Terms & Conditions

GENERAL DISCLAIMER

This Online Trading Application Form (this “Supplement”) is considered part of the Brokerage Account Application, entered into between you (the “Client”) and Securities and Investment Company BSC (c) (“SICO”). The Client acknowledges and agrees that the Client must sign this Supplement prior to accessing SICO’s online services, via computer systems, mobile phones or any other electronic devices, through SICO’s website.

By signing this Supplement the Client acknowledges that the Client has read, understood and accepted all its terms and conditions, including the Online Trading Risks Statement set out below. The Client agrees to utilize the online or e-trading service for direct market access provided by SICO via the internet, subject to and in accordance with the terms of this Supplement. The service provided by SICO will include electronic access to the Client’s account information, price quotations, securities market data and information, research and other information through SICO’s website, and an execution mechanism by which the Client will be able to purchase or sell shares listed on the securities markets of the countries in which SICO operates and provides online access (the “Markets”).

SICO may change or eliminate information or services at any time without notice.

INFORMATION

Any information provided to the Client by means of electronic access is SICO’s property, or the property of others who allow SICO to distribute it to the Client, and such information is made available to the Client only for personal and non-commercial use. The Client may download such information and print out one hard copy, provided that all copyright or other notices shall not be removed. The Client may not share, modify or commercially utilize any such information without SICO’s prior written consent, and the Client shall not use such information for any unlawful purpose. The Client will immediately and fully comply with any request from SICO to preserve SICO’s, or its providers’, rights in the information.

Any reference, which may appear in an online publication available on SICO’s online platform, to the potential risks pertaining to a particular product or service may not be a comprehensive disclosure or a full description of all risks pertaining to such product or service, and SICO strongly encourages any recipient of online information that is considering trading in its products and services to employ and continuously consult and obtain independent expert advice.

“Online Trading Platform” shall mean any online trading platform made available by SICO to the Client under the terms and conditions specified in this Supplement. If there is any conflict between the terms and conditions specified in this Supplement and any applicable Market rules (even if not specified), the applicable Market rules shall prevail.

GENERAL ONLINE TRADING CONDITIONS

• By signing this Supplement, the Client expressly acknowledges its unconditional approval and acceptance of the terms and conditions set forth in this Supplement in relation to utilizing SICO’s online trading platform that facilitates Direct Market Access (“DMA”), and all ancillary services provided in furtherance thereof. By accepting, accessing, installing and/or using the online platform made available by SICO (the “Online Platform”) and the DMA services, the Client shall be deemed to be reconfirming its agreement to the terms and conditions of this Supplement. In addition to this Supplement, the Client may be asked to execute an electronic form before being permitted to access or use certain features or functionality of the Online Platform and/or the DMA services. In the case of supplemental agreements presented to the Client online, the Client authorizes SICO to rely upon “clicks” in designated locations that are attributable to the Client’s password as the Client’s consent to the terms of such supplemental agreements.
• SICO will provide the Client with adequate credentials required to sign-up, login and operate the Online Platform. The Client shall be solely responsible for safeguarding the security access (including, but not limited to, the user name and password) for the Online Platform and/or the DMA services. As a result, the Client shall be solely liable for any unauthorized access or usage of the Client’s account, and for any and all trades and transactions made using the Client’s account on the Online Platform and/or the DMA services.
• The Client shall take all reasonable and necessary precautions when using a public internet service or public device when accessing the Online Platform. SICO shall have no liability of any kind in the event that the Client uses such public service or device.
• The Client represents and warrants on an ongoing basis that the Client:
  • has full power, competence and authority to accept the general terms and conditions of this Supplement, and to undertake the online transactions contemplated herein;
  • is not and will not be in breach of any applicable law or contract of the Client, in the performance of the general terms and conditions of this Supplement and the transactions contemplated herein;
  • will purchase and sell securities via the Online Platform for the Client’s own account and not on behalf of or for the account of any third party;
  • is fully aware of, and understands the rules and regulations of the Markets that pertain to the Online Platform and the Client shall abide by such rules and regulations; and
  • is solely responsible for the computer and/or other devices and equipment the Client requires to access and use the Online Platform and/or the DMA services and for all third party fees and charges incurred by the Client in relation to such access and use, and the Client is also solely responsible for ensuring and maintaining at all times an appropriate level of security in relation to such computer and/or devices and equipment.
• The Client hereby authorizes SICO to act on the Client’s behalf in accordance with the instructions issued by the Client through the Online Platform.
• All fees, charges and expenses for the Online Platform and/or the DMA services shall be those stated in the Brokerage Account Application, and SICO reserves the right to amend such fees from time to time at its sole discretion without prior notification to the Client.
• • SICO shall not be liable for any losses, damages or expenses of any nature incurred by the Client or any third party as a result of invalid, inaccurate, or untimely financial or other information contained in or accessed by the Online Platform.
• • SICO shall not be liable for any losses, damages or expenses of any nature incurred by the Client or any third party as a result of any breach by the Client of the terms and conditions of this Supplement.
• • The Client hereby undertakes not to tamper with, copy, modify, reverse engineer, inappropriately access, or improperly use any software, programs, systems, technology, websites, documents, or any other items supplied by SICO. Any breach of this provision shall subject the Client to damages and possible criminal charges.
• • The terms and conditions of this Supplement shall be subject to the terms and conditions of the Brokerage Account Application with SICO, and any related agreement(s) that the Client may sign with SICO in the future. In the event that the terms and conditions of this Supplement conflict in any way with certain of the terms and conditions of the Brokerage Account Application, then the relevant terms and conditions of the Brokerage Account Application, as amended, shall take precedence.
• • By entering the Client’s user name and password on the Online Platform or by using any relevant identification information in relation to the DMA services, the Client is deemed to be reconfirming (a) the Client’s consent to the terms and conditions of this Supplement, and (b) the Client’s agreement to abide by such terms and conditions
• • The Client agrees that the information and data available on the Online Platform services are for guidance only, and the Client acknowledges that such information and data is not binding on SICO.
• • The Client shall only use the Market data or any part of the Online Platform and the DMA services in a manner which does not breach this Supplement or any applicable exchange’s market data distribution agreements regulations, and the Client will not use the Online Platform and the DMA services or the Market data for any illegal purpose or otherwise than in compliance with the applicable laws in the jurisdictions in which SICO and the Client operates.

