1Personal Data

The term “Personal Data” as used in this Privacy Policy means any information relating to you such as your name, date of birth, national identification numbers, address, email address, phone number, and other contact details, bank account details etc. Personal Data does not include data from which you can no longer be identified such as anonymised aggregate data.

2Data & Information

We may collect any kinds of Personal Data mentioned above. In addition, we may collect the Personal Data you choose to provide to us, e.g., if you contact us by letter, telephone, email, via contact form on our website or by any other means of electronic or personal communication.

In addition to the above, we collect information automatically about your visit to our website. In this regard, we may also collect non-personal information: information that does not directly identify you, such as your IP address, browser type, device type, and usage data (pages visited, time spent on our website, etc.).

By accessing, using and/or registering for the Platform, Services and/or Applications, whether directly through a mobile device, mobile application or computer, or indirectly through third parties, the User (as defined below) agrees to be bound by the terms of service (the “Terms of Service”), the client agreement signed between Stark and the User for availing the Services (the “Client Agreement”) and this Privacy Policy (the “Policy”) and is deemed to have provided consent to Stark's collection, use, disclosure and processing of Personal Data regardless of whether the User creates an account/login credentials to avail of the Services.

3Use of Your Data

The Personal Data we collect may be used for the following purposes:

• Service Provision: to manage and execute investment transactions, provide financial services, and maintain client relationships.
• Compliance: to comply with legal obligations, including anti-money laundering (AML) and counter-terrorism financing (CTF) regulations, as well as other regulatory requirements, a court order or other legal process.
• Communication: to communicate with you regarding your account, provide updates, respond to inquiries, and offer customer support.
• Marketing: to provide you with information about our services, promotions, and events, where permitted by law.

It is in your sole discretion to provide Personal Data to us. If you do not provide us with all or some of the Personal Data we request, we may not be able to accept an engagement from you, to provide all or some of our services, to enter into a contract with you or to send you the requested (marketing) information.

4Data Sharing

We will never pass your Personal Data on to other organisations for them to use for their own marketing purposes.

However, we may disclose your Personal Data in the following circumstances:

• to third parties to perform functions on our behalf. We require these third parties to comply strictly with our instructions and data protection laws and we make sure that appropriate controls are in place. We enter into contracts with all our third parties and regularly monitor their activities to ensure they are complying with our policies and procedures. They will only have access to the Personal Data needed to perform their functions and will not use it for other purposes; or
• where we are under duty to disclose your Personal Data in order to comply with law or the disclosure is necessary for purposes of national security, taxation and criminal investigation or we have your written consent.

For the purposes described above we may have to transfer your Personal Data from the ADGM to a third party outside of the ADGM and in a jurisdiction not being subject to an adequacy decision of the ADGM Office of Data Protection. We will always ensure that there is a legal basis and a relevant safeguard method for such data transfer so that your Personal Data are treated in a manner that is consistent with and respects the applicable laws and regulations of the ADGM.

5Accuracy of Data

It is important that the Personal Data we hold about you is accurate and current. Please let us know if your Personal Data changes during your relationship with us.

6Data Security

We implement industry-standard security measures to protect your Personal Data against unauthorised access, alteration, disclosure, or destruction. This includes physical, technical, and administrative safeguards. However, no method of transmission over the internet or electronic storage is completely secure, and we cannot guarantee absolute security.

7Data Retention

We retain Personal Data for as long as necessary to fulfill the purposes for which it was collected, comply with legal obligations, resolve disputes, and enforce agreements. The retention period may vary depending on the nature of the information and the applicable legal or regulatory requirements.

8Cookies

We may use cookies and other tracking technologies on our website to enhance user experience. Cookies are small files stored on your device that help us remember your preferences and understand how users interact with our website. You can choose to disable cookies through your browser settings, but this may affect certain functionalities of the website.

9Rights Available to you

You have rights as an individual which you can exercise under certain circumstances in relation to your Personal Data that we hold.

These rights are to:

• request access to your Personal Data and request certain information in relation to its processing;
• request rectification of your Personal Data;
• request the erasure of your Personal Data;
• request the restriction of processing of your Personal Data;
• object to the processing of your Personal Data.

You also have the right to receive your Personal Data in a structured, commonly used and machine-readable format and to have us transmit those Personal Data to another controller, if you have provided these Personal Data to us, if the processing is based on consent or on a contract and the processing is carried out by us by automated means, subject, however, to legal restrictions which may apply.

In case you have provided your consent to the collection, processing and transfer of your Personal Data, you have the right to fully or partly withdraw your consent. Once we have received notification that you have withdrawn your consent, we will no longer process your information for the purpose(s) to which you originally consented unless there are compelling legitimate grounds for further processing which override your interests, rights and freedoms or for the establishment, exercise or defence of legal claims.

