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PAMM Service Agreement Overview

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0% found this document useful (0 votes)
12 views16 pages

PAMM Service Agreement Overview

Uploaded by

nolotid909
Copyright
© All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
Available Formats
Download as PDF, TXT or read online on Scribd

1

This PAMM Service Agreement (hereinafter referred to as the “Agreement” is entered


by and between Vantage International Group Limited operating under the tradename
VT Markets (hereinafter referred to as “VT Markets”, “the Company”), authorised and
regulated by the Cayman Islands Monetary Authority (CIMA), Securities Investment
Business Law (SIBL) no. 1383491, and the PAMM Manager and the PAMM Investor
(hereinafter referred to as “Clients” or “Parties”) executing this document by accepting
its terms either online or offline. A copy will be sent to both parties via email, if the
other party does not receive such email, then it must immediately contact VT Markets.

1. PAMM Account Terms


1.1 The PAMM Account Terms, together with the VT Markets legal documents
include the provisions and conditions provided to the Client by VT Markets for the use
of PAMM Accounts and must be read in conjunction. Reading and understanding all
the aforementioned documents is a compulsory requirement to access the PAMM
service. The Client’s registration either as a PAMM Manager or as a PAMM Investor
will be well considered by the Company as an official confirmation that all documents
were read, understood, and accepted. The PAMM Manager acknowledges that he/she
has also accepted the terms of the Introducing Agreement.

1.2 All actions carried out by the PAMM Manager on PAMM Accounts are subject to
the terms and conditions of all the legal documents and agreements.

1.3 The VT Markets PAMM Account program is not an asset management tool nor
portfolio management nor advisory service for Investors. The PAMM service gives the
opportunity to follow the trading strategies of the chosen PAMM Manager(s),
managing their own personal capital through a specific PAMM account, with the
PAMM Investors’ own trading capital. The PAMM Investors, voluntarily, at their risk,
elect the PAMM Manager according to an Offer. All decisions of acceptance or
rejection of the Offer are a matter of the free will of each potential PAMM Investor
without any recommendation or solicitation by the Company.

1.4 VT Markets has no obligation to reveal any personal information about the
PAMM Managers, as any registered PAMM Account is a personal account of the
Company's Client and therefore its owner's details are confidential information that
cannot be exposed to third parties. Based on this, any claims and/or requests that may
be brought against the Company on behalf of PAMM Investors relating to the legal and
professional competence of PAMM Managers will be dismissed.

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1.5 An Investor accepting the PAMM Offer agrees that he understands and accepts
the nature of inseparable risks to the transactions in the OTC foreign exchange market.
VT Markets accordingly states to the Investor that it does not guarantee the recurrence
of rates of return that have been made by the PAMM Managers in the past.

1.6 All trading activities on the PAMM Accounts can only be carried out by the PAMM
Manager based on such terms. VT Markets will dismiss all claims of the Investor(s) that
the PAMM Manager failed to comply with their recommendations.

1.7 All transfers of funds between the Investor’s personal accounts and PAMM
Trading Accounts are carried out only upon requests from Investors or persons
authorised to do so by the Investor and acting under a power of attorney. The PAMM
Manager cannot in any way influence the decision making for the inflow or outflow of
PAMM Investors’ funds or prevent them from being executed by the Investors.

1.8 The PAMM Investor has no right to bring a claim against the Company's trading
operations conducted in the PAMM Account. Only the PAMM Manager, according to
procedures set by the Company, may submit a claim for consideration of the improper
performance of the Company's trading terms.

1.9 VT Markets reserves the right to cease the provision of the PAMM service to any
PAMM Manager at any time upon its sole discretion. The Company may reject any
request of PAMM Managers or Investors to provide an explanation of reasons for such
a decision. Such a decision, related to any PAMM Manager, cannot be used by Clients
as a fact damaging the Company, its personnel or owners, in the media.

1.10 All records of trading transactions carried out in the PAMM Manager's Accounts
will be placed in the Company's Client Area according to the related PAMM Accounts
activity.

2. PAMM Accounts
2.1 PAMM Accounts are created to allow the Investors the application of strategies as
set by the PAMM Managers, operating their own trading capital in the Forex and
Financial markets, in relation to the Investors' capital (or part of their capital). The
PAMM Managers execute trades on PAMM Accounts which are composed of that
PAMM Managers' funds and Investors’ funds.