WAIVER OF LIABILITY

• • The Client shall indemnify and hold harmless SICO and its officers, agents and employees from and against all claims, costs, damages, expenses (including legal fees), liabilities and losses that SICO may suffer or incur as a result of providing the Online Platform and the DMA services pursuant to this Supplement.
• • Neither SICO nor any of its staff shall be responsible or liable for any financial or other losses, damages or expenses of the Client or any third party that may arise directly or indirectly from the Client’s access to or use of the Online Platform and the DMA services.

CLIENT ACCESS TO THE ONLINE TRADING PLATFORM

The Client is solely responsible for the devices and equipment required to access and use the Online Platform and the DMA services, and for all fees and charges incurred by the Client in relation to such access and use. The Client is also solely responsible for ensuring and maintaining at all times an appropriate level of security in relation to its devices and equipment, including, but not limited to, the use of encryption or any other appropriate safeguards in all of its communications with SICO. The Client will provide SICO with e-mail address(es), and will promptly update SICO of any changes so that SICO may communicate with the Client electronically.

To set-up access to SICO’s online services, the Client may be required to provide details online, such as the following:

(a) trading account number,
(b) the online access password provided by SICO,
(c) nationality,
(d) date of birth, and
(e) any other information that SICO requests.

Subsequent to the initial online account set-up, the Client will be able to access SICO’s online services by using its own customized username and password (the “Access Information”).

There are risks associated with using an internet-based trading system, including, but not limited to, the failure of hardware, software, and the internet connection. Because SICO does not control signal power, signal reception, the routing of data via the internet, the configuration of the Client’s equipment or the reliability of the Client’s connection, SICO shall not be responsible for communication failures, distortions, or delays that may occur when the Client is trading via the Online Platform and/or using the DMA services. SICO as a result of any such failures will not be held responsible for any monetary losses. SICO employs back-up systems and contingency plans to minimize the possibility of system failure, and trading via telephone is available.