If you would like to make a subject access request or withdraw your consent, please contact our Compliance team: [email protected]

You also have the right to make a complaint at any time to the ADGM Office of Data Protection.

10Contact us

If you have any questions or concerns about this Privacy Policy or our data protection practices, please contact us at:

2710 Addax Tower ADGM Abu Dhabi UAE Email: [email protected]

1Establishing a Relationship

1.1These Terms will come into effect upon the later of its execution by all the parties and when the documents submitted to us are complete in all respects to the satisfaction of Stark Securities. Acceptance of documents by us does not confer any right to the applicant. The applicant is bound to furnish any further documents or rectification of the documents already submitted to us as and when required by us. Stark Securities is entitled to hold back or suspend the relationship in part or whole of the Services offered or provided or to be offered or provided to the applicant or Client till receipt of the documents or rectification as sought by us have been provided to our satisfaction.

2Corporate Structure and Regulatory Status

2.1Stark Securities is an Authorized Firm (the “Firm”). It is authorized with a Category 3a license issued by the ADGM and functions and conducts its business out of ADGM in Abu Dhabi. The firm is regulated by the ADGM and has its office, currently at ADGM, 2710 Addax Tower, Reem Islan, Abu Dhabi, United Arab Emirates.

2.2As per the authorisation received from the ADGM, our firm is currently authorised to carry out the following financial Services (collectively, the “Services” and each a “Service“):

2.2.1dealing in Investments as Principal where it does so only as a Matched Principal in accordance with the ADGM Prudential Rules (PRU 1.3.3).

2.2.2dealing in Investments as Agent

2.2.3arranging Deals in Investments; and

2.2.4providing Custody

Further, we may provide other Services within the regulatory approvals allowed by the ADGM under the firm’s current permissible licensed activities.

Capitalized terms used but not defined in these Terms will have the meaning(s) assigned to them in the ADGM Rulebook or (where applicable) the other ADGM rules and regulations, as amended.

3Client Classification

3.1Pursuant to the ADGM Rules, with respect to a Financial Service, a Client may be classified as a Retail Client, a Professional Client or a Market Counterparty.

3.2Stark Securities does not provide Financial Services to Retail Clients. Accordingly, if with respect to a Service, the appropriate classification for the Client is that of Retail Client, we will not be able to provide such Service to the Client.

3.3You acknowledge that as a Professional Client or Market Counterparty (as the case may be), you do not benefit from the higher level of protection available to Retail Clients.

3.4If you wish to classify yourself as a Retail Client for all type of asset classes or certain asset classes in various markets, then Stark Securities, based on its authorizations cannot deal with you.

3.5Further, you are required to inform us on any change(s) or other matters that may be of relevance about your Client classification by us, including but not limited to Anti-Money Laundering (“AML”)/Know Your Client (“KYC”), Sanctions and Counter Terrorism Financing (“CTF“) requirements.

4Nature of Services and Execution Instructions

4.1Without limiting the generality of clause 2.2 in respect of the Services the firm is licensed to provide, you authorise the firm under these Terms to carry out from time to time dealings in securities (the “Securities”) on an execution-only basis, following such execution methods and forms as Stark Securities may be authorised to adopt from time to time, acting within the scope of its license.

4.2Stark Securities shall use its best endeavours to carry out the execution-only of Securities transactions instructed in accordance with clause 4.2 on a best-execution basis, this means that we shall take prudent and reasonable care to ascertain the preferential price at the time available in the relevant market for orders of the Securities of the size and type concerned, taking into account specific instructions from you. In the event we are unable to reasonably carry out an execution or instruction by you on a best-execution basis due to the circumstances at the time, we shall endeavour to carry out the execution as soon as reasonably possible thereafter, applying the same prudent and reasonable assessment at the time.

4.3For the purpose of clause 4.1, the Client authorises Stark Securities to enter into and execute Securities transactions in accordance with the Client’s oral or written or computer instructions, subject to the terms of this Agreement. It is envisaged in this respect, that an instruction related to a given Security(ies) will be executed through communications with the Client in accordance with clause 8. Upon receiving such instruction from the Client, Stark Securities shall pass it through its own platform system directly to the prime broker designated at Stark Securities’ discretion.

4.4In order to further facilitate the Client’s direct access to the Securities, Stark Securities may, upon the request of the Client, arrange for the Client direct access to a trading platform by assisting the Client in setting up the Client’s own trading account within the platform identified from time to time by Stark Securities.