2.2 The PAMM Manager has the capability to:

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(a) Perform trading transactions on the instruments offered by the Company only on
the master trading account; the profit/loss resulting from such trading activity is
distributed on the Investor PAMM Accounts proportionally to the amount of their
invested funds;
(b) Perform non-trading transactions in the Company Client Area (within the 'PAMM
Management’ section) such as confirming the deposit and withdrawal requests;
(c) Establish the PAMM Offer and amount of Fees (subject to the Company’s
approval);
(d) Set the Withdrawal Fee – this is the fee charged for Investor(s) withdrawing
before the Trading Interval is over;
(e) Determine the PAMM master trading account type;
(f) Acquire information about Investors balances;
(g) Withdraw funds/fees from his Owner Account (the account where the Fees are
collected).

2.3 The PAMM Manager has no right or possibility to deposit or withdraw the funds
to/from other Investors’ Accounts.

2.4 All PAMM Account calculations, deposit and withdrawal of funds, crediting and
debiting of fees and balance adjustments are executed by the PAMM software
operated by the Company.

3. PAMM Account Parameters


3.1 “Trading Name” is the name of the PAMM Manager Account.

3.2 “Minimum Deposit” is the minimum amount of funds required to join the PAMM
Account.

3.3 “Deposit fee” is the percentage amount charged to Investors.

3.4 “Trading Interval” determines the period for which Investor's withdrawals are
charged an early Withdrawal Fee and the period for which the Investor pays
Management fees and Performance fees.

3.5 “Withdrawal Fee” is the percentage amount charged to Investors withdrawing


before the Trading Interval ends. This is payable to the Owner Account of the PAMM
Manager.

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3.6 “Management Fee” is the amount (percentage or sum) charged to Investors
every Trading Interval as a fixed fee no matter what is the performance of the PAMM
Account.

3.7 “Performance Fee” is the percentage of profits payable to the PAMM Manager
for every Trading Interval. The PAMM system accounts for the “high watermark” level
according to the industry standards. Calculations are based on the “Equity” which is
the exact amount of money available on the PAMM Investor Account (i.e. Algebraic
sum of initial balance + closed trades profit + open trades profit).

4. PAMM Account Managers Registration


4.1 A Client who wants to be registered as a PAMM Manager is required to log in to
the secure Client Area and apply to become a Partner. The Company considers the act
of filling and submitting that form as an unquestioning acceptance of the terms
included in the Introducing Agreement and the terms of this PAMM Service Agreement.

4.2 The imperative conditions for registration of a PAMM Manager Account are listed
below:
(a) Opening and verifying a VT Markets Live Account.
(b) Opening a Partner Account through the secure Client Area:
✓ Specification of Trading PAMM Account Name
✓ Specification of Minimum Deposit
✓ Specification of Management Fee and Performance Fee
✓ Specification of Trading Interval
✓ Specification of Deposit Fee and Early Withdrawal Fee
✓ Specification of Account Type
✓ Trading Style Description

NOTE: Failure to satisfy one or more of the above requirements will cause the rejection of the
registration application.

4.3 The PAMM Manager will receive an acceptance e-mail with the login details after
his successful registration.

NOTE: The PAMM Accounts which are not funded and activated within a period of 3 (three)
months are discarded from the Client Area.

5. PAMM Account’s Offer

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5.1 An Offer is a proposition to use strategies, used by Managers to carry out trading
transactions by any Client of VT Markets. Each Offer includes a set of parameters used
by the PAMM software for the calculation of the remuneration of the PAMM Manager,
as well as a set of conditions for the formation and operation of PAMM Accounts.
Acceptance or rejection of any Offer is a completely voluntary decision of the Client. It
does not in any way signify the conclusion of any contract, material reciprocal
relationship or any other commitment binding the Company, PAMM Manager and
Investors.

NOTE: The PAMM Manager cannot affect the process of funds withdrawal from the Investor's
account, carried out by the Company upon the Investor's request. Normally the PAMM
Manager will confirm the Client withdrawal request within the same day or within one
business day, yet the Company maintains the right to satisfy the Client’s withdrawal request at
any time.

6. Trading Interval
6.1 The Trading Interval can be set as a certain number of days or weeks or months.
6.2 The Trading Interval starts on the date of the actual receipt of the Investor’s funds
in the PAMM Account. The only exception is the Trading Interval labelled as “Calendar
month”: in this case, each new Trading Interval will start on the first day of each
calendar month.
6.3 If a withdrawal is requested by an Investor before the Trading Interval ends, the
Early Withdrawal Fee will be applied (if this was part of the Offer). The other fees will
be automatically calculated by the PAMM system.

