an Add/Amend icon button. Clicking on the ORDER or Add/Amend icon will produce a request ticket. Having supplied all of the appropriate details, to place, remove or amend the order click on the 'REQUEST ORDER button. This will constitute an instruction (or removal of) to us to perform as described in Rule 11 below. You will then be asked to wait for confirmation. This is while we process your request. If we accept your order request we will send you a message that states 'Order Confirmation and a confirmation id. This is your 'order confirmation id'. Until you receive confirmation that the request has been accepted the order has not been placed. You must wait for this message to appear after placing an order and should you not receive this within one minute you must notify us immediately. If you do not receive our confirmation and you do not notify us as required, you will be deemed to have agreed only the orders recorded by us. Similarly, if you dispute the contents of any confirmation sent by us to you, you must notify us immediately upon receipt by telephone; if you do not, the orders recorded by us will be deemed to be agreed by you. (7) You acknowledge and agree that you will print off, or otherwise note, every trade order confirmation id or Fixed Odds Bet Receipt you receive. This is proof of the bets opened and closed on your account (and other trading instructions given) and will be important if there is a dispute. We also strongly recommend that you keep your own records of your online betting/ trading and orders including details of the times, dates and nature of your instructions, as these also may be important in the event of a dispute. (8) Online betting/ trading instructions must be given by you between the time when a bet/ trade request is activated and the time when it expires. We shall have no liability to you if the online connection is lost with the result that you are unable to open or close a bet and/ or place, move or remove an order at any given price. (9) We take reasonable precautions to ensure that data generated by us has been swept for viruses, but it is your responsibility to ensure that the onward transmission, opening or use of such data will not adversely affect your systems or data. Please ensure that your computer has up to date virus detection software and please carry out such virus and other checks as you consider appropriate. No responsibility is accepted by us for losses that you may suffer as a result of the onward transmission of viruses from us to you. (10) We shall not be liable to you for any direct or indirect costs, claims, losses, damage, liabilities or expenses you may suffer or incur as a result of errors or failures of our website and/ or online trading platform which may include, but are not limited to: Financials:

17 (11) Unauthorised access to our online trading platform by a third party unless this has arisen by reason of our negligence. (12) You having difficulty or being unable to communicate with us through our online trading platform. This may result in you being unable to open or close bets and/ or place, move or remove orders at a time when you wanted to do so and may also mean that you will not receive messages that we have sent to you. (13) You receiving misleading or inaccurate information from our website and/ or online trading platform. (14) You receiving incorrect prices (See Rule 34) from our website and/ or online trading platform. (15) We reserve the right to reduce or remove altogether our online service at any given time. 11. Financial Spread Betting - Orders (1) Orders, Stops, Limits, Guaranteed Stop Losses Spreadex offers a variety of ways to manage the risk on your account. You should be aware that when you place any order you are betting with Spreadex as principal and betting on our price and not the price of the underlying market. (2) Types of Risk Control a) Order An order is an instruction to establish a new position or add to an existing trade (bet) b) Stop A stop is an instruction to close an existing trade at a less favourable price than the current Spreadex price. c) Limit A limit order is an instruction to close an existing trade at a more favourable price than the current Spreadex price. d) Guaranteed Stop Losses A guaranteed stop loss is an instruction to close an existing trade at a price that is guaranteed to be no worse than the price specified. A guaranteed stop loss may only be placed at the time you open a trade. A premium will be added to the opening price. All orders are good until either (a) cancelled by you or (b) the expiry or earlier closure of the bet. (3) Spreadex reserves the right to refuse any instruction or amendment if there is insufficient available credit or if the effect of the instruction would be to put the client on margin. This should be read in conjunction with Rules 6, 7 and 8. (4) Orders, stops and limits are non-guaranteed and are vulnerable to the markets gapping through. This is what happens when our quote moves against you beyond the price at which you have requested that the order be filled, without our having been able to fill the order at the level of the order. This may and frequently does happen when the underlying market moves quickly. It can also happen overnight. In all such cases we shall fill your order as soon as is reasonably practicable. When the Spreadex price has gapped through the level of the order overnight this Sports:

18 may be as soon as is reasonably practicable after we open for business the next business day. You acknowledge and agree that because of the potential for rapid adverse market movement and / or gapping through overnight an order may be filled at a price worse, possibly much worse, than the level of the order. (5) Triggers all orders described above will be activated according to the Spreadex bid (if the trade is a sell) or Spreadex offer (if the trade is a buy). (6) Market Hours all orders can only be amended, added or activated within Spreadex trading hours for that underlying market. (7) Minimum Distances each type of order may only be placed within a minimum distance of the Spreadex quote at that time. (8) Editing stops, limits and guaranteed stops, only the price level may be edited subject to minimum distances and available credit requirements (see above and also Rules 6, 7 & 8). Orders to open may be edited with respect to the size of the trade and the price level, subject to minimum distances and available credit requirements (see above and also Rules 6, 7 & 8.) Orders, stops, limits and guaranteed stops are not available on all products. Spreadex reserves the right to refuse any instruction to place or amend an order. (9) You acknowledge and agree that you will remain liable for any losses on your account which may be realised as the result of the filling of an order, regardless of the available balance at the time the order was filled. 12. Limits on Wins and Losses Maximum Make-Ups Some sports bets are subject to a maximum limit ( maximum make-up ) on the closing level. Details of sports bets which are subject to a maximum make-up and the level of such maximum make-ups are available on request. You acknowledge that it is your responsibility to make yourself aware of any maximum make-up which is applicable to your bets. Maximum Pay Outs The maximum daily payouts on any bet, or bets, including Ante Post, are detailed on a sport specific basis in the SFOBR. The maximum payout limits apply to individual events, including multiple bets which compromise of various events being treated as one bet for the purposes of maximum pay outs. The limits refer to the total return on the bet, excluding the original stake. If a multiple bet has been placed which involves events with different maximum payout limits, the lowest limit will apply. All maximum payout limits apply to any one customer, or group of customers acting together, who have backed the same combination of selections, including where placed in a series of bets, at a range of prices, over a number of days using different Spreadex betting accounts and/or across different betting channels. Should we have reason to believe that a number of bets have been placed this way, the total payment of all those bets combined will be limited to one single maximum payout. We shall not be liable for any loss of profits, loss of anticipated savings, loss of goods, or any special, indirect, consequential or pure economic loss, costs, damages, charges or expenses Financials:

19 13. Communications (1) You acknowledge and agree that: (a) when completing the Application Form you must provide contact details, including a telephone number at which you can be easily contacted at various times of the day and days of the week. Any address, telephone number etc. contained in the contact details given by you may be regarded by us as the address, telephone number etc. at which you may be contacted at the time indicated. (b) it is your responsibility to notify us in writing of any time that may be spent away from the normal contact point, whether overseas or elsewhere in this country, and to provide alternative contact details. (c) it is your responsibility to make sure that you are able to fulfil margin calls according to the rules set out at Rule 21 below, at all times. If you are going on holiday, or will otherwise be away from your usual contact points, you should make arrangements before you go that will enable you to receive and meet any margin call within the time allowed. If you are in any doubt as to whether you will be able to receive and meet any margin call that may be made upon you, you should close the relevant bet or bets before you go away or not open them in the first place. You are reminded that you are the person responsible for managing your betting and that you should not bet at all if you cannot afford to do so. (2) An offer to open or close a bet (including a stop or limit order) must be made by you, or on your behalf: orally by telephone; via the client pages on our betting website(s); or in such other manner as we may specify from time to time. Written offers to open or close a bet, including offers sent by fax or or text message, will not be accepted. Any communication that is not an offer to open or close a bet must be made by you, or on your behalf: orally, by telephone or in person; in writing, by , post, fax; or in such other manner as we may specify from time to time. If sent to us by post or by fax, a communication must be sent to our head office, and if sent by it must be sent to an address currently designated by us for that particular purpose, for example a generic address ([email protected]) as opposed to an employee s personal address ([email protected]). Any such communication will only be deemed to have been received by us upon our actual receipt thereof. (3) If we receive an offer to place or close a bet other than in accordance with Rule 13(2), we may accept and act upon such offer at our absolute discretion and will not be responsible for any loss, damage or cost which you suffer or incur arising out of any error, delay or omission in acting upon such offer. (4) If at any time you are unable, for whatever reason, to communicate with us or you do not receive any communication sent by us under this Agreement we will not: (a) be responsible for any loss, damage or cost caused to you by any act, error, delay or omission resulting thereof from where such loss, damage or cost is a result of your inability to open a bet; and (b) except where your inability to instruct us or communicate with us results from our fraud, wilful default or negligence, be responsible for any other loss, damage or cost incurred by or caused to you by any act, error omission or delay resulting thereof from including without limitation, where such loss, damage or cost is a result of your inability to close a bet. Sports:

20 (5) You acknowledge and agree that any communication transmitted by you or on your behalf is made at your risk and you authorise us to rely and act on, and treat as fully authorised and binding upon you, any communication (whether or not in writing) that we reasonably believe to have been made or transmitted by you or on your behalf by any agent or intermediary whom we reasonably believe to have been duly authorised by you. You acknowledge that we will rely on your account number and/or password to identify you and agree that you will not disclose these details to any person who is not duly authorised by you. If you suspect that your account number and/ or password has been learnt or may be used by any other person then you must notify us immediately. (6) You agree that we may record our telephone conversations with you. Such records will be our sole property and you accept that they will constitute evidence of the communications made. (7) You agree that in the event of a dispute over any communication (including a dispute as to whether a bet was ever opened), we may close the actual or alleged bet in accordance with Rule 8, Rule 20 and Rule 21. (8a) We will confirm each Spread Bet that we open for you. (i) If you open or close a Spread Bet with us orally or via the online trading platform we will confirm the Spread Bet in writing, by or post. Any such confirmation will be ed or posted on or before the business day following the day upon which the Spread Bet is opened (or, as the case may be, closed). Unless you indicate on your Application Form that you wish to receive confirmations in relation to Spread Bets that are closed on the same day as that on which they are opened, our Compliance Officer will retain these confirmations. (ii) You will, in the absence of manifest error, be bound by and deemed to have acknowledged the content of any confirmation unless you have notified us to the contrary both orally, as soon as possible, and in writing, (i) within one hour of the Spread Bet or purported Spread Bet (in the case of on-screen confirmations) or (ii) within two business days of the day on which you are deemed to have received the confirmation in accordance with Rule 13(10) below. In the event that you think that you have opened or closed a Spread Bet but we have not sent you a confirmation in respect of that Spread Bet, any query in relation to the purported Spread Bet will not be entertained unless: (iii) you inform us within two business days of the day on which you ought to have received a confirmation for the purported Spread Bet; and you can provide accurate details of the time and date of the purported Spread Bet. In the event of any inconsistency between an on-screen confirmation and a subsequent written confirmation of the same Spread Bet we will determine the position reasonably on the basis of the available evidence. (iv) we will provide you with access to a statement of your account on a regular basis. (8b) If you wish to review your fixed odds betting activity on your fixed odds ledger, you will need to view both settled and unsettled transactions sections of the my account area of our website. Paper copy versions are available on request from Customer Services, for those who do not have access to the internet and have placed fixed odds bets by telephone. (9) We may communicate (including and not limited to, the giving of instructions and the updating of personal information) with each other in writing (including fax), by or by any other means of electronic communication or orally (including by telephone); and you 20 Financials:

21 consent to us both initiating and acting on any such communications. Additionally you consent to us telephoning you at any time whatsoever to discuss any aspect of our business. You agree that we may also communicate with you through our website. We will ensure that the method of sending s and communicating via our website enables you to print the information and/ or store the information for future reference for a reasonable period of time. If you do not wish us to so contact you for any direct marketing activities, you must inform us (or the relevant Associated Company) in writing. All communication and documentation between us, including the placing and receiving of bets, will be in English. All times quoted in this Customer Agreement are UK times. (10a) Unless you expressly specify otherwise by writing to us at our registered address, you agree that we may send the following notices to you by and/ or by posting them on the client pages of our betting website(s) where they are accessible only to you: (i) all account statements and formal Spread Bet confirmations; (ii) Spread Bet confirmations; (iii) notice of a stop or limit order; (iv) notice of amendment to the way in which we provide our service to you, for example: changes in bet features, changes to the online trading platform, changes to NTR levels and margin arrangements, etc.; and (v) notice of amendments to the Customer Agreement. We will not send you a paper copy of a message sent to you by posted to our website and/ or online trading platform. Sending a message to you by or by posting it to our website and/ or online trading platform in a durable medium fully complies with all our obligations under the Agreement and the FSA Rules. (10b) In addition to Rule 13(10a) we in any event reserve the right and at our sole discretion to send and or serve any correspondence, communications, documents, notice of proceedings, written notices, confirmations, notice of statements, etc. in relation to your account with us, to you by way of , unless you expressly specify otherwise by writing to us at our registered address. (11) Other than as set out at Rule 13(9) above, all correspondence, documents, written notices, confirmations and statements will be sent or transmitted to you at the address, fax number, text number, or address specified on your account opening form or to such other address or number as you may subsequently notify to us. Notice of any correspondence, document, notice of proceedings, written notice, confirmation or statement will be deemed to have been properly given: (a) if sent by post to the address last notified by you to us, on the next business day after being deposited in the post; (b) if delivered to the address last notified by you to us, immediately on being deposited at such address; (c) if sent by fax or text, as soon as we have transmitted it to any of the fax, mobile or telephone numbers last notified by you to us; and (d) if sent by , one minute after we have transmitted it to any address last notified by you to us. Sports:

22 (12) It is your responsibility to ensure that we have been notified of your current and correct address and contact details. Any change to your address or contact details must be notified to us immediately in writing unless we agree to another form of communication. (13) We are required by law to provide you with certain information about us, our services, our bets, our costs and charges along with copies of our Order Execution Policy, Conflict of Interest Policy, Internal Complaints Procedure and RWN. You specifically consent to us providing you with this information by means of our website. Alternatively, details are available by calling Customer Services. (14) It is your responsibility to make sure that you read all notices posted on our website from time to time in a timely manner. (15) Although , the internet, online trading platform and other forms of electronic communication are often a reliable way to communicate, no electronic communication is entirely reliable or always available. You acknowledge and accept that a failure or delay by you to: (a) make an offer to open a bet; and/ or (b) receive any communication from us sent by , text message or otherwise; whether due to mechanical, software, computer, telecommunications or other electronic systems failure, does not in any way invalidate or otherwise prejudice that communication or any bet or transaction to which it relates. We will not be liable to you for any loss or damage, howsoever caused, directly or indirectly out of a failure or delay by you or us to receive an or other electronic communication. Further, you understand and accept that s, text messages and other electronic communications we send to you may not be encrypted and therefore may not be secure. (16) You acknowledge that there is an inherent risk that communications by electronic means may not reach their intended destination or may do so later than intended for reasons outside our control. You accept this risk and agree that a failure or delay by us to receive any offer or communication from you sent electronically, whether due to mechanical, software, computer, telecommunications or other electronic systems failure, does not in any way invalidate or otherwise prejudice that offer or communication or any bet to which it relates. If, for any reason, we are unable to accept your offer electronically, we may, without obligation, provide you with further information advising you that your offer can be made by telephone as an alternative. 14. a) Financial and Sport Spread Betting (1) You acknowledge and agree that: (a) if your account has a deficit available balance we shall be entitled at our absolute discretion and without notice to you to (i) rectify this deficit (or as close to it as it can be) by imposing stops as we see fit and/ or (ii) make a margin call (for which see below.) (b) in deciding whether to impose any stops under this Rule, we will be entitled to have regard only to our own interests and will owe no duty to you to impose such stops in any circumstances. If we do decide to impose any stops we will owe you no duty in respect of choosing the bets on which, or the levels at which they are set, or in relation to any other aspect of them. We will attempt to give you notice of any stop that we impose. (c) as the prices relevant to your open bets are likely to be in a state of constant fluctuation it is for you to monitor your account in order to ensure that there is no available balance deficit (for 22 Financials:

23 example via:- websites, Spreadex free phone information service etc.). You can also do so by reviewing your account online via our website. You can rectify any available balance deficit by paying funds into your account and/ or by closing positions or by placing stops on your open bets, so as to reduce Notional Trading Requirement (see Rule 19(1)). If you are unsure of the state of your account you should telephone us and we will inform you of it. (d) further, each bet opened by you will (save insofar as either party may be entitled to void the same) be a binding contract, notwithstanding that by opening the bet you may have exceeded your available balance or any other limit applicable to you or in respect of your dealings with us. (e) from a financial betting perspective your available balance at any given time is the total of all money deposited, taking into account the balance of winnings/ losses from closed bets, plus the balance of winnings/ losses on open bets, plus any credit limit less NTR after taking into consideration any waived NTR facility, excluding any balance on your fixed odds ledger. Please note that this does mean that any credit sums on your fixed odds ledger will not be included in your available balance figure. (f) from a sports betting perspective your available balance at any given time is the total of all money deposited, taking into account the balance of winnings/ losses from closed bets, plus the balance of winnings/ losses on open bets, plus any credit limit and credit rating allowance minus sports risk. Please see Rule 19(4), excluding any balance on your fixed odds ledger. Please note that this does mean that any credit sums on your fixed odds ledger will not be included in your available balance figure. (g) You must not allow your available balance to be in deficit. If your account is in breach of this rule we may take the steps set out in Rule 14. a) (1) (a). (h) details of any credit arrangement that may be available to you are or will be set out in, and will be subject to, such rules, conditions and limits as may be agreed with you in separate correspondence. We reserve the right to alter any credit arrangements agreed with you at any time. 14. b) Sports Fixed Odds Betting Fixed odds bets are only placed via the fixed odds ledger. This ledger is one of the components of your account, and is funded by transfers to/ from your trading ledger (this is the ledger where money is deposited/ withdrawn, funds credited/ debited from winnings/ losses on closed bets and all sundry adjustments, for example: trading adjustments, journal adjustments, commission, charges and interest, etc. are passed). See Rule 16. In order to transfer funds from your trading ledger to your fixed odds ledger they must be available to withdraw (see Rule 17) and once funds are transferred to the fixed odds ledger they no longer form part of the available balance on your account. See Rule 14. a) (1) (e) and (f). There is no credit facility on the fixed odds ledger. In order to place a bet there must be sufficient funds on the fixed odds ledger to cover the stake. Funds will be transferred from the fixed odds ledger to the trading ledger in order to reduce any available balance deficit 15. Deposits (1) You can support your open positions by depositing money with us so as to increase your available Sports:

24 balance. You may call for the repayment of such deposits at any time but insofar as they support your open positions we reserve the right to withhold payment until you close such positions as are supported by the money you wish to be paid. Your winnings on closed bets will form part of your available balance until they are repaid to you. We reserve the right to deduct without notice to you your losses on any closed bet from money deposited with us and/ or any winnings. (2) We will pay interest on clients' unencumbered funds held on their deposit ledger. Clients will be advised of the rates of interest paid from time to time. We will credit interest into the deposit account of a client monthly in arrears. This will be subject to the balance being held by us for the whole month. Notwithstanding the foregoing we reserve the right not to pay interest if the level of betting is not compatible with the size of the deposit, as defined by us from time to time, i.e.: certain minimum levels of betting are required in order to qualify for interest payments on unencumbered deposit funds. We reserve the right to refuse to accept or limit the size of any deposit. A client's balance on deposit does not limit any loss or financial liability. It is your responsibility to request the transfer of any surplus funds from trading to deposit ledger. 16. Trading Ledger (1) You can support or increase your available balance by depositing funds into your trading ledger. No interest is paid on these deposits. (2) Each Spread Bet allowed by virtue of a debit/ credit card deposit is subject to the relevant card acceptance procedures. Where immediate authorisation cannot be obtained from the debit/ credit card authority, the Spread Bet may be accepted by us subject to subsequent authorisation being given. Should authorisation be declined, the Spread Bet may be voided at our discretion (but not yours). If our request for authorisation is declined, it is your responsibility to investigate the reason for that decision to decline with your own Card issuers, as at no time will we be given any details of such reasons. (3) You acknowledge and agree that we may debit from your trading ledger a reasonable charge for:- card transactions (currently 2% for UK Credit Cards and 2.5% for UK Corporate Credit Cards, UK Debit Cards free but charges do apply to Debit Cards issued overseas or in any currency other than GBP, and any/ all changes, which could be at anytime and subject to our sole discretion, to these rates will be notified via our website), same day UK, International Bank transfers and cheque negotiation fees levied by our Bank will be claimed from your account (generally these should only apply to cheques drawn on overseas Bank accounts and cheques issued in currencies other than GBP despite being drawn on UK Banks). Any such charges will be notified to you in your periodic statement of account (See Rule 16(4)). (4) We will ordinarily post on your secure area of our website (accessed once logged into the my account area of the website) a weekly account statement and send you notification by as soon as an updated version is available for you to view and/ or print. These statements will remain available for you to access and print, should you wish, many months into the future. The weekly account statement will detail transactions on your deposit and trading ledgers during the statement period, and prevailing open Spread Bet positions. The notification will be sent to your address (at the address stated in your application form or subsequently advised), unless you contact us to request a postal version. It is your duty to keep us advised of your upto-date address. Additionally, in the event that we close any of your positions other than in 24 Financials:

25 accordance with your express instructions, we will send you a statement after closing the position(s). If you have not viewed a statement for over a week you should log into the my account area of the website and view (and/ or print) the relevant statements, alternatively you should telephone and ask for a paper copy to be sent. Additionally you may view your account balances at anytime online or you may telephone to establish whether any sum is due to be paid or payable on your account. Rules 17, 18 and 18A apply whether or not you have had sight of a Statement. 17. Positive Balances (1) Subject in all cases to Rules 15(1) and 18A, the amount that you may withdraw from your account is the lesser of the two figures: available balance and trading ledger, subject to 18(4) below. (2) You may request a withdrawal at anytime, either by accessing the relevant section of our website via the my account pages, or, by telephone, All such requests are processed on a daily basis (excluding Bank holidays and weekends), shortly after the close of the UK trading day. (3) You may request a payment/ withdrawal by one of the following methods depending upon the type of your account: - bank transfer, direct credit, cheque (payable to you), or refund to a card; previously used to make a payment. N.B. As a result of regulations imposed by MasterCard, we are unable to process any payments to MasterCard. 18. a) Negative Balances (1) Negative balances on client's trading ledgers must be settled as follows: You should settle your account via any/ or a mixture of the following: - cheque (payable to Spreadex Ltd and issued from an account in your name), debit/ credit card payment (either made by phone or online), direct debit, a payment at a Bank direct to Spreadex's Bank account (at sort code and account number , making sure that your Spreadex account number is quoted as the payment reference). (2) a) If you have a credit limit and the negative balance is less than the credit limit, then payments are to be received no later than 7 days from the date of the statement, from which point debit interest may start accruing pursuant to Rule 5(4). b) If you do not have a credit limit, you must immediately pay us the whole of your negative balance and debit interest may start accruing immediately pursuant to Rule 5(4). c) If the negative balance is greater than your credit limit, you must immediately pay us the sum by which your negative balance exceeds your credit limit and debit interest may start accruing immediately pursuant to Rule 5(4) on the whole negative balance, until such times as the negative balance becomes less than the credit limit, and then Rule 18(2a) applies. (3) If you have funds held on your deposit ledger then you agree that, if you do not make an additional payment to your trading ledger within the prescribed timescale, on the seventh day following statement day the debit balance on your trading ledger will be settled via a transfer from the funds held on your deposit ledger. Sports:

26 (4) We shall be entitled to apply positive balances against negative balances in any of a client's trading, fixed odds and deposit ledgers; and any accounts held in the same name and will transfer funds between a client's accounts in order to cover deficit positions. 18. b) Right to withhold payments We shall not be required to make any payment which would otherwise be due to you if (i) you have unpaid realised losses on any account which you maintain with us (under this Agreement or any other agreement); and/or (ii) it is covering aggregate NTR on any of your open positions (under this Agreement or any other agreement); and/ or (iii) it is required to cover anticipated but unrealised losses on open positions (under this Agreement or any other agreement); and/ or (iv) we are of the opinion (acting reasonably) that it may be required to meet future margin calls on your open bets (under this Agreement or any other agreement); and/ or (v) we are of the opinion (acting reasonably) that it may be required to meet future losses on the closure of your open bets (under this Agreement or any other agreement). 19. Financial NTR, Waived NTR and Sports NTR (1) (a) As a condition of opening and/ or maintaining a financial Spread Bet in any market we may require you to pay us a deposit known as the Notional Trading Requirement ("NTR"). This is a payment that gives us a degree of security against the possibility that your Spread Bet will move against you. The NTR that we may demand in relation to any given Spread Bet varies from market to market, and may be found via the Market Information tab on our website; alternatively you should call and request up-to-date paper copies of this information, although do not assume that a paper copy you hold is the current version unless confirmed by one of our traders. The NTR is calculated as a multiple of the stake (further information is available in the FSBH) and your credit rating (See Rule 20). (b) NTR is due to Spreadex Limited on each opening financial Spread Bet you place. Waived NTR is the amount of NTR that we are prepared to forego. (c) The NTR relevant to any given financial Spread Bet can be limited by placing an order (See Rule 11). There is a minimum distance from our prevailing spread in any given market that we will accept an order. (2) There is no actual NTR on sports Spread Bets, however, instead market volatility is reflected via the following method: - (a) Every sports market has a volatility factor assigned to it, to try and reflect a reasonable range of possible outcomes. (b) The volatility factor for the market is multiplied by the stake to give the sports risk on each trade. (c) Credit Rating Allowances are as follows: Credit rating 1 = 10,000 allowance, Credit rating 2 = 3,000 allowance, Credit rating 3 = 1,000 allowance and Credit rating 4 = no allowance. (See Rule 20.) (d) From a sports trading perspective your available balance at any given time is the total of all money deposited, taking into account the balance of winnings/ losses from closed bets, plus the balance of winnings/ losses on open bets, plus any credit limit and credit rating allowance 26 Financials:

27 minus sports risk, excluding any balance on your fixed odds ledger. (e) When the available balance is insufficient to cover the Sports Risk on any future bet the future bet may at our absolute discretion not be accepted until sufficient additional funds have been deposited. Equally, we may at our absolute discretion decide not to call for Sports Risk. (3) If we do not call for NTR or Sports Risk a precedent has not been set whereby you will not be required to pay NTR or Sports Risk in the future. (4) If you want to know the NTR relevant to any given financial Spread Bet or Sports Risk of a sports Spread Bet you can and should ask us before you open it. By opening a Spread Bet you agree that as a condition of opening and maintaining that spread bet we may demand NTR or Sports Risk at our prevailing rate be covered at all times, by immediate payment if necessary due to the net effect of adverse market movement on your available balance. (5) Spreadex Limited has the right to vary NTR factors or Sports Risk factors. Any new NTR or Sports Risk factors will be applied to existing open positions as well as new Spread Bets so additional NTR or Sports Risk may become due in respect of open positions. We may also change NTR or Sports Risk factors because of (but not limited to) increased volatility, and in the case of financial Spread Bets a declarable interest being reached (see Rule 26(2)). 20. Customer Accounts (1) By completing and returning the Application Form to us, you will be applying for an account. (a) You may apply for a credit limit and/ or a waived NTR facility. If we decide to grant you a credit limit it may be set against NTR and/ or Sports Risk and/ or losses on open Spread Bets and/ or losses from closed bets. It has no impact on your fixed odds ledger or betting. If we decide to grant a waived NTR facility it solely represents the amount of NTR that we are prepared to forego. (b) Alternatively you may operate your account without any credit facility. (2) All accounts are allocated a "Credit Rating", which is a component of the formula to calculate NTR and Sports Credit Rating Allowance. See Rule (19). There are four different levels, which have the following effect on NTR:- Credit rating 1 multiplier X 1 Credit rating 2 multiplier X 2 Credit rating 3 multiplier X 3 Credit rating 4 multiplier X 4 (3) The credit limit, waived NTR and Credit Rating are assessed using credit scoring techniques and information gained from searches at Credit Reference Agencies, and may be reviewed at your written request every three months or by us in order to protect our own position because of changes in your circumstances or in our knowledge of them. We may withdraw or reduce your credit limit and /or waived NTR facility and /or amend your Credit Rating at any time, subject to notice (which may be by phone or in writing) of said withdrawal or reduction to your credit limit and/ or waived NTR facility and/ or amendment to your Credit Rating but the withdrawal, reduction or amendment will apply whether or not you receive such notice; and irrespective of whether it results in a deficit to your available balance and a resultant margin call (see Rule 21). (4) You acknowledge that, regardless of whether or not your account has a credit limit, no limit Sports:

28 set on your account nor any amount of deposit or margin you have paid puts any restriction on your potential losses in respect of any Spread Bet. Your financial liability to us may exceed the level of the credit limit or other limit on your account. (5) When you open a Spread Bet you assume liability for all adverse movements in the relevant price or Index without limitation, save insofar as they may be limited by orders. (See Rule 11). 21. Margin (1) In the event that your available balance is in deficit we may call you to pay sufficient sums to cover this deficit, this is commonly referred to as making a margin call. We are not obliged to make a margin call (a request for you to pay margin), however, we will make reasonable endeavours to make sure you are advised of shortfalls on your account. We will be deemed to be making a margin call whether or not the person asking you for money says that it is a margin call and whether or not any specific sum is asked for. This will be without prejudice to our other rights under Rule 14a(1), which we may exercise before or after making a margin call. (2) If as a result of an error on our part we ask you for a sum greater than the sum that we are entitled to demand, we shall nonetheless be deemed to have made a margin call at the time when we made the margin call for the true sum by which your available balance was in deficit at that time. (3) We reserve the right to make margin calls by (i) telephoning and/ or (ii) texting you on any mobile number given to us by you and/ or (iii) faxing you on any fax number given to us by you, and/ or (iv) by ing and/ or (v) writing to you by post at any address given to us by you. We will not be obliged to use all of these means of communication and the margin call will have been made even if we only use one of them. (4) The margin call will for the purposes of these Rules and in particular Rule 21 and its sections be deemed to have been received by you in accordance with the following rules, whether or not you in fact (i) received the margin call at the deemed times and/ or (ii) received it at all. Margin calls by telephone (a) if we speak to you personally the margin call is received by you on the first occasion that we ask you for the money. This applies whether or not we also make or attempt to make subsequent margin calls by the same or other means which are in fact received by you after we first ask you for the money. (b) if we are unable to speak to you and a person and/ or an automated message taking service offers to take a message for you, we will in order to avoid embarrassment leave a message asking you to contact us. If we do that we will be deemed to have made a margin call for the deficit outstanding on your available balance at the time when we left the message, and the time of leaving the message will be the time when it will be deemed to have been received by you. If, therefore, you receive a message from us asking you to contact us, you should assume that it is a margin call for the deficit on your available balance and you should contact us in order to establish the level and make the payment. (c) if in order to make a margin call we ring the telephone number or numbers given to us by you and are given no opportunity to leave a message, either with a human person or with an automated message-taking service, we will nonetheless be deemed to have made a margin call 28 Financials:

29 for the deficit on your available balance outstanding at the time when we made the first call, or (if only one number is dialled) the call. Margin calls by text and/ or fax (d) these will be deemed to have been received by you at the moment when the transmission is finished. Margin calls by (e) these will be deemed to have been received by you one minute after the moment of sending by us. Margin calls by first class post (f) these will be deemed to have been received by you at 9.00 am on the next weekday that is not a UK bank holiday. (5) Payment of Margin Margin is due in accordance with the following rules: (a) within the time limits set out below you must pay to us (i) the sum demanded or deemed to have been demanded in the margin call, PLUS OR MINUS (ii) any sum by which the amount of deficit changes between the time when the margin call is made and the time when the money is in fact paid. If you are unsure of the precise sum that is due from you at the time of payment, you should telephone us and ask for the updated figure. (b) you should treat the time limits set out below as strict limits. You warrant that you will ensure before you open a spread bet that you have cleared funds available to you that will enable you to meet any margin call that may be made in relation to that Spread Bet. If you are not absolutely sure that you will be able to meet any margin payment within the times specified you should not open the relevant Spread Bet. You agree and acknowledge that if you do not pay a margin call by the time when it is due then we may close all of your open Spread Bets and you authorise us accordingly. (c) all margin calls in relation to sports Spread Bets must be met by 3.30 p.m. London time on the fifth week day after the day on which the call is made. For example, if the call is made on a Monday, the margin must be paid by 3.30 p.m. on the following Monday. (d) margin calls in relation to financial Spread Bets must be met as follows: (i) if the call is for a sum of less than 20,000, it must be paid by 3.30 p.m. London time on the second business day after the day on which the call was made. For example, if the call is made on the Monday, the margin must be paid by 3.30pm on the following Wednesday. (ii) if the call is for 20,000 or more, it must be met by 9.15am on the business day following the expiry of a 24 hour period. Hours falling on a Saturday, a Sunday or a Bank holiday in England do not count towards the 24. For example, if the call is made at 9.30am on Monday, the margin must be paid by 9.15am on the following Wednesday. Or, for example, if the call is made at 9am on Monday, the margin must be paid by 9.15am on the following Tuesday. (e) market movement within the timescale for the receipt of margin payment may result in a Sports:

30 positive available balance hence satisfying the margin call, however, we are under no obligation to deem margin calls as satisfied unless we see fit prior to the stated deadline for receipt of the margin payment. (6) If we make a margin call and then because of adverse market movements we subsequently contact you again before the margin is paid and demand a larger sum, that demand (and any subsequent demand) will not negate the first call, which will continue to be valid in accordance with these rules and conditions until you pay the full sum due under it. (7) Margin payments of less than 20,000, may be paid by cheque. Receipt of the cheque in our hands will be treated as payment at the time of receipt subject to the cheque's clearing, and shall be immediately credited to the client's trading ledger. Please note that simply posting a cheque to us will not constitute payment and if you do not wish to risk the closing of your positions you should authorise a "same day payment" from your Bank to our Bank, make a payment of cleared funds directly into our Bank account, make payment by debit or credit card or send a cheque by courier/ special guaranteed delivery. Margin payments of 20,000 or more must be paid in cleared funds, for example, "same day payment" from your Bank to our Bank, a payment of cleared funds directly into our Bank account or payment by debit or credit card. (8) If any cheque is returned unpaid or other payment instruction whatsoever is declined (whether or not in response to a margin call), the sum will be due from you immediately. (9) Failure to pay any margin due is an event of default under Rule 22(3). (10) If a margin call is not met in full within the stated timeframe, we may at our absolute discretion close your Spread Bet(s) at any time after the lapse of the stated timeframe for payment. In the event that we exercise our right to close Spread Bet(s) the exact timing and speed of closure of the whole position will be dependent upon market factors such as size of Spread Bet(s) and liquidity of the underlying instruments. Highly illiquid positions, particularly during difficult market conditions, could well take a number of weeks to close. In certain circumstances we may be prepared to take on your positions (this constitutes a right and not an obligation to do so, and will be at our absolute discretion) and we will make what we believe to be a reasonable price given the prevailing market conditions. In these circumstances you would be given 48 hours notice (either by phone or in writing) in which to try and make alternative arrangements for the stock at an improved price. 22. Events of Default (1) The following are events of default:- (2) Any amount due under this Agreement which remains unpaid. (3) Margin has become due from you and is unpaid or has not been paid in the form required (e.g. you have supplied us with a cheque when your obligation is to provide cleared funds directly into our Bank account or via debit or credit card). (4) You make any statement to us that is not true and accurate, or that is misleading in any significant way. (5) Any statement previously made by you becomes untrue or misleading, and you fail to inform us of the true position as quickly as you reasonably can Financials:

31 (6) You break any promise or undertaking to us to do or to refrain from doing anything at all. This applies whether the undertaking was formally or informally given, and whether or not it was enforceable as or under a contract, and includes a promise or undertaking to pay us money by any specific time. (7) You become unable to pay your debts as they fall due. (8) A statutory demand is served on you or bankruptcy petition is presented against you or a bankruptcy order is made against you, or (if you are a company) a statutory demand is served on you, or a petition is presented or a resolution is passed for your winding up, or an administrator or receiver or administrative receiver is appointed in respect of you or any of your assets. (9) You are pursued for payment by any person who in our reasonably held view claims in good faith to be owed money by you. (10) We receive a certified copy of your death certificate. (11) You are treated by any medical practitioner for any mental illness, including depression. (12) Any cheque is dishonoured or other payment instruction given by you is returned unpaid/ declined. (13) We have reasonable grounds to suspect you of Market Abuse. (14) Your trading is of such a size that we no longer wish to continue with our relationship. (15) You are rude to our staff. (16) Any event occurs that is described anywhere in this Agreement as an event of default. (17) You breach any rule of this Agreement. (18) You become aware that there are grounds for believing that an event of default will occur before the expiry date of any open bet on your account. (19) An event of default has occurred and you do not draw it to our attention. (20) Any event analogous to any event of default described above occurs in any jurisdiction outside England and Wales. (21) If an event of default occurs we will be immediately entitled (subject to delays See Rule 8), but not obliged, to close at our absolute discretion all of your open bets (whether they are winning or losing) without notice to you at our then prevailing price, or if there is none then at a price which is fair and reasonable. If you have more than one account this will apply to all of your accounts whatever their state. (22) If we exercise our entitlement under Rule 22(21) to close all of your open bets, no payments under Rule 8(10) will be required to be made, but without prejudice to the other provisions of this Agreement. Immediately following such closure (if any), an amount will be payable equal to: (a) the sum of (i) any positive balance on your trading ledger, (ii) any positive balance on your deposit ledger, (iii) any amount that would, but for the operation of this Rule and Rule 8(11), have been payable by us to you under Rule 8(10); (iv) any NTR and (v) any other amounts payable by us to you of whatever nature and whenever payable; less (b) the sum of (i) any negative balance on your trading ledger, (ii) any negative balance on your deposit ledger, (iii) any amount that would, but for the operation of this Rule and Rule 8(11), Sports:

32 have been payable by you to us under Rule 8(10) and (iv) any other amounts payable by you to us of whatever nature and whenever payable. If the amount payable is a positive number then, subject to Rule 18A, we will pay it to you; if it is a negative number, you will pay the absolute value of that amount to us. (23) We will not be under any obligation to give you any opportunity to remedy an event of default before we close your bets. (24) If an event of default has occurred we will be entitled to close your bets whether or not we know about the event of default at the time when we close the bets. (25) An event of default will only entitle us to close your open bets if (a) the event of default occurred after the bets in question were opened, or (b) the event of default occurred before the bets were opened but we did not actually know about the event of default at the time when the bets were opened. For the purposes of this Rule, actual knowledge means that the facts are recorded on our computer systems and/ or that actual knowledge of them is held by us, and does not include mere knowledge of facts from which the event of default could be inferred or anything else short of actual knowledge of the event of default. You agree and acknowledge that where a bet or bets of yours have been closed after an event of default of type (b) above has occurred it will be presumed unless you prove to the contrary that we did not actually know about the event of default at the time when the bets were opened. Please note, however, that regardless of the state of our knowledge failure by you to pay any money due to us by the time when it is due will be treated as a continuing act of default entitling us to close any or all of your bets at our discretion at any time before the money is paid or we agree a later time for payment. (26) If an event of default has not occurred but we reasonably believe that (i) an event of default is likely to occur and (ii) that it is desirable to protect our position by closing your bets, then we will be entitled to close all of your bets. (27) Subject to Rule 22(22), where any bets are closed by us after an event of default entitling us to close them has occurred, any profits or losses crystallised on such closure will be binding as though the bets had been closed on your express instructions. 23. a) Client Money (1) Unless otherwise agreed in writing, we will hold your money as trustee in a segregated account at a bank or other financial institution chosen by us in accordance with the FSA Client Money Rules and subject to and in accordance with this Agreement. (2) You agree and acknowledge that we may hold client money on your behalf with a bank in a client bank account located outside the United Kingdom and/or pass money held on your behalf to an intermediate broker, settlement agent or OTC counterparty (including one located outside the United Kingdom). If we need to transfer money to a third party your money may be at risk in the event of the insolvency of that third party. In addition, the legal and regulatory regime applying to any such third party operating outside the United Kingdom may be different from that of the United Kingdom and in the event of the insolvency or any other equivalent failure of that third party, your money may be treated differently from the treatment which would apply if the money was held in an account in the United Kingdom. We will not be liable for the solvency, acts or omissions of any third party referred to in this sub-clause. (3) It is not our policy to pay interest to you on any of your money (save as detailed under Rule 32 Financials:

33 15(2)) that we hold and by entering into this Agreement you acknowledge that you are waiving any entitlement to interest on such money under the FSA Client Money Rules or otherwise. (4) You agree that, in the event that there has been no movement on your account balance (see Rule 17) for a period of at least six years (notwithstanding any payments or receipt of charges, interest or similar items) and we are unable to trace you despite having taken reasonable steps to do so, we may release any client money balances from the segregated account and will no longer hold it as trustee on your behalf. 23. b) Transfer of Full Ownership of Money (1) This clause only applies to you if you have signed an election statement pursuant to which you agree that it shall have effect. (2) Funds which you pay into your account are held by us to cover your current and future open spread-betting positions. When you pay funds into your account you will therefore be treated as transferring full ownership of money to us for the purpose of securing or otherwise covering present, future, actual, contingent or prospective obligations which you might owe to us, and as such we will not be required to hold those funds pursuant to the Financial Service Authority's Client Money Rules (set out in the Client Asset Sourcebook of the FSA's Handbook of Rules and Guidance, which you can access at (3) As a result, you will cease to have a proprietary claim over any funds which you have paid into your account and we shall be permitted by the Financial Service Authority s Client Money Rules to hold and deal with those funds in such manner as we may determine in our discretion. You will be entitled to ask us to return to you all or any part of the credit balance of your account from time to time but we shall only be required to do so to the extent that such amounts are not securing or otherwise covering current open positions. See Rule 17. (4) If we close all of your accounts so that there are no open positions, we will pay to you the net credit balance of your account after deducting all outstanding amounts which you owe to us. See Rule Indemnity and Liability (1) You will indemnify us, and keep us indemnified on demand in respect of all liabilities, losses or costs of any kind or nature whatsoever that may be incurred by us as a direct or indirect result of any failure by you to perform any of your obligations under this Agreement or in relation to any bet or in relation to any false information or declaration made either to us or to any third party. (2) You will take all reasonable steps to ensure that no computer viruses, worms, software bombs or similar items are introduced into the computer hardware or software you use to access our betting website(s). (3) To the extent permitted by law, you will indemnify, protect and hold us harmless from and against all losses, liabilities, judgements, suits, actions, proceedings, claims, damages and/ or costs resulting from or arising out of any act or omission by any person obtaining access to your account by using your designated account number, user name and/ or password, whether or not you authorised such access. Sports:

34 (4) Without prejudice to any other Rules of this Agreement, we will have no liability to you in relation to any loss that you suffer as a result of any delay or defect in or failure of the whole or any part of our betting website(s) or any systems or network links or any other means of communication. We will have no liability to you, whether in contract or in tort (including negligence) in the event that any computer viruses, worms, software bombs or similar items are introduced into your computer hardware or software via our internet website(s), provided that we have taken reasonable steps to prevent any such introduction. (5) Unless we are prohibited from excluding such liability by law (for example, for losses relating to death or personal injury or caused by our fraud), we will not be liable for any direct, indirect, incidental, special, punitive or consequential damages (including, without limitation, loss of business, loss of profits, failure to avoid a loss, loss of data, loss or corruption of data, loss of goodwill or reputation) caused by any act or omission of ours under this Agreement. (6) If and to the extent that we are found liable for any losses or damages in relation to a bet then, unless we are prohibited from limiting such liability by law, the maximum amount of our liability will be limited to four times the amount of spread paid or payable by you in respect of that spread bet or four times the stake for that fixed odds bet. (7) We will seek criminal and contractual sanctions against any customer involved in fraud, dishonesty or criminal acts. We will withhold payment to any customer where any of these are suspected. The customer shall indemnify and shall be liable to pay us, on demand, all costs, charges or losses sustained or incurred by us (including any direct, indirect or consequential losses, loss of profit and loss of reputation) arising directly or indirectly from the customer s fraud, dishonesty or criminal act. 25. Representations and Warranties (1) You represent and warrant to us, and agree that each such representation and warranty is deemed repeated each time you open or close a bet by reference to the circumstances prevailing at such time, that: (a) the information provided to us in your Application Form and at any time thereafter is true and accurate in all respects; (b) you are duly authorised to execute and deliver this Agreement, to enter into each bet and to perform your obligations hereunder and there under and have taken all necessary action to authorise such execution, delivery and performance; (c) you will enter into this Agreement and each bet as principal; (d) any person representing you in opening or closing a bet will have been, and (if you are a company) the person signing this Agreement on your behalf is, duly authorised to do so on your behalf; (e) to the extent that any governmental or other authorisations and consents are required by you in connection with this Agreement and in connection with opening or closing bets, you have obtained such authorisations, they are in full force and effect and all of their conditions have been and will be complied with; (f) execution, delivery and performance of this Agreement and each bet will not violate any law, 34 Financials:

35 ordinance, charter, by-law or rule applicable to you or to the jurisdiction in which you are resident, or any agreement by which you are bound or by which any of your assets are affected; and (g) other than in exceptional circumstances, you will not send funds to your account(s) with us from, or request that funds be sent from your account(s) to, a bank account other than that identified in your Application Form or as otherwise agreed by us. Whether exceptional circumstances exist will be determined by us from time to time. (2) In the absence of fraud, wilful default or negligence, we give no warranty regarding the performance of our website(s), internet dealing or other software or their suitability for any equipment used by you for any particular purpose. (3) Any breach by you of the warranties in Rule 25 above renders any bet voidable or capable of being closed by us at our then prevailing prices, at our absolute discretion. 26. Insider Dealing / Market Abuse (1) We frequently hedge our liability to clients by opening analogous positions with other institutions. The result of our doing this is that when a client bets on shares with us their bets can through our hedging exert a distorting influence on the underlying market for that share, in addition to the impact that it might have on our own prices. This could amount to Market Abuse. You therefore represent and warrant to us and agree that each such representation and warranty is deemed repeated each time you open or close a bet, that: - (2) We may accept trades that are declarable, but once the declarable level has been achieved we reserve the right to immediately increase NTR. Please also see Rule 19(5). (3) You will not place and have not placed a bet with us in connection with: (a) a placing, issue, distribution or other analogous event; or (b) an offer, take-over, merger or other analogous event in which you or an associate of yours is involved or otherwise interested. (4) You will not place and have not placed a bet that contravenes any primary or secondary legislation or other law against insider dealing. For the purposes of this clause you agree that we may proceed on the basis that when you open or close a bet with us on a share price you may be treated as dealing in securities within the meaning of Part V of the Criminal Justice Act (5) In accordance with The Takeover Panel guidelines you have to report declarable interests during a bid period. Please contact the Takeover Panel if unsure of your responsibilities. (6) In the event that you place any bet in breach of the representations and warranties given above, or we have grounds for suspecting that you have done so, we may at our absolute discretion and without being under any obligation to do so or to inform you of our reason for doing so, close that bet and any other bets that you may have open at the time and also at our absolute discretion we may:- (a) enforce the bet or bets against you if it is a bet or bets under which you have lost money to us; or (b) treat all your bets closed under this clause as void if they are bets under which you have won money from us, unless and until you produce conclusive evidence that you have in fact not Sports:

36 committed the breach of warranty and/ or misrepresentation the suspicion of which was the ground for closing your bet(s). For the avoidance of doubt if you do not produce such evidence within the period of six months all such bets will be finally null and void as between us. (7) You acknowledge and agree that we will not transfer voting rights relating to an underlying share to you or otherwise allow you to influence the exercise of voting rights held by us or on our behalf. (8) With regards to sports fixed odds and spread betting we reserve the right to withhold payment and to declare bets on an event void if in our reasonable opinion the following has occurred: (i) the integrity of the event has been called into question; (ii) the price(s) or pool has been manipulated; (iii) match rigging has taken place. Our opinion of the above may be based on the size, volume or pattern of bets placed with us across fixed odds and Spread Bet markets. A decision given by the relevant governing body of the sport in question (if any) will be conclusive. 27. Force Majeure Events (1) We may, in our reasonable opinion, determine that an emergency or an exceptional market condition exists (a Force Majeure Event ), in which case we will, in due course, inform the FSA and take reasonable steps to inform you. A Force Majeure Event will include, but is not limited to, the following: (a) any act, event or occurrence (including, without limitation, any strike, riot or civil commotion, industrial action, acts and regulations of any governmental or supra national bodies or authorities) that, in our opinion, prevents us from maintaining an orderly market in one or more of the Indices/ markets in respect of which we ordinarily accept bets; (b) the suspension or closure of any market or the abandonment or failure of any event upon which we base, or to which we in any way relate, our quote, or the imposition of limits or special or unusual rules on the trading in any such market or on any such event; or (c) the occurrence of an excessive movement in the level of any of our Indices and/ or any corresponding market or our anticipation (acting reasonably) of the occurrence of such a movement; (d) any breakdown or failure of transmission, communication or computer facilities, interruption of power supply, or electronic or communications equipment failure; or (e) the failure of any relevant supplier, broker, agent or principal of ours, exchange, clearing house or regulatory or self-regulatory organisation, for any reason to perform its obligations. (2) If we determine that a Force Majeure Event exists we may at our absolute discretion without notice and at any time take one or more of the following steps: (a) increase your NTR or margin requirements; (b) close any or all of your open bets, at such closing level as we reasonably believe to be appropriate (where there is no quotation available, we may close any such bet at the time when we reasonably believe that, but for the existence of the Force Majeure Event, the level set by you for closing the bet would have been reached); 36 Financials:

37 (c) suspend or modify the application of any or all of the Rules of this Agreement to the extent that the Force Majeure Event makes it impossible or impractical for us to comply with the Rule or Rules in question; or (d) alter the Expiry Date for a particular Index. 28. Queries, Complaints and Disputes Spread Betting (1) If you have a query or complaint regarding a statement or confirmation or any bet, you should contact the relevant trading room as per Rules 10(6) and 13(8c). All other queries/ complaints should be directed to the Customer Service Department. (2) We will not be obliged to entertain queries or complaints unless you can offer accurate details of them. For example, we will need to know the time (to within a 1 hour range) and the date of any relevant bet. Where the query or complaint relates to your online trading we reserve the right to refuse to correspond with you in relation to your query or dispute unless you can produce the "trade confirmation id" relevant to your query. (3) We have an Internal Complaint Handling Procedure, a copy of which is available on our website and will be made available to you on request. Once the Internal Complaint Handling Procedure has been exhausted, should you remain dissatisfied and you are a Retail Client, you then have the right to refer the matter if you so wish to the Financial Ombudsman Service, South Quay Plaza, 183 Marsh Wall, London, E14 9SR and we shall be bound by their ruling. Any client who was not a Retail Client at the relevant time, does not have the right to refer complaints to the Financial Ombudsman Service. (4) In relation to any complaint you may have, you acknowledge and agree that you will be under a general responsibility to mitigate your losses. (5) In the event that we believe that our complaints procedures are being abused by multiple vexatious claims, we reserve the right to charge a 500 fee to the client if the complaint is proved to be unfounded. You acknowledge and agree that this charge is not a penalty but will reflect the cost actually incurred by us in relation to the Ombudsman's investigation of your complaint. We will promptly take any remedial action deemed appropriate in relation to a complaint. (6) We are covered by the Financial Services Compensation Scheme. If you are an eligible claimant under the rules of the Financial Services Authority, your account is protected by the Financial Services Compensation Scheme. You may be entitled to compensation from the scheme if we cannot meet our obligations. This depends on the type of business and the circumstances of the claim. Most types of investment business are covered up to the first 50,000. Further information about compensation arrangementsis available from the Financial Services Compensation Scheme. (7) Without prejudice to any of our other rights to close a bet under this Agreement, in any case where we are in dispute with you over a bet or alleged bet or any communication relating to a bet, we may, at our absolute discretion and without notice, close any such bet or alleged bet, where we reasonably believe such action to be desirable for the purpose of limiting the maximum amount involved in the dispute and we will not be under any obligation to you in connection with any subsequent movement. Fixed Odds Betting (8) If you have a query or complaint regarding a fixed odds bet you should contact the sports Trading Sports:

38 Room in the first instance. In the event that the Sports Trading Room Manager and ultimately Spreadex s Compliance Officer are unable to resolve the matter, all fixed odds disputes shall be determined by the Independent Betting Adjudication Service (IBAS) whose ruling shall be binding. If, notwithstanding the above, you decide to issue Court proceedings, we reserve the right to apply to stay those proceedings pending determination by the IBAS. If you fail or refuse to follow the ruling of IBAS, you will reimburse all resulting expenses (including our management time and court fees) incurred by us. 29. Miscellaneous (1) We have the right at our absolute discretion to refuse to accept part or all of any bet. (2) We reserve the right to close or suspend your account at any time. (3) All binary bets will be deemed to be Spread Betting as opposed to fixed odds betting. (4) If a selection in a single fixed odd bet is made void the stake will be returned. Void selections in multiple/ accumulator fixed odd bets will be treated as non-runners, and the stake will run onto the remaining selections in the fixed odd bet. (5) Our rights and remedies under this Agreement are cumulative, and our exercise or waiver of any right or remedy will not preclude or inhibit the exercise of any additional right or remedy. Our failure to enforce or exercise any right under this Agreement will not amount to a waiver or bar to enforcement of that right. (6) We may assign the benefit and burden of this Agreement to a third party, in whole or in part, provided that any assignee agrees to abide by the Rules of this Agreement and subject to the approval of the FSA. Such assignment will come into effect 10 business days following the day you are deemed to have received notice of the assignment in accordance with Rule 13(11). You agree that you will not assign the benefit and burden of this Agreement, whether in whole or in part, to any third party without our prior written consent. (7) You acknowledge and agree that the copyrights, trade marks, database and other property or rights in any information distributed to or received by you from us (including, but not limited to, our prices), together with the contents of our websites, brochures and other material connected with both our Spread Betting and fixed odds betting service and in any database that contains or constitutes such information, will remain our sole and exclusive property or any third party identified as being the owner of such rights. (8) You agree that you will not permit or facilitate, and will take steps to prevent, any sale, dissemination, re-distribution or re-publication of the information referred to in Rule 29(5) to any third party. (9) If any Rule of this Agreement (or any part of any Rule) is held by a Court of competent jurisdiction to be unenforceable for any reason then such Rule will, to that extent, be deemed severable and not form part of this Agreement, but the enforceability of the remainder of this Agreement will not be affected. (10) You will be responsible at all times for the payment of all taxes due and for providing any relevant tax authority with any information relating to your dealings with us. You agree that if we provide you with any information or express any opinion in relation to the tax treatment of your dealings with us it will not be reasonable for you to rely upon any such statement and it will not constitute tax advice Financials:

39 (11) In the event that you are granted access to our mobile dealing platform, then all use of such services will be subject both to this Agreement and to supplemental mobile dealing terms posted on our website and amended from time to time. 30. In Running Bets (1) You should be aware that certain 'live' feeds, be they on tv, radio or the internet are subject to delays and as such you may be watching an event slightly behind or slightly ahead of other users. A 'delay' is placed on all betting in running, the length of which varies depending on the sport. Any live scores displayed on our website during a bet in running event are for guidance purposes only. (2) We may accept bets in running providing the following criteria are met:- a) the actual-time television pictures remain consistently available to us. b) an event critical to the relevant market is not in our opinion on the point of happening or actually in progress. (3) Our financial prices are quoted on the basis that we have sufficient information and access to live trading prices. We reserve the right to suspend trading on any financial market if such information is suspended or not available for any reason. (4) Long-term markets may not be quoted when a live event may influence the quoting of those markets. We reserve the right to decide at our absolute discretion when to quote a market and when to suspend it. A client wishing to bet in running should establish before trading how/ whether we expect to update our quotes. 31. Account Information We shall endeavour to keep any information relating to you and your account confidential unless we are advised by our legal advisers that it is properly disclosable by law or to any regulator of our business - in which case we reserve the right to disclose such details as may be relevant to such third parties as we may be advised. We shall not be liable for any direct or indirect losses caused by your account information getting into the public domain. 32. Factual Information You acknowledge and agree that we may send you factual information regarding prices and that it is not deemed "promotional material", and therefore everyone may be sent such information irrespective of whether they have chosen to receive it. We will endeavour, but do not guarantee, to comply with any requests not to receive such factual information. 33. Cheques In the event that you give us a cheque that is payable at a later date, you acknowledge and agree that we may treat that cheque as security for any margin call and/ or realised losses that arise on your account after the date of your cheque. We shall duly apply your cheque against any such margin call and/ or realised losses, whether or not your cheque is sufficient to cover the full margin call and/ Sports:

40 or total realised losses, and any surplus balance will be on your trading ledger. If your cheque is insufficient to cover the full margin call and/ or total realised losses you will remain liable to pay the balance of the margin call/ realised losses outstanding. 34. Incorrect Prices Spread Betting (1) We reserve the right, exercisable at our discretion, to void any bet whether placed over the telephone or via our trading platform involving or deriving from an error. If we quote an incorrect price to you and you open a bet on the basis of that quote the following provisions will apply: (2) A price quoted by us to you will be incorrect if it is different from the price that we would normally have quoted to you at the time when you request it, having regard to (i) the nature and size of the bet; (ii) our pricing policy in operation at the time; (iii) the state of any underlying market and (iv) frequency with which bets are placed. (3) If at the time that you place your bet with us on the basis of the incorrect price you know or suspect that the price is incorrect, we will be entitled to declare void any bet based on the incorrect price. For these purposes you will be deemed to have known, at the time when you entered into the bet that we are seeking to void, (i) the true price in the underlying market relevant to the bet and (ii) any other information relevant to the price that was in the public domain at the time when you opened the bet, including all the details relevant to the calculation of our spread on the basis of the underlying market. In determining your state of knowledge we may also have regard to the number and frequency of the bets you have placed at the incorrect price. (4) Prices quoted on a "so far" basis are assumed to be correct and it is your responsibility to know what has occurred historically. Fixed Odds Betting (5) We make every effort to ensure that we do not make errors in accepting bets. However, if as a result of human error or system problems a fixed odds bet is accepted at a price (which includes the odds, handicap provisions, and other terms and conditions or details of the fixed odds bet) that is: (i) materially different from those available in the general market at the time the fixed odds bet was made; or (ii) clearly incorrect given the chance of the event occurring at the time the fixed odds bet was made; Then we will pay winnings at the correct price. To establish the correct price we will consider prices available in the general market at the time the bet was made. Examples of circumstances where this would apply are: (i) the price is recorded as when the price on offer in the general market is 10-1; or (ii) the margins for handicap betting have been reversed. (6) If we accept in error a fixed odds bet on an event or outcome for which no Spreadex prices are available the bet will be void and your stake returned Financials:

41 35. Manifest Error (1) We reserve the right to, without your consent, either void from the outset or amend the rules of any bet containing or based upon a manifest error. If, in our discretion, we choose to amend the rules of the manifestly erroneous bet, the amended level will be such level as we reasonably believe would have been fair at the time the bet was entered into. (2) A ''manifest error'' is an error made by Spreadex that we believe to be obvious or palpable. In deciding whether an error is a manifest error we may take into account any relevant information including, without limitation, the state of the underlying market at the time of the error or any mistake in, or lack of clarity of, any information source or pronouncement upon which we base our quoted prices. Any financial commitment that you have entered into or refrained from entering into in reliance on a bet with us will not be taken into account in deciding whether or not there has been a manifest error. Any results or scores displayed on the website are for guidance purposes only. (3) In the absence of wilful default or fraud by us we will not be liable to you for any loss, cost, claim, demand or expense following a Manifest Error. In the event that a Manifest Error is made by any information source, commentator or official upon whom we reasonably rely we will not, in the absence of wilful default or fraud by us, be liable to you for any loss, cost, claim, or demand. (4) Where fixed odds bets are inadvertently taken after the start of an event, bets will stand if nothing has happened which would significantly alter the chances of the selection winning or losing. For example, we would allow a football bet to stand (win or lose) if there had been no goal or sending off in the game and if only a small part of the game had elapsed. Equally, we would allow a horse bet to stand (win or lose) if only a small part of the race had elapsed and if no a significant event had occurred, such as a horse falling or refusing to race. All bets placed after the result of an event is known will be voided win or lose. (5) Where Spread Bets are placed after the start of an event we have the right, although not the obligation, to void the Spread Bet. (6) Spreadex has the right to recover from you any amount overpaid and has your authority to adjust your account to reflect the true outcome and rectify the mistake. 36. No Bets to be placed by Telephone Message Under no circumstances will we accept any bet from you simply by virtue of your having left a message on our automated telephone message taking service. You should not assume that you have opened or that we have accepted such a bet unless and until we have contacted you subsequently during open office hours and specifically confirmed it in the manner of any other bet placed over the telephone. 37. Death of Client On receipt of a certified copy of a death certificate, a deceased client's account will be closed with a cheque being issued for any credit balance (payable to the deceased estate's executors) or a claim being made on the estate for payment of any debit balance. All open positions will be closed at our prevailing price at the time of receipt of a certified copy of the death certificate. Sports:

42 38. Amendment and Termination (1) The version of this Agreement posted on our website is the version in force at any given time. Before you place a bet with us you should familiarise yourself with the version of the Agreement on the website. If you do not have access to the website then you should contact our Customer Service Department and request a paper copy which will be provided. This Agreement may be amended by us from time to time. We shall give you notice of any such amendments by posting an advance copy of the amended Agreement on our website at least 10 business days before it becomes operative, unless it is impractical to do so. This Agreement will come into effect on the date we open your account, and, for any new versions thereafter, on the date we notify you. Any such new version will supersede any previous agreement between us on the same subject matter and govern any bet entered into or outstanding at the date the new version comes into effect. For your own protection you should enquire before trading whether there have been any recent changes to this Agreement that are relevant to your bet. (2) Amendments to the SFOBR, SSBR, FSBH and Market Information sheets, which may include amendments to trading hours; spreads; maximum and minimum stake sizes; and NTR, may be made by us at our sole discretion without giving you notice. Any such amendments will be operative immediately and will apply to all bets and trading instructions on your account at that time. Amendments to spreads; maximum and minimum stake sizes; and NTR will only normally be made in response to conditions in the underlying markets upon which our prices are based. The version of the SFOBR, SSBR, FSBH and Market Information sheets posted on our website are the versions in force at any given time; copies of the SFOBR will be issued to all clients as soon as possible. (3) Changes in spreads can be ascertained at any time by asking us over the telephone and by opening or closing a bet you agree to be bound by whatever the prevailing requirements are at the time. If you are unsure of these you should ask us by telephone and you will be informed. Changes in NTR will be advised via our website. If you are unsure you should ask us by telephone and you will be informed. (4) We and you are each entitled to terminate this Agreement at any time by giving the other written notice, which shall take effect immediately, unless otherwise specified in the notice. The termination of this Agreement will not affect any outstanding liabilities or legal rights or obligations which may have arisen whilst the Agreement was in place. 39. Adjustments and Takeovers (1) If any financial Index becomes subject to possible adjustment as a result of any of the events set out in Rule 39(2) below (a ''corporate event'') affecting a related financial instrument, we will determine the appropriate adjustment, if any, to be made to the size and/ or value and/ or number of the related Spread Bet(s) (and/ or to the level of any order) to account for the diluting or concentrating effect necessary to preserve the economic equivalent of the rights and obligations of the parties in relation to that Spread Bet immediately prior to that corporate event, to be effective from the date determined by us. (2) The events to which Rule 39(1) refers are the declaration by the issuer of a financial instrument (or, if the financial instrument is itself a derivative, the issuer of the security underlying that instrument) of the rules of any of the following: (a) a subdivision, consolidation or reclassification of shares, a share buy-back or cancellation, or 42 Financials:

43 a free distribution of shares to existing shareholders by way of a bonus, capitalisation or similar issue; (b) a distribution to existing holders of the underlying shares of additional shares, other share capital or securities granting the right to payment of dividends and/ or proceeds of liquidation of the issuer equally proportionately with such payments to holders of the underlying shares, or securities, rights or warrants granting the right to a distribution of shares or to purchase, subscribe or receive shares, in any case for payment (in cash or otherwise) at less than the prevailing market price per share as determined by us; (c) any other event in respect of the shares analogous to any of the above events or otherwise having a diluting or concentrating effect on the market value of the shares; or (d) any event analogous to any of the foregoing events or otherwise having a diluting or concentrating effect on the market value of any financial instrument not based on shares. (3) Any adjustment to the size and/ or value and/ or number of any Spread Bet(s) (and/ or to the level of an order) will be determined reasonably and will be conclusive and binding upon you. We will inform you of any adjustment or amendment under this Rule as soon as reasonably practicable. (4) If at any time a take-over offer is made in respect of a company, then at any time prior to the closing date of such offer we may give notice to you of our intention to close a Spread Bet in respect of that company s securities. The date of such notice will be the closing date and the closing level will be such price as we notify to you. References to ''offer'', ''take-over'' and ''closing date'' in this Rule have the meaning given to them in the City Code on Take-overs and Mergers, as amended from time to time. These expressions will, to the extent necessary, be applied by us (using our reasonable discretion) to analogous events on any non-uk stock exchange. (5) In the event that there is declared or paid in respect of any financial instrument a special dividend or a dividend that is unusually large or payable by reference to an ex-dividend date that is unusually early or late (in each case, having regard to dividend payments in previous years in respect of that same financial instrument), we may make an appropriate adjustment (including a retrospective adjustment) to the opening level and/ or the stake of a Spread Bet that relates to that financial instrument. 40. Suspension and Insolvency (1) If at any time trading is suspended in any financial instrument that forms the subject of a Spread Bet then the value of the Spread Bet unless re-valued by us as set out in this Rule 40, for the purposes of margining and otherwise, will be the mid-price quoted by us at the time of suspension. (2) Irrespective of any orders given by you, a Spread Bet on a suspended financial instrument will remain open until such time as the Expiry Date passes, at which point you can choose to either: (a) close the Spread Bet at a closing level determined by us, such Expiry to be based on our reasonable assessment of the market value of the financial instrument following suspension, which, for the avoidance of doubt, may differ materially from the suspension price; or (b) roll the Spread Bet forward until the first Expiry Date following the lifting of the suspension. When we roll a Spread Bet under this clause, the price at which we open your new Spread Bet may be different to the price at which your original Spread Bet is closed. Sports:

44 You must inform us of your election as to option (a) or (b) above not less than 3 days prior to the relevant Expiry Date. If you do not inform us of your election within the required time, or if you do not make any election at all, we will treat you as having elected option (b). (3) Notwithstanding the above and notwithstanding any election you make to roll your Spread Bet under 2(b) above, if a company, whose securities represent all or part of the subject-matter of a Spread Bet, goes into insolvency, is otherwise dissolved or is de-listed by the underlying market by reason of the length of its suspension, the day on which the company goes into insolvency, is otherwise dissolved or de-listed will be the Expiry Date of that Spread Bet. The closing level will be the value of any distribution a holder of a security of the same type as the security underlying the spread bet would receive (if known) or our reasonable assessment of the then market value of the financial instrument. (4) We reserve the right at all times during the term of a Spread Bet where the underlying financial instrument is suspended to revalue such Spread Bet at such price and/ or to change the NTR rate, in both cases as we shall determine to be reasonable in the circumstances and to require payment of NTR and/ or margin accordingly. If the Spread Bet remains open until such time as the suspension is terminated, which, for the avoidance of doubt, can occur without warning or notice to us, any orders that you may have given us with respect to that Spread Bet will be executed as soon as is reasonable in the circumstances. We cannot guarantee that an order will be executed at the first available underlying market price. 41. Privacy (1) You acknowledge that by opening an account with us and placing bets you will be providing us with personal information within the meaning of the Data Protection Act You consent to us processing all such information for the purposes of performing the contract and administering the relationship between us. You consent and authorise us to disclose such information and details of your trading history to any person we reasonably determine to be seeking a credit reference in good faith (which includes but is not limited to, other FSA regulated firms and Credit Reference Agencies), to Associated Companies, to the FSA and other regulatory authorities upon their reasonable request, and to introducing brokers with whom we have a mutual relationship, any of whom may be within or outside the European Economic Area. (2) You authorise us, or our agents acting on our behalf, to carry out such electronic or other credit and identity checks as we may deem necessary or desirable, including requesting a reference from your bank from time to time and you agree to assist us, where necessary, in obtaining such a reference. You acknowledge and agree that this may result in your personal information being sent to our agents, who may be within or outside the European Economic Area. You agree that we will be permitted, if so required, to furnish relevant information concerning you or your account to any person that we accept as seeking a reference or credit reference in good faith. 42. Credit Information (1) Where you owe money to us or may owe money to us, we may give details of your account and how you manage it to credit reference agencies. If you owe money to us and do not pay in full and on time, we may tell credit reference agencies who will record the outstanding debt. You have the right of access to your personal records held by credit and fraud agencies. We will supply their names and addresses upon request to us Financials:

45 (2) We may make periodic searches of Group records, credit reference and fraud prevention agencies to manage your account with us, to take decisions regarding credit, including whether to make credit available or to continue or extend existing credit. The search will not be seen or used by lenders to assess your ability to obtain credit. (3) In signing the Application Form you are agreeing that we may undertake a search of the Index of Proprietors Names at the Land Registry. 43. Telephone Betting We will only accept telephone bets on our nominated trading telephone lines. By signing the Application Form you agree to the recording of all conversations with us. We may use these for training purposes and/ or as evidence in the event of any dispute between us. 44. Currency (1) We will accept payments in sterling, Euro, US dollars, as long as any cheques are drawn on a branch of a Bank based in the UK. (2) Accounts may be designated at the account opening stage to be operated in sterling, euros or US dollars, in which case all components of an account will operate in the same designated currency, eg: waived NTR facilities, credit limits, fixed odds ledgers, deposit and trading ledgers, open positions, NTR and available balances. (3) Payments to an account will be converted to the designated currency of that account (eg: sterling, euros or US dollars) at the prevailing Barclay s Bank exchange rate. 45. Roll-Overs on Financial Markets (1) Your roll preferences should be set prior to placing your first Spread Bet, whether online or via the telephone. They may subsequently be changed, again either online or via the telephone, You signify whether you wish to roll daily Spread Bets, futures or both; and which specific instrument type (eg: indices, shares, etc.) you wish to roll. If you do not wish to roll any Spread Bets then you simply say so via the telephone, or, leave all options unselected on the Trading Preference page online. This will mean that any Spread Bets you have placed will close on the contract s expiry date as shown on the Market Information sheets, unless other Rules in this Customer Agreement become applicable during the term of the Spread Bet. (2) The default position is that no Spread Bets will be set to roll, and consequently it is important that you register your instructions either via the telephone or online. (3) It is your responsibility to ensure that there are always sufficient available funds on your account to facilitate the rolling of any Spread Bets designated to do so, as otherwise the Spread Bets may be closed without prior notification. (4) In the event that the rolling of a Spread Bet results in a deficit available balance, the provisions in this Customer Agreement concerning margin calls and payment of margin will apply (Rule 21). (5) All Spread Bets on daily markets which are rolled over to the following trading day are; (i) notionally opened and closed at the same level on expiry of the relevant market, until you signify Sports:

46 otherwise and/ or there are insufficient available funds on your account which may result in the closure of your Spread Bet(s). (ii) subject to a roll charge; which varies depending on the market instrument of each trade and is a fixed proportion of either your stake or the total value of your Spread Bet (stake multiplied by latest market price). Full details of all roll charge calculations can be seen in the Market Information sheet on our website. This sum is debited from your account at the close of each trading day. (iii) All Spread Bets are processed on a first in first out basis (ie: date order), irrespective of whether a buy or sell Spread Bet, and as soon as there are insufficient funds available on your account to cover a roll charge there may be no further daily rolling Spread Bets rolled, instead all remaining Spread Bets with rolling status may expire as at the end of the trading day. (6) Spread Bets on future markets which are rolled over to the following contract period are: (i) closed at the prevailing quote for the market and any winnings or losses realised and a new Spread Bet opened for the new contract period at our then prevailing quote for that contract period; (ii) until you signify you no longer wish the Spread Bet to roll over and/ or there are insufficient available funds on your account which may result in the closure of your Spread Bet(s). 46. Shorting (1) Borrowing Charges. When shorting a stock, you may incur a borrowing charge. You will only incur a borrowing charge if we too incur such a charge when we open a hedging trade in respect of the same share in the underlying market; and we will pass the charge on to you with no mark up. The borrowing charge may not be known in advance, as our brokers do not necessarily inform us in advance, but simply levy a charge the following day. To determine whether a borrowing charge applies, call our traders in advance of Spread Betting and we will endeavour to find out from our brokers. The borrowing charge (if applicable) will be accounted for and levied to your account. The borrowing charge, and the ability to go short, can be changed at short notice. (2) Stock Call Back. When our shorts hedge is forcibly closed by our brokers, your corresponding open Spread Bet will be closed at the level at which we are able to do so at that point in time. 47. Classification (1) We will classify you as a Retail Client, Professional Client or Eligible Counterparty. (2) The greatest degree of protection is afforded to Retail Clients. (3) You will be notified of your categorisation when you open an account. (4) We may re-classify you, and it is possible for you to request re-classification. Either way we would require your written consent, or we will enter into a new written agreement with you. (5) If you have been categorised as a Professional Client or an Eligible Counterparty you are entitled to request us to re-categorise you as a client that benefits from a higher degree of protection. However, it is your responsibility to ask for this. (6) You may request a different client classification from the one we have allocated to you, but please 46 Financials:

47 be aware that we may decline such a request. If you do request a categorisation and we agree to such a request, you may lose the protection afforded by certain FSA rules. (7) When considering your application, classifying and dealing with you, we rely on information that you provide. If there is any material change in that information it is your responsibility to advise us in writing, eg: change in address, residence, contact details, employment, financial situation etc. (8) In particular, if you are a Professional Client you are responsible for keeping us informed about any change that could affect your current categorisation. 48. Conflicts of Interest We have a policy on Conflicts of Interest which sets out information regarding measures we have in place to manage our conflicts, where these may affect the impartiality of our service. A summary of this policy is available on our website. 49. Glossary of Terms Available Balance from a financial perspective The total of all money deposited, taking into account the balance of winnings/ losses from closed bets, plus the balance of winnings/ losses on open Spread Bets, plus any credit limit less NTR after taking into consideration any waived NTR facility, excluding any balance on fixed odds ledger. Available Balance from a sport perspective The total of all money deposited, taking into account the balance of winnings/ losses from closed bets, plus the balance of winnings/ losses on open Spread Bets, plus any credit limit and credit rating allowance minus sports risk, excluding any balance on fixed odds ledger. Bet Unless specifically stated otherwise, any reference to a Bet shall refer to both a Spread Bet and a Fixed Odds Bet. Daily Roll Charge The roll charge on a daily rolling buy/ sell Spread Bet will vary depending on the market instrument of each Spread Bet and will be a fixed proportion of either the client s stake or the total value of their Spread Bet (stake multiplied by latest market price). Full details of all roll charge calculations can be seen in the Market Information sheet on the website. This sum is debited from your trading ledger at the close of each trading day, and notified to you by way of an . Fill Instructions When a client's instructions have been actioned, and an order successfully transacted/ completed. Fixed Odds Bet A bet solely on fixed odds terms as defined by section 9 of the Gambling Act Force Majeure In our reasonable opinion an emergency or an exceptional market condition, including but not limited to, the following: Any act, omission event or circumstance beyond our control such as strike, riot, terrorist attack, civil unrest, war, evacuation of premises, or failure of supply communications or other Sports:

48 infrastructure which in our reasonable opinion prevents us from maintaining an orderly market in any one or more of our betting markets. The suspension, closure or abandonment of any underlying market or event, with the result that we are in our reasonable opinion unable to maintain an orderly market in one or more of our betting markets. The imposition of betting limits or special or unusual rules in the underlying markets upon which our markets are based with the result that we are in our reasonable opinion unable to maintain an orderly market in any one or more of our betting markets. The occurrence of excessive movement or loss of liquidity in the underlying markets upon which our betting markets are based, such that in our reasonable opinion we are unable to maintain an orderly market in any one or more of our betting markets. The occurrence of any technical or mechanical failure, or power failure, or any failure the result of which is that our computing equipment does not function fully, or any other failure whatsoever, so long as the result of the failure in question is that we in our reasonable opinion in all of the circumstances prevailing at the time believe that it would be commercially imprudent for us to allow normal trading to continue. We reasonably believe that any one or more of the circumstances set out above is or are about to occur. FSBH Spreadex s Financial Spread Betting Handbook, as amended from time to time. Gapping Through This is when the quote for a market moves through the price at which a market order should be filled, without the order having been filled at the level of the order. This may and frequently does happen when the underlying market upon which the quote is based moves quickly; it can also happen overnight. Liquid/ Illiquid A liquid market has a sufficient volume of two-way business for trade to occur without moving prices unduly and will normally exhibit narrow bid-offer spreads. In an illiquid market, a small amount of business often moves prices a disproportionate amount and bid and offer prices can be far apart. Long A position taken in anticipation of a rising market. To go long means to buy. Management Time In-house Solicitors time will be charged at a competitive hourly rate based on both experience and our locality. Directors time will be charged at a reasonable hourly rate not exceeding 300 per hour ex VAT. Managers time will be charged at a reasonable hourly rate not exceeding of 150 per hour ex VAT. Other staff time will be charged at a reasonable hourly rate not exceeding 75 per hour ex VAT. Margin Also known as 'variable margin' - the amount required from a client, in addition to NTR, to cover losses if a price moves adversely Financials:

49 NMS Normal market size is a value of stake that represents the level at which we are normally able to transact at our quoted prices, and Spread Bets both above and below this level may well have to be transacted at a different price. Roll over The procedure whereby a Spread Bet approaching expiry is closed and a similar position is opened in the next period, thereby prolonging the exposure to a particular market. RWN Spreadex s Risk Warning Notice, as amended from time to time. SFOBR Spreadex s Sports Fixed Odds Betting Rule Book, as amended from time to time Short A position taken in anticipation of a falling market. To go short means to sell. Spread The difference between the buying and selling price for a particular product. Spread Bet A contract for difference as defined by section 412 of the Financial Services and Markets Act SSBR Spreadex s Sports Spread Betting Rulebook, as amended from time to time. Trade Confirmation Id A 6 digit alpha numeric code unique to each online Spread Bet, which is shown on screen and printable, together with various confirmatory details of the Spread Bet, immediately after the Spread Bet has been accepted. It is required in order for Spreadex to investigate any online trading queries. Trading Restriction Event Any event that materially restricts trading in the underlying shares/ indices/ currencies/ sport upon which our prices are based to include, but not limited to, the suspension of a share and the imposition or any limits or special conditions, whatever the reason behind the suspension/ limitations/ special conditions/ abandonment. Unencumbered Funds Funds which are held which are in excess of the sum of any deficit on the trading ledger, taking into account the balance of winnings/ losses from closed bets, plus any deficit on winnings/losses on open Spread Bets plus NTR, (excluding both any credit limit and/ or waived NTR facilities). Waived NTR An amount of NTR that we are prepared to forego. 10th May Sports:

50 SPREADEX LIMITED RISK WARNING NOTICE Spreadex Limited is authorised and regulated by the Financial Services Authority, hereafter known as FSA. This notice is provided to you, as a retail client, in compliance with the rules of the FSA, as you are proposing to undertake dealings in financial instruments in the form of Spread Bets with a firm which is carrying on investment business as a financial bookmaker. Retail clients are afforded greater protections under these rules than other clients are and you should ensure that your firm tells you what this will mean to you. This notice cannot disclose or explain all the risks and other significant aspects involved in dealing in such Spread Betting products. You should not deal in these products unless you understand their nature and the extent of your exposure to risk. Spread Betting carries a high risk to your capital. These transactions differ markedly from the more common form of fixed odds betting, where your potential losses are pre-determined in advance, you should not engage in this form of betting unless you understand the nature of the transaction you are entering into and the true extent of your exposure to the risk of loss. The amount that you may win or lose will vary according to the extent of the fluctuations in the price of the underlying markets on which the bet is based. You should also be satisfied that the product is suitable for you in the light of your circumstances and financial position, as well as your investment objectives. This product is unsuitable for many members of the public, and in deciding whether to participate in this form of betting you should be aware of the following points:- 1. The high degree of gearing or leverage (these terms refer to the fact that Spread Betting allows you to buy (or sell) a financial product with substantially less money than the actual full market value of that financial product), is a particular feature of this type of transaction. This stems from the initial financial requirements applicable to such bets which generally involve a comparatively modest deposit or margin in terms of the overall market value of the bet involved, so that a relatively small movement in the underlying market can have a disproportionately dramatic effect on your bet. If the underlying market movement is in your favour, you may achieve a good profit, but an equally small adverse market movement can not only quickly result in the loss of your entire deposit, but may also expose you to a large additional loss over and above your initial deposit. If you deal on a credit basis, which may amongst other payments cover the initial margin requirements, the extent of your agreed credit facility does not limit your loss or financial liability and you can be subject to margin calls for an amount in excess of your facility. As a consequence the amount of capital which you are prepared to place at risk should be sufficient to cover your credit limit and the possibility of subsequent margin calls which will only be made once your credit limit has been exceeded. 2. You may be called upon to deposit substantial additional margin, at short notice, to maintain your bet. If you do not provide such additional funds within the time required, your bet may be closed at a loss and you will be liable for any resulting deficit. 3. Such transactions will not be undertaken on a recognised or designated investment exchange and, accordingly, they may expose you to greater risks than exchange transactions. The betting structure and betting rules will be established solely by Spreadex pursuant with FSA Conduct of Business rules. For example, if you wish to close the bet earlier than the time at which it would otherwise automatically expire you will have to close it at Spreadex's quotation which may reflect the premium or discount of 50 Financials:

51 the 'underlying market' (this quote is always based upon the prices received from the various financial exchanges around the world). When the underlying market is closed Spreadex s quotation can be influenced by the weight of other clients buying or selling with them. You will have to close any bet with the same bookmaker with whom it was originally entered into. 4. Where entering into such transactions, Spreadex must do so under a Customer Agreement pursuant to the FSA Conduct of Business rules, unless exempted from doing so. You should satisfy yourself that dealing is conducted throughout in strict conformity with that Customer Agreement and report to the FSA if you have reason to believe it is not. 5. Prior to placing any bets, you should review on the Spreadex website details of all transaction or other charges for which you will be liable. 6. As a result of section 412 of the Financial Services and Markets Act 2000, the bets in this case are enforceable and Spreadex may be sued by you (if you win) and may sue you (if you lose). 7. A guaranteed stop on a bet limits the extent of your liability for loss in the transaction to an amount agreed by you prior to entering into such transaction, but you may sustain such loss in a relatively short time. You should take particular note of this aspect as specified in the terms and conditions of Spreadex. In particular, you should check whether the limited liability is only guaranteed during normal business hours. You are likely to incur additional costs in this type of transaction and you should obtain from Spreadex an explanation of these, if they are applicable. Such additional costs may take the form of a specific additional charge, or could be a 'hidden cost' because the prices or spread on which these bets are based differ from those applicable to other bets which do not have limited liability. 8. Spreadex is prohibited under FSA requirements from providing you with investment advice relating to investments or possible transactions in investments or from making investment recommendations of any kind. This prohibition is subject to an exception where advice given amounts to the giving of factual market information or information, in relation to a transaction about which you have enquired, as to transaction procedures, potential risks involved and how those risks may be minimised. 9. Spreadex is required to hold your money in segregated trust accounts in accordance with the regulations of the FSA, but this may not afford complete protection. This provision shall not apply in circumstances where, under the FSA rules, Spreadex is not required to hold your money in segregated trust accounts. 10. If you deposit collateral as security with Spreadex you should ascertain from them how your collateral will be dealt with. 11. If you have reason to believe that Spreadex is not acting in accordance with representations that it has made to you, the terms of your Customer Agreement or the rules of the FSA, you should report it to the Financial Ombudsman Service, South Quay Plaza, 183 Marsh Wall, London E14 9SR. Tel: th May Sports:

52 Spreadex Ltd, The Ziggurat, Grosvenor Road, St Albans, Hertfordshire, AL1 3AW Customer Services: Financial Traders: (from abroad: +44 (0) ) Sports Traders: (from abroad: +44 (0) ) May 2010 Spreadex is authorised and regulated by the Financial Services Authority. Spread betting carries a high level of risk to your capital and can result in losses larger than your initial deposit/stake. It may not be suitable for everyone so please ensure you fully understand the risks involved.