4.5In the event of a Client’s direct access to a trading platform in accordance with clause 4.4:

4.5.1any instruction related to a given Security(ies) shall be executed directly by the Client through the trading platform;

4.5.2the Client shall be obligated to keep passwords secret and is solely responsible for ensuring that third parties do not obtain access to the password or trading facilities.

4.6The Client agrees to be exclusively responsible for any instruction sent electronically by the Client that is identified with the Client’s password and account number and for any electronic, oral and written instruction to Stark Securities from persons, Stark Securities in its sole judgment, believes are apparently authorized by the Client.

4.7Stark Securities shall have no responsibility for further inquiry into such apparent authority and no liability for the consequences of any actions taken or omitted to be taken by Stark Securities in reliance on any such instructions or on the apparent authority of any such persons.

4.8We would provide you with information, generic reports, presentations, marketing material, investment research in relation to your Securities and may also provide economic commentary and analysis of a generic nature sourced from our affiliates and group companies (collectively referred to as the “Group“) and other service providers that is specific to any company/sectors, to suit particular needs relating to Securities and Services which we consider to be of interest to you or which may be requested by you. However, you shall make decisions only after considering the merits and demerits of such a decision and we shall not be responsible for such decision for any reason whatsoever. If need be, seek additional information/advice from your [Wealth Advisor] with regard to the Securities or Services which may interest you as each Security would have separate literature associated with charges and investment risks. The same would also be available in the Security documentation, brochures, or specified on the website of the Investment manufacturer. You should conduct your own due diligence on the financial Investments and Services and take an independent decision.

4.9The information, generic reports, presentations, promotional and marketing material provided to you is intended only for persons to whom we may lawfully promote under ADGM requirements. We may seek to obtain from you such information as is necessary to enable us to conclude whether the promotional and marketing information may be provided to you. Information received from you in respect to such requests from us will be accepted in good faith and relied upon by us.

4.10By providing you with the promotional and marketing information on Securities, we are not providing any advice or making any recommendation, nor should this information be inferred as a recommendation to suit your investments need. In particular, any comments we make about the merits and/or demerits of these Securities related to the intrinsic merits and/or demerits of such Investments are general and are not intended in any way to suggest explicitly or implicitly, that the Securities would suit your specific investment requirements or circumstances. Independent decision has to be taken by you.

4.11Detailed information about the Securities such as structure, investment objectives, risks, and any other matters of relevance will be available in the Securities’ documentation. This may be including, but not limited to, term sheets, placement memorandum, subscription document, or prospectus. Stark Securities makes no warranty as to the accuracy of any such information provided and accepts no liability in respect of any loss suffered by you as a consequence of relying on the Securities’ documentation.

4.12We, upon your instruction and if found suitable, may make arrangements with a view to execute transaction(s) for you in relevant Securities. You are responsible for ensuring that monies are transmitted directly and on a timely basis to the third party in order to ensure that the transaction is completed from end to end. You acknowledge that the Securities in respect of which the Financial Service is provided may be held in a jurisdiction outside the ADGM and the market practices, insolvency and legal regime applicable to that jurisdiction may differ from the regime applicable in the ADGM.

4.13You acknowledge that Stark Securities will not be able to offer you the Services until such time you have been on-boarded as a Professional Client or Market Counterparty (as the case may be) after completing a comprehensive KYC check and a full AML and CTF verification including further open source, PEP’s and sanction checks undertaken by the compliance officer. You also acknowledge that the client onboarding approval is at the discretion of the compliance officer and subject to meeting ADGM requirements.

4.14We may be required to provide your details to related parties and service providers such as corporate administrators, legal advisors and financial institutions based on your specific Service requirement. Kindly note that this is provided based on your deemed approval and without any risk and responsibility on part of Stark Securities. Any such related party or service provider has the absolute right to either accept or reject your application based on the information provided by you and/or they may ask for any additional information or documentation to meet their regulatory and/or internal requirements.

4.15We will not do anything or refrain from doing anything which would in our opinion infringe any applicable regulations or other requirements to which we are subjected to comply. We may carry out any action that is, in our reasonable opinion, necessary to comply with such regulations and requirements.

4.16Subject always to the DC Accounts (as defined and operated in accordance with clause 5 below), all the accounts maintained in the sole name of a Client shall be operated singly by the Client or the holder of a duly executed and valid Power of Attorney of such Client, and in the case of joint accounts, by all account holders jointly or by the specific account holder(s) as instructed by the joint account holders in the Client Account Opening Form, or by their holder of Power of Attorney as accepted by Stark Securities in its discretion.

4.17In case of joint accounts, any change in operational instructions and signing conditions or any other change in relation to information provided in the Client Account Opening Form is to be given by all the joint account holders irrespective of the mode of operation of signing conditions, failing which Stark Securities may take such action as it deems appropriate, including freezing of the account.