7. Registration of the Investor Account


7.1 Registration of any Client as PAMM Investor is administered by the Company at
the time of the Client subscription to the PAMM Account Offer. By accepting the PAMM
Manager's offer the Client acknowledges that he/she:
(a) Has read and understood all of the provisions of these Terms and the VT Markets
legal documents;
(b) Has all the power and authority to conform to these Terms and is aware of the
relevance of his/her own actions;
(c) Assures that the management of the Investor funds will not cause any violation
of the rights of the Investor or any third party;
(d) Accepts the responsibility for enforcing the provisions of these Terms;
(e) Specifically assures and confirms that he/she will check his/her PAMM Investor
Account every day by either logging into the online PAMM web panel or at least

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checking the statement sent automatically every day via email. The Client is fully
responsible for the performance of his/her Investor Account and free to withdraw the
available funds (equity) at any time, therefore VT Markets will not accept any
complaints nor compensation requests for the performance of the Investors Accounts.
If a Client is unable to login to the Client Area and/or the PAMM web panel and/or is
not receiving the email communications then the Client must immediately notify the
Company who will promptly assist to rectify the situation.

7.2 The acceptance of the Offer by the Client and the completion of an application
for issuance of the PAMM Account conclude the registration of the Client as a PAMM
Investor.

NOTE: The Client can cancel his/her registration as an Investor only if the account has not yet
been created. Otherwise, for the withdrawal of all of the funds, the Investor will have to cover
any applicable Fees.

8. PAMM Investor Account Participation


8.1 The Investor Account Participation is used to define which part of the achieved
profit or loss in the PAMM Manager Account will be distributed to each PAMM Investor
Account.

8.2 Calculation of the Investor Account Participation is produced during each PAMM
Manager Account cut-off (Rollover), using the following formula:
Investor's Account Participation = Investor's Equity / Sum of all Investors Equities
where:
Investor's Equity = Investor's funds after the distribution of all P&L based on their
previous Participation in the PAMM Manager Account.

8.3 If the Equity of a PAMM Investor Account drops below US$ 5 (or equivalent in
other currency) then such PAMM Investor Account may be removed from the PAMM
Manager Account and the remaining funds will no longer be available for trading.

9. Rollover
9.1 Rollover is a procedure performed by the PAMM system every hour, it may take
a few seconds or several minutes depending on the server workload.

NOTE: In the event of unstable market conditions (i.e. scheduled market news) or other
exceptional circumstances the Company may alter the Rollover time without notice.

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9.2 Rollover is usually carried out during trading hours (Monday – Friday), but it may
be performed during weekends too.

9.3 Each Rollover includes:


(a) Freezing and virtual closure of all open trades;
(b) The distribution of the P&L (Profit/ Loss) based on the virtual closing value of the
open trades at that time as well as the distribution of the P&L of all trades closed after
the last Rollover;
(c) Processing of Pending Deposits (along with any Deposit fees if applicable);
(d) Processing of Pending Withdrawals (along with any Withdrawal fees if applicable);
(e) Recalculation of Participation;
(f) Reopening of transactions virtually closed in (a) at the same price;
(g) Processing of Management and Performance Fees at the end of the Trading
Interval (if applicable).

NOTE: When a PAMM Investor requests a withdrawal, it will be processed during Rollover
operations. Withdrawal requests sent after 24:00 server time will be processed at the
following day's rollover after the PAMM Manager confirmation.

9.4 Calculation of the positions, acquired profit and loss, and the payment for
overnight positions carrying is calculated for each Managed Account based on the
Investor Account Participation.

9.5 In the event that a withdrawal is requested by an Investor while there are open
trades in the corresponding PAMM Manager Account but through the Withdrawal
request insufficient margin remains to hold the open positions, then there could be an
automated lot size reduction. It is the PAMM Manager duty to ensure that they are
aware of the pending withdrawals and manage their trading volumes accordingly in
order to avoid any stop-outs occurring due to insufficient margin being held on the
account.

NOTE: When partial trade reduction is impossible due to the MT4 minimum contract size, the
trade will be fully closed.

10. Deposits
10.1 A PAMM Manager willing to invest his/her own funds in the PAMM Account has
to open a PAMM Investor Account and deposit a sum of money that is equal to or
higher than the Minimum Deposit Amount. This sum will be reflected in the PAMM

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Manager's Capital Account. This account will be opened after completing the
registration of the PAMM Manager Account.