CLIENT ONLINE SECURITY

The Client will solely be responsible for the confidentiality of its Access Information and for its use. The Client should change the password after its first log-in and periodically thereafter. SICO will bear no responsibility for any misuse or manipulation by any third party of the Client’s Access Information and/or any information provided to SICO. If the Client’s Access Information is lost or stolen or is revealed to any third party, the Client must notify SICO immediately in writing. After the Client’s online account is set- up, SICO will in no case initiate contact with the Client to request the Client’s Access Information by any mode of communication. The Client must safeguard the Access Information at all times and should in no case reveal it to any third party, and in the event that the Client provides the Access Information to any party, the Client acknowledges that such party is duly authorized to access the Client’s account and the Online Platform. The Client shall not share the Access Information with any party by phone, email or SMS. The Client acknowledges that violating this provision may lead to unauthorized transactions and/or transfers of money from the Client’s account. Any resulting losses from these actions will be the sole responsibility of the Client and SICO shall have no liability of any kind in this respect.

Should the the Client believe or suspect that the Client’s account has been breached, then the Client must immediately change the Access Information and must immediately inform SICO. SICO recommends that the Client regularly changes the Access Information.

The Client acknowledges that in the event of any breach, all transactions executed prior to the Client’s formal notification of such breach to SICO and SICO’s acknowledgement of such notification, shall be the Client’s sole responsibility, and SICO shall have no liability of any kind in this respect. Once the relevant notice has been received and acknowledged by SICO, SICO has the right to take any action it deems reasonable or necessary under the circumstances (including, but not limited to, the right to freeze or deactivate the Client’s account). Once the Client’s account has been frozen or deactivated for any reason, any reactivation of the services described in this Supplement may only be done at the discretion of SICO, subject to receiving a written request from the Client and/or other documents SICO may deem necessary.

ONLINE TRADES & ORDERS PROCESSING AND LIMITATIONS

SICO will treat any order received from the Client through the Online Platform as an order from the Client. SICO will not be responsible for any order received through the Online Platform, including without limitation, any mistake, omission, repetition or the like relating to such order.

The Client understands the risks associated with using the internet and has read and understood the Online Trading Risk Statement set out below. The Client must have sufficient cash or securities for SICO to effect any order. SICO provides no financial, consultancy or any other services regarding any trade in any stock.

Any trade in shares or other products on the Markets selected will be solely made by the Client, and the Client will in no manner rely on any information received from SICO or issued by its affiliates or business partners.

SICO may elect to review the Client’s order manually before it is executed. Such manual review may result in a delay in execution and a difference between the execution price and the displayed quote at the time the Client entered the order, and SICO shall have no liability in this respect. SICO is under no obligation to report to the Client any known or suspected errors in its order. Once the Client places an order, it may not be able to cancel or modify such order before execution. Any attempt to modify or replace entered orders may result in duplicate transactions for which the Client will be responsible.

SICO may maintain electronic records of all the orders received from the Client via the internet. All transactions will be binding on the Client immediately upon submission of any order placed on the Online Platform, but execution by SICO will be on a best endeavors basis only. No proceeds of any sale will be delivered to the Client until after the relevant settlement period. SICO reserves the right, in its sole discretion, to refuse any transaction, including, but not limited to, if the Client has insufficient funds in its account, or if in SICO’s opinion, the transaction may result in price manipulation and/or may result in any irregularity which might affect, without any limitation, the Market, prices or any other relevant factor. SICO further reserves the right, in its sole discretion, to suspend or delay the execution of an order if it or any regulatory authority blocks, delays or otherwise requests further information in relation to a particular trade or set of trades that the Client submits online.

Regardless of the fact that the Online Platform might confirm that an order is executed immediately when the Client transmits instructions via the Online Platform, it is the Settlement/Trade Confirmation forwarded by SICO or made available to the Client which solely constitutes SICO’s confirmation of execution. The mere transmission of an instruction by the Client shall not constitute a binding contract between SICO and the Client.

SICO may, in its sole discretion, add or eliminate information or services or limit the Client’s use of these services by notice posted on SICO’s website. Limitations may include, but not limited to, restrictions on the number of transactions or the types of transactions or securities or other assets that the Client may enter electronically. The Client must monitor the account to determine whether any order placed is accepted or rejected by SICO.

ONLINE TRADING HOURS

Trading hours will be determined by the relevant Market, and SICO is not obligated to process any instruction, order or transaction outside of such hours.

CONFIDENTIALITY

SICO will use commercially reasonable precautions to maintain the confidentiality of information the Client receives or provides, but SICO gives no assurance that the Online Platform and DMA services and/or any internet communication will remain confidential. The Online Platform and DMA services and/or communications between SICO and the Client may be subject to interference by unauthorized third parties. Such interference may include, without limitation, interception of messages, fraud, impersonation, and computer hacking. The Client is solely responsible to take appropriate precautions against these and other risks, and SICO will not assume any liability in this regard.