4.18Accounts in the names of a company, partnership firm, trust, association or other entity shall be operated by the Authorised Signatory(ies) of the respective entity as specified in the Client Account Opening Form submitted by such entity at the time of establishing the account. Changes to Authorized Signatories of such entities shall be recognized only upon submission of the requisite authorizations/resolutions approving the appointment of the Authorized Signatories to the satisfaction of Stark Securities. Further, we reserve the right to (though not obligated to) verify these submissions of the requisite authorizations/resolutions approving such changes. Further, in case there are any changes regarding the principal controller, beneficial owner, trustee and individuals who have control over the funds, it shall be the responsibility of the Client to inform us about these changes before they are allowed to exercise control over the funds.

4.19The Client further declares that any further acts and transactions by them related to the relationship established with us shall be on their own behalf. At no time shall we act on behalf of any other person.

4.20Stark Securities has a Client grievances redressal mechanism in place according to which Clients may report their grievance, feedback or complaint. All complaints should be made in writing or email [email protected] .The same will be attended and/or resolved within a reasonable period of time.

5Designated Client Bank Account

5.1Stark Securities will open a designated client bank account (a “DC Account“) to hold Client money on your behalf. Such DC Account enables us to hold your individual funds in an account separate from other clients’ and the Firm’s accounts.

5.2The DC Account is an account that’s sole purpose is to hold Client funds for transactional purposes only. The DC Account cannot be accessed by third parties and is separate from the account belonging to us (to whom the funds are transferred). Your funds are held in a separate DC Account so that there is no relationship between your accounts and the Firm’s bank account.

5.3Once you have been approved for Securities transactions, you will send transaction funds to the DC Account allocated to you by Stark Securities. After a transaction has been approved upon your instruction, the funds to be utilized for such transaction will be moved from your DC Account to the relevant Stark Securities trading account to execute such transaction, and the margin funds related to such transaction will be moved across from the DC Account to Stark Securities’ company account.

6Non-US/Canada Status

You confirm that you are not a US/Canada person (that is primarily, but not limited to, a person resident in the US/Canada) and are not acting for a US/Canada person at the time that we provide Services to you under these Terms. Further, you are required to inform us as soon as your status changes. Based on our policy, we do not deal with US/Canada Persons.

7Anti-Money Laundering Requirements

7.1Our dealings with you will be covered by various legal requirements relating to Money Laundering, Sanctions and/or Terrorist Financing (collectively known as AML/KYC, Sanctions and CTF) these are termed as “Anti Money Laundering Requirements” in these Terms.

7.2In order to enable us to discharge our obligations under the “Anti money Laundering” requirements, you are required to provide us, at our request, with such information about yourself and/or your associates, beneficial owners, related parties and details of all the entities which you may have either a direct or indirect relationship, and other details as we may reasonably require. In the event of failure to provide any of the requirements, as part of our compliance requirements with various statutory bodies or regulatory authorities we will comply with the requirements laid down by the ADGM AML rule book and/or guidance and recommendations.

8Communications

8.1You may communicate with us by letter, telephone, email you register with us or in person. We may at our discretion and without being required to give any explanations refuse to act upon instructions given by or for you which are not in accordance with these Terms.

8.2It should be noted that electronic communications such as email should have the relative indemnities executed by you in advance with us (for instructions to us) or with the respective service provider (for instructions to them through us) for any transactions which you may wish to get executed using the above modes (email). In any case, all instructions should be emailed to [email protected] .

8.3Unless we receive specific instruction from you to communicate in a particular way, any communication sent by us to your contact details, shall be deemed to have been received by you.

8.4We shall be entitled to act on the instructions of any person who is designated by you or authorized by you to act as your agent for the purposes of any such communication.

8.5We shall send by any of the above means any communication, document, information or otherwise from time to time to the mailing address furnished by you. Hence, it is incumbent upon you to inform us of any changes in mailing address immediately. We will not be responsible for any loss, damage or consequences for wrong delivery of the items arising out of you for not informing us of the change in mailing address or other communication details for any reasons whatsoever. Without derogating from the obligations of the Client contained in this clause, it is clarified that we may, when appropriate and as provided for herein, also use electronic means to communicate with you on such terms and conditions as may be specified.

8.6We shall be entitled to rely on and shall not be liable for any actions taken or omitted to be taken in good faith pursuant to any communication (or any communication purporting to be such or believed to be such) received from you, which is not in writing unless specifically requested by you not to do so.

8.7Any confirmation, account or other statement which we give in writing, will in the absence of manifest error, be deemed correct, conclusive and binding on you, if not objected by you in writing within 5 (five) business days of dispatch by us.

8.8You agree that we may from time to time make direct contact with you by telephone, email or otherwise without your express invitation, in order to provide you with details of Services that may be of interest to you or for providing better Service.

8.9Stark Securities will provide the Client with e-mail statements on an annual basis outlining the details of funds held by Stark Securities for the Client and Securities valuations at the end of the period covered by the statement. Statements will also show all charges (if any) applied during the period covered by the statement.

8.10If a Client opts for the direct access to the trading platform pursuant to clause 4.4, real time access to such Client’s account showing transactions, the time of the orders and the balance on the Client’s account will also be available to such Client.

9Reporting

9.1Your dealings with the service provider shall be on terms expressly agreed upon or on terms contained in the relevant documentation provided to you separately. Our role shall be limited to facilitating Securities transactions on an execution only basis and arranging Securities transactions.

10Risks and Acknowledgement

10.1When entering into any financial transaction with or through us, you should be satisfied that you fully understand and appreciate the transaction, the nature and the extent of the underlying risks and rewards. You are requested to independently assess the suitability of the transaction (after taking independent professional advice, if deemed necessary) in light of your investment objectives, experience, financial condition and other relevant circumstances.

10.2You should refer to any additional details of associated risks provided to you in connection with any transaction and for additional risks associated with the Investment that may be provided to you from time to time by Stark Securities prior to entering into such transaction.

10.3Where Stark Securities provides any Services, you should ensure that you have reviewed and understood the terms and conditions and other documents or agreements with which it is provided so that you may properly appreciate and distinguish between the Services being provided by us and others, and appreciate the characteristics of respective obligations owed by us and other relevant provider. In the event of doubt, you should contact us, and we will provide clarification or refer you to the person who can provide such clarification.

10.4Without prejudice to any of the foregoing, you acknowledge, understand and warrant that:

10.4.1investment in leveraged and non-leveraged transactions such as the Securities are speculative, involves a high degree of risk and is appropriate only for persons who can assume risk of loss of their entire margin deposit;

10.4.2because of the low margin normally required in OTC trading, price changes in OTC may result in significant losses;

10.4.3guarantees of profit or freedom from loss are impossible in OTC trading;

10.4.4you are willing and able, financially and otherwise, to assume the risk of OTC trading;

10.4.5you have received no such guarantees from Stark Securities or from any of its representatives or any introducing agent or other entity with whom you are conducting your account and you have not entered into this Agreement in consideration of or in reliance upon any such guarantees or similar representations;

10.4.6the high degree of leverage that is obtainable in the trading of CFDs, Commodities and Options transactions can work against you as well as for you. Leverage can lead to large losses as well as gains;

10.4.7CFDs are complex instruments and come with a high risk of losing money rapidly due to leverage, and at any time, you should consider whether you understand how CFDs work and whether you can afford to take the high risk of losing your money;

10.4.8during times of extreme volatility it can be difficult or impossible to execute orders; and

10.4.9in consideration of Stark Securities carrying out the Services, you agree not to hold Stark Securities and any of its subsidiaries, affiliates or agents responsible for any losses incurred by you should any of the above risks or similar risks occur in relation to an Investment.

11Conflicts of Interest

11.1With the complexity and the size of business which we as Stark Securities have and our reliance on third parties including for providing Services, situations many arise where we may have an interest, relationship or arrangement (“Interest“) in any Services offered by us which may conflict with your interests. Such interests may not be separately disclosed to you before or at the time you enter into any agreement, any transaction or any other arrangement as a consequence of any Services provided to you pursuant to this Client Agreement. In such a situation, we shall take all reasonable steps to ensure that your interests are not adversely affected and ensure a fair treatment.

11.2Stark Securities may, but is not obligated to, at its sole discretion provide information and documents to you relating to any such interests, relationships or arrangements, upon your written request for the same.

11.3For the effective management of conflicts of interest, we have systems and a policy in place to ensure that while providing those Services neither we nor those employees will be required to have regard to any information which is confidential to another client and which is not known to us or particular employee(s) responsible for handling your affairs and hereby ensuring that clients are treated fairly and in such a manner as to ensure that any conflict that may exist does not prejudice that client’s interests.

11.4Further, as a result of this relationship with other clients and with a person or persons connected with us, we may in exceptional circumstances be unable to provide Services in relation to particular Securities. If you request information in relation to such Securities, we may inform you that it is for the time being precluded from providing Services in relation to those Securities and we shall not be obligated to disclose the reason why that is the case or any further information relating thereto.