In providing the Online Platform and DMA services, SICO operates with other entities, such as markets, regulators, and counterparties, and the Client hereby authorizes SICO to transfer data to or otherwise share information, including the Client’s personal information, with all of its relevant counterparts and affiliates for reasonable business-related purposes relevant to the services that SICO provides to the Client pursuant to this Supplement.

RESTRICTION OF ONLINE COMMUNICATION

The Client will not electronically:

(a) transmit personal credit information (including credit card and bank account numbers);
(b) give notice of a change of address; or
(c) give instructions to change or confirm the Access Information.

ONLINE TRADING RISK STATEMENT

Dealings via the internet are associated with extensive risks that the Client accepts by using SICO’s Online and the DMA services.

SICO’s services may be delayed or unavailable during periods of high demand, market volatility, systems upgrades, systems failures, lack or intermittent availability of internet or other online services, maintenance, or for any other reason.

During these periods, quotations, orders, and transaction reports may be delayed and the information transmitted to the Client may not be accurate, even if it appears to be real-time information. The price at which the Client’s order is executed may be different from the quote displayed at the time the order was entered.

The Client hereby expressly acknowledges that the Client is fully aware that trading in securities may lead to significant losses as well as gains, and that there are risks of loss associated with investing in securities that arise specifically as a result of trading online. Such risks may include, but are not limited to, the following:

1. Orders may not be processed immediately because they have to follow the regulatory process imposed by the relevant Market.
2. Orders may be affected or delayed because of trading activities in the relevant Market during periods of high volatility when price changes occur frequently, or during periods of high trading volume and/or when there are many orders placed in the relevant Market.
3. Orders may not be processed or may be delayed due to technical issues that restrict or deny access to the Online Platform or DMA services, or the Online Platform or DMA services may be temporarily disconnected due to reasons beyond SICO’s control.
4. The value of the Client’s investments may rise or fall depending on market conditions and the Client may not always recoup its initial investment. If the Client is in any doubt as to the suitability of any investment, the Client should seek independent expert advice.
5. Higher risk of loss is possible if the Client does not have sufficient experience and understanding to participate in financial markets.
6. SICO will not assess whether its online services meet the Client’s investment objectives, the Client is financially able to bear the risk of any loss caused by using SICO’s online services or the Client has the necessary knowledge and experience to understand the risks involved.
7. By going online and/or visiting SICO’s website, the Client may be exposed to third party programs and systems such as computer viruses, intrusion programs, spyware, Trojan horses and other malevolent software over which SICO has no control and for which SICO disclaims all responsibility.
8. The Client’s activities may be adversely affected by acts or omissions by the Client or by third parties who with or without the Client’s knowledge or consent manipulate or affect the functioning of the computer or other electronic communications device that the Client uses to access SICO’s website and/or SICO’s online services.
9. There is the risk of any third party’s negligent or fraudulent act or omission in relation to the Access Information or other sensitive data stored on the Client’s computer, mobile phone or any other electronic communications device, including negligence in handling sensitive data by persons using the Client’s computer systems, mobile phones or such other electronic devices whether this data was stored on such computer systems, mobile phones or such other electronic devices or printed or extracted in any other way.

AMENDMENT OF TERMS

SICO may change the terms and conditions of this Supplement at any time by posting notice(s) of the relevant change(s) to SICO’s website.

Continued use of SICO’s online services after posting such notice will constitute the Client’s acceptance of the revised Agreement.

TERMINATION

This Supplement will remain in force from the time that the Client first accesses the Online Platform until terminated.

SICO has the right to terminate this Supplement and to amend, withdraw and/or disconnect the services described in this Supplement at any time and without prior notice the Client. In the event any such action is taken by SICO, the Client will be subsequently notified.

The Client will remain liable for settling any unsatisfied liabilities owed to SICO following the termination of this Supplement.

GOVERNING LAW

This Supplement shall be governed by and construed in accordance with the laws of the Kingdom of Bahrain, and SICO and the Client hereby submit to the jurisdiction of the courts of the Kingdom of Bahrain as the proper forum for any dispute hereunder.