12Data Protection and Client Confidentiality

12.1Stark Securities is subject to the Data Protection Regulation of 2021 of the ADGM in force on 11 February 2021, in each case as may be amended or updated from time to time (together “Data Protection Regulations” or “DPR“) and the term “personal data”, “controller”, “data subject” and “process” in this clause 12 and Annex A to the Terms have the meanings given to them in the DPR. In the event of any inconsistency between the DPR and any provision of these Terms, the DPR shall prevail.

12.2In order to meet our obligations under these Terms we need to collect, use, share, and store personal data (including financial information) about you, or where you are not an individual but a corporate entity, about your officers, employees or other representatives (“Your Data“).

12.3By entering into these Terms, you acknowledge that we will process Your Data as set out in this clause 12 and Annex A – Details of personal data processing, which forms part of these Terms. By entering into these Terms you acknowledge that you have read Annex A. Clause 16 shall apply to the extent that Your Data constitutes Client Information.

12.4We may also process the types of information set out above in connection with others. Where you provide us with personal or financial information about others such as your dependants you confirm that you are authorised to provide us with such information and have brought these Terms (in particular, Annex A) to their attention.

12.5Where you are a corporate entity, you shall (and shall procure that any Affiliates and agents and your and their officers, employees and other representatives shall) collect any necessary permission, provide any necessary notice and do all such other things as are required under the DPR in order for: (i) you to disclose Your Data to us as set out in these Terms; and (ii) us to process Your Data (including by providing Your Data to our affiliates or any other third party) as set out in these Terms.

13Fees, Commission and Charges

13.1You shall be liable to pay our fees in accordance with the relevant documents executed by you including but not limited to other relevant forms in connection with the specific Services that you make and/or any other specific agreement that we may enter into from time to time in respect of the Services. It is clarified that no amount is payable by you to us on execution of these Terms.

13.2Without limiting the generality of clause 13.1, it is envisaged in respect of a given Services that Stark Securities shall charge you, and you shall pay Stark Securities, fees on a commission basis calculated as a percentage of the market value of Securities transactions. Stark Securities will apply following fee schedule in Annex B.

13.3Fees to be debited in a lump sum charge upon cash/securities transfer upon clearing for a six-month period and at six-month intervals thereafter. Client agrees to a minimum of one-year fees irrespective of duration of assets or cash held in custody.

13.4Where Stark Securities increases or introduces any new charges, we will notify the Client in accordance with clause 8 at least 7 (seven) days before they take effect.

13.5We may also charge for incidental banking related fees such as wire charges for deposits and withdrawals and returned check fees.

13.6In certain circumstances, additional fees may include such things as statement charges, order cancellation charges, account transfer charges, telephone order charges or fees imposed by any interbank agency, bank, contract, market or other regulatory or self-regulatory organisations arising out of Stark Securities’ provision of the Services.

13.7You may incur additional fees for the purchase of optional, value-added services Stark Securities may offer from time to time.

13.8We shall have the right to set off any fees against securities held by us for your behalf without any notice to you.

13.9For the avoidance of doubt, our fees are exclusive of any value-added tax (“VAT“), which would be payable by you in addition to our fees. VAT has been introduced in the UAE from 1 January 2018. It may be, depending on various factors set out in the applicable laws and regulations that such VAT may not apply to the services provided by us to you and in such cases we will act accordingly.

14Market Abuse and Suspicious Trading

14.1You acknowledge that if, in our sole discretion, we consider you to have partaken in any kind or form of scalping, market abuse, or any other unethical trading, we reserve the right, unilaterally and with immediate effect, to suspend or terminate (at any time, with or without cause or prior notice) all or any part of any Services, or your access; to change the nature, composition or availability of any trading execution service or any other service on the Online Platform. This includes changing the limits we set on any trading you may conduct through the Online Platform.

14.2In any circumstances where we reasonably suspect that you performed market abusive trading and/or suspicious trading activity including but not limited to:

i.entering into orders or combination of orders such as holding long and short positions in the same or similar assets at similar times, irrespective of how the Account(s) have been funded;

ii.entering into orders or combinations of orders in respect of assets you have entered into a transaction in an underlying market for the asset;

iii.entering into orders or combination of orders with intention of exploiting wider-than-usual spreads during abnormal period of thin liquidity by scalping with market/limit orders;

iv.entering into orders or combination of orders with intention of exploiting the price gap with over-leveraged position prior to market closure or certain public announcements;

v.engaging in any trading behaviours which are deemed exploitative, malicious, suspicious, dishonest, abusive, or a good faith violation, which includes sending orders from an IP address other than the country where you are registered.

14.3In any circumstances where we reasonably suspect that you performed market abusive trading and/or suspicious trading activity this will be considered as a breach of this Agreement and for this reason we reserve the right at our sole discretion to take any of the following actions in relation to market abusive trading and/or suspicious trading activity:

vi.Immediately terminate your account and your access to our servers;

vii.Void any trade (i.e., treat the trade as if the trade had never taken place)

viii.Close any trade, on the basis of our current market price;

ix.Make immediate changes to your account, including but not limited to, the liquidity provided by us and the spread quoted.

14.4Furthermore, you represent and warrant that you will not, either acting alone or with others, engage in conduct which results in market abusive trading and/or suspicious trading activity as defined above.

14.5Furthermore, if we have reasonable grounds to suspect that you engage in wilful misconduct, including but not limited to commission churning, sniping, moving the price of an underlying asset, scalping, arbitraging off-market pricing and operate or enter into orders from and within a jurisdiction where you are not domiciled or regulated; we reserve the right to temporarily or permanently suspend your trading account, recover any losses incurred in connection with the wilful misconduct and/or market abusive trading and/or suspicious trading activity from you and/or void your orders and cancel any associated profits, with immediate effect.

14.6In the event a third party brings a claim or a dispute which arises from a trade facilitated by us on your behalf, you hold us harmless and indemnify us, our officers, directors, employees and agents, against any and all claims, demands, lawsuits, liabilities, costs or expenses which may be sustained or incurred by any of such indemnified parties under, in connection with or arising out of our performance under or in relation to trades facilitated by us on your behalf; we further reserve the right to hold any asset(s) or cash till such time we deem the dispute or claim is resolved.

15Liability for Loss and Indemnities

15.1We do not accept any liability for loss, including loss of profit, costs or expenses suffered or incurred by you as a result of or in connection with the Services provided herein by us unless, and then only to the extent that, such loss, costs or expenses are caused (directly or indirectly) by the fraud, negligence or wilful default on our part or our staff in the provision of such Services. Without prejudice to the generality of, but subject to, the foregoing we do not accept liability for any adverse tax consequences that may arise as a result of the purchase, retention, or disposal of Securities by you.

15.2Without prejudice to any other rights, we may have under these Terms or otherwise, you shall indemnify us and any persons connected with us against any cost, expense, damage, loss or liability whatsoever which may be suffered or incurred by us or any person connected with us as a result of any transaction in Securities.

15.3Nothing contained in these Terms shall exclude or restrict any duty or liability which we may have under the regulatory system applicable to the ADGM.

16Recording of Telephone Calls

The Client hereby acknowledges and agrees that any telephone calls made between us, our agents or representatives, or you or your agents or representatives or any third parties may be recorded by us. Our records of all instructions, communications, commitments, notices or requests given by you or your agents or your representatives or any third parties by telephone shall be conclusive proof thereof and such records shall be our sole property. We may rely and act on instructions, commitments, notices or requests without any receipt of written confirmation.

17Client Confidentiality

17.1You hereby irrevocably authorise us to disclose, as and when required to do so by applicable law or we regard such disclosure as necessary or expedient, any information relating to the Client on Client’s behalf (“Client Information“) in accordance with Annex A, and in particular to:

17.1.1affiliates of Stark Securities and any related party to the transaction

17.1.2our auditors, professional advisers, and any other person(s) under a duty of confidentiality to Stark Securities;

17.1.3bankers or lenders in connection with each Security we buy;

17.1.4vendors, installers, maintainers or Services of our computer systems;

17.1.5any exchange, market, or other authority or regulatory body having jurisdiction over us, its head office or any other branch of ours;

17.1.6any party entitled to make such demand or request;

17.1.7any person with whom we contract or propose to contract with regard to the sale or transfer or sharing of any of its rights, obligations or risks under the Terms;

17.1.8any person (including any agent, contractor or third-party service provider) with whom we contract or propose to contract with regard to the provision of Services in respect of the Client’s account(s);

17.1.9any person employed with, or engaged as an agent by us or our related party including any relationship officers, for the purposes of or in connection with interactions with the Clients or providing Services to the Clients or processing transactions pertaining to the Clients’ account(s);

17.1.10pursuant to any court order or judgment or other order from any authority having a legal binding effect;

17.1.11to enable us to centralise or outsource its data processing and other administrative operations to our related party or third parties engaged by us (whether within or outside ADGM) for any such Services/operations; and

17.1.12to any regulatory or governmental or other authority with relevant powers to which either us or you are subject to or submits to (whether or not the authority has the force of law).

17.2Clause 12 shall apply to the extent that Client Information constitutes Your Data.

17.3You hereby authorise us to use the services of other members, related parties or external service providers to undertake certain delegated activities on your behalf.