REPRESENTATIONS & WARRANTIES

SICO provides no representations or warranties regarding the services offered pursuant to this Supplement, and the Client acknowledges, in particular, the following:

1. completeness, quality, accuracy and timeliness of information available through SICO’s website or execution of any order: price quotations may be delayed and may not reflect current prices and some trades may not be effected or be effected only following a considerable delay that may result in losses to the Client;
2. continuation of the service: SICO is free to discontinue any part of this service upon notice posted on SICO’s website and if at any time the Client is unable to access information through SICO’s website, the Client can contact SICO through telephone or provide a signed written order to access SICO’s brokerage services;
3. computer viruses: SICO will not be liable for damage to the Client’s devices or software caused by any computer virus, intrusion program, spyware, trojan horse, malevolent software or software malfunction;
4. information and software of third parties: SICO assumes no liability regarding any website not under SICO’s control (even if linked to or indirectly accessible from SICO’s website), or for software or hardware developed by any third party (even if linked to or indirectly accessible from SICO’s website);
5. no link to another website signifies any endorsement of the site or of any security or other listed product referenced there;
6. force majeure: SICO will not be liable for losses resulting from causes beyond SICO’s control (including, without any limitation, any complete or partial failure of devices or communication lines, problems with hardware or software, unauthorized access, severe weather, fires, war, terrorism, accidents, government actions, labor disputes and the like);
7. execution: orders will not necessarily be executed immediately and SICO will not be responsible for any losses caused to the Client;
8. market fluctuations: there is a risk that SICO may not be able to execute the Client’s order in a timely manner due to excessive or rapid market fluctuations and some orders may be delayed or not executed because of the mechanism relating to market bid and ask prices, respectively;
9. investment decisions: the Client is solely responsible for its investment decisions, irrespective of any information received from SICO or any of its affiliates or counterparts through any medium, and SICO assumes no responsibility for any of the Client’s investment decisions and the Client alone will be fully responsible for all such decisions; and
10. compliance with law: the Client will comply with all applicable laws of the Kingdom of Bahrain and other Markets where trading is done irrespective of the place from where the Client transmits its order.

Information, services and functions are provided on an “as is/as available” basis without any warranties. SICO is not liable for any damages that result from the use of or inability to use its online services or for the Client’s errors. In all instances, liability for any action or omission by SICO shall be limited to the benefit that the transaction would have resulted in between the date of the trade and the time for settlement under any applicable law, rule, or regulation.

Any failure or delay by SICO in the exercise of any right or remedy under this Supplement shall not be deemed as a waiver of such right or remedy, in whole or in part, and no waiver of any full or partial right shall be implied from SICO’s acceptance of any payment or other performance. The rights and remedies contained in the terms and conditions of this Supplement are cumulative in nature, and are not exclusive of any other rights or privileges that are available at law or equity

CLIENT DECLARATION

The Client hereby confirms that as a qualified and sophisticated investor, and the Client is aware of the risks associated with the financial products and services being offered through online trading and online banking.

CLIENT ACKNOWLEDGEMENT

I/We acknowledge that I/we have read and understood fully, and agree to be above on behalf of the Client.

I/We acknowledge that I’m/We’re fully aware that dealings via the internet are associated with extensive risks and that I/we accept taking on those risks by using SICO’s Online Platform and DMA services on behalf of the Client.

I/We acknowledge and understand that this Supplement contains a brief summary of some (and not all) of the Online Platform’s and DMA services’ features and risk disclosures and is not meant to be an exhaustive summary. I/We have read and understood the terms and conditions of this Supplement and agree to comply with them and be bound by them.

I/We acknowledge that I have read the Online Trading Risk Statement set out in this Supplement and understand its contents, and I/we acknowledge that such statement does not cover all the risk and that there are other risks involved with online trading.

I/We understand that any inaccurate or incomplete information provided by me/us may affect the outcome of the online account opening for the Client.

CLIENT ACCEPTANCE

I/We, the undersigned, do hereby warrant and confirm that I am/we are duly authorized and empowered to accept the terms and conditions of this Supplement and to sign for and on behalf of the Client.

Each authorized signatory or user of the Online Platform and the DMA services must be familiar with the terms and conditions of this Supplement. By confirming this, the Client, and/or its representatives, confirm to have read this Supplement, understood its terms and conditions and agree to be bound by them, and they accept the risks and potential losses that may arise through the utilization of the Online Platform and the DMA services.