18Variation

We reserve the right to alter, delete, modify, or add to any or all of these Terms at any time at our discretion. Such alterations, deletions, or additions shall be deemed to be effective and binding on the Client (fifteen ) days after the notice thereof is issued to the Client unless it is impracticable in the circumstances to give such notice.

19Termination

19.1These Terms may be terminated forthwith by either party by giving written notice to the other party. Such termination would be effective either immediately as agreed; else the agreement would be terminated 30 (thirty) days after a notice has been issued to the other party, with or without reason. Any such termination will not affect any accrued right, or any commitment already entered into by you or by us on your behalf. Email communication is accepted as a valid instruction to cancel these terms.

19.2Upon your termination of these Terms, all amounts payable by you to us will become immediately due and payable including (without limitation) outstanding fees, charges and commissions.

19.3Stark Securities reserves the right to terminate these Terms should the Client’s account remain dormant for an extended period of six months.

19.4Notwithstanding the termination of these Terms, the obligation of each party under these Terms shall continue to be governed by these Terms until such obligations are concluded. Any amount due to you from us will be paid on the termination of these Terms, provided there are no outstanding amounts due from you, in which case the amounts payable to you will be set off against the amounts due to us.

19.5We may not fulfil any of the above obligations wherein we are of the opinion that there exist certain exceptional circumstances which necessitate termination of account (for example where the account is used for criminal, terrorist or anti-money laundering activities or where the account is required to be terminated to comply with the regulatory/statutory requirements).

20Notification

Any question, matter or dispute in relation to a transaction must be raised by you in writing within 30 (thirty) days from the receipt of confirmation that the transaction has been effected. Unless the same is raised by you in such a manner, the transaction shall be conclusive and binding upon you.

21Authority and Consents

You warrant that you will:

(a)Obtain and maintain in effect in relation to all transactions all necessary consents by any government or regulatory body (the “Consents“);

(b)Comply with the Terms of all such Consents and all applicable laws, regulations and directives of such bodies and authorities;

(c)Forthwith on demand deliver to us copies of all such Consents or such other evidence of any such Consents and such evidence or compliance with such and with any laws, regulations and directives as we may reasonably require.

22Delegation

22.1You authorize us to delegate any of our functions and responsibilities under these Terms to Stark Securities or any of our external service providers (with or without power to subdelegate). We reasonably consider these parties to be capable of discharging those functions and responsibilities to the same standards that we would, and enter into appropriate and enforceable, legal arrangements. These parties may be located in jurisdiction outside the DIFC.

22.2Our liability to you for the matters delegated will not be affected as a result. You authorise us to delegate all functions and responsibilities without obtaining any further consent from you.

23Force Majeure

In the event of any failure, interruption or delay in performance of our obligation resulting from acts, events or circumstances not reasonably within our control, including but not limited to, industrial disputes, acts, or regulations of any governmental, or supranational bodies, or authorities, breakdown, failure or malfunction of any telecommunications or computer Services, acts of God, fire, pandemic, civil commotion, insurrection or embargo, we shall not be liable or have any responsibility of any kind for any loss of damage thereby incurred or suffered by you.

24Illegality

If any of these Terms or any part hereof shall become or be declared illegal, invalid or unenforceable for any reason whatsoever, such terms, provision or part shall be divisible and deemed to be deleted from these Terms. Provided such deletions does not substantially affect or alter the commercial basis of these Terms. The parties shall negotiate in good faith to amend and modify them as necessary or desirable in the circumstances.

25Entire Agreement

These Terms embody and set forth the entire agreement and understanding between you and us, the Services provided herein will supersede all prior oral or written agreements, Terms, understandings or arrangements relating to its subject matter. Nothing in this clause will be taken to limit either party’s liability for fraudulent misinterpretation.

26Governing Law

The rights and obligations of the parties under these Terms shall be governed by constructed and interpreted in accordance with the laws & Rules of the ADGM/FSRA. The parties hereto irrevocably agree that the courts of ADGM are to have jurisdiction to settle any lawsuit, action or proceeding to enforce the Terms (“Proceedings“). Without prejudice to the forgoing, you further irrevocably agree that any Proceedings may be brought in the courts of such other jurisdictions or jurisdictions as we may from time to time select. You are required to irrevocably appoint an agent for Services of the process in Abu Dhabi and notify us accordingly.

27Interpretation

Unless the context otherwise requires, or unless expressly defined in these Terms, words and phrases defined in the ADGM/FSRA requirement have the same meaning in these Terms.

28Additional Confirmation by Secondary Account Holder

In addition to the foregoing declarations constituted by my/our signature(s) below, I/We also confirm that all Securities transactions decisions relating to the joint account are generally made for me/us or on my/our behalf by the Primary Account Holder(s).