10.2 Investors can deposit into their PAMM Investor Accounts via the web PAMM
panel for which the relative login credentials are provided by the Company. They can
decide to allocate their funds in only one or multiple PAMM Manager Accounts at their
discretion by subscribing to the relative PAMM Offers.

10.3 The PAMM Manager Account will be fully activated only upon depositing
sufficient funds (equal to or higher than the corresponding Minimum Deposit).

10.4 Deposits into PAMM Manager Accounts are usually processed at Rollover time.
Open trades will automatically be reflected in the Investor Account at the current
market price at the time of Rollover. Trade Participation is only reflected following the
Rollover. So, a new Investor will receive the P&L distributions from the first Rollover
after Deposit and will not receive any P&L resulting from the trading activity of the
PAMM Manager that happened before the first deposit.

10.5 The value of the funds deposited cannot be lower than the Minimum Deposit.

11. Withdrawals
11.1 The PAMM Manager can request the withdrawal of funds from his Owner
Account as long as this action does not bring the trading account balance below the
minimum deposit before trading starts and/or it causes an unfair loss in the trading
account that will be reflected in the PAMM Investors’ Accounts. The withdrawal has to
be requested via the PAMM Manager Account section within the PAMM Manager web
panel.

11.2 At any time, the PAMM Investor can request the withdrawal of funds through
the PAMM Investor web panel.

11.3 After the PAMM Manager confirmation, the PAMM Investor withdrawals are
processed at the next Rollover.

11.4 Early Withdrawal fees will be applied if applicable (according to the terms of
the Offer subscribed).

11.5 PAMM Investors can call off a withdrawal request any time before Rollover.

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11.6 PAMM Investors can request to withdraw only amounts that are equal to or
smaller than the equity in their PAMM Account.

11.7 In the event that a PAMM Investor wants to withdraw all the funds present in a
PAMM Account then that PAMM Account may be closed by the Company at its sole
discretion. The reinvestment into the same PAMM Account can only be made after
contacting the Company's PAMM department.

12. Early Withdrawal Fees


12.1 Early Withdrawal Fees are applied in case a PAMM Investor requests a
withdrawal before the end of the Trading Interval according to the terms of the Offer
subscribed. The Trading Interval is specified in the Offer that the PAMM Investor
subscribes at the time of the first deposit.

12.2 The Early Withdrawal Fee is a percentage calculated from the withdrawal
amount. The formula used to calculate the Withdrawal fee is:
Early Withdrawal Fee = Withdrawal Amount * Penalty Fee % (as specified in the
Offer).

13. PAMM and Fees Calculations


13.1 The PAMM system calculates the Investors balance using the following formula:
Investor Equity = Deposit - Withdrawals + Profit/Loss – Fees
Investors Equity = sum of all funds due to investor
Profit/Loss = the value of the Profit/Loss created within the PAMM Account.
Fees = Deposit Fees, Withdrawal Fees, Management Fees and Performance Fees

13.2 The Performance Fee payable to the PAMM Manager (from the achieved Profit
during the Trading Interval) is calculated using the following formula: Performance Fee
= (Trade Profit – Trade Loss) * Success Fee %

NOTE: If the performance for the Trading Interval is negative then this amount is carried over
to the next Trading Interval (“High Watermark” principle).

14. PAMM Manager's Obligations


14.1 The PAMM Manager, acknowledging all the risks of trading, carries out activities
aimed and focused on increasing the equity of the PAMM Account (representing the
sum of the Investors’ funds). If the Company discovers that the PAMM Manager is

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procuring losses/damages to the Company and/or does not act in the PAMM Investors'
interest then it reserves at its sole discretion the right to:
(a) inform the PAMM Investors; and/or
(b) suspend the trading activity of the PAMM Manager; and/or
(c) close the PAMM Account and block the operations of the PAMM Manager, and/or
(d) decide not to pay any Fees to the PAMM Manager, and/or
(e) use such Fees to refund PAMM Investors’ losses and/or compensate Company’s
losses of any kind resulting from the actions of the PAMM Manager or his/her
introduced clients or PAMM Investors.

14.2 The PAMM Manager confirms that:


(a) He/she meets all the requirements of Futures, CFDs, Margined Foreign Exchange
and other derivatives trading, tax and civil law of the jurisdiction of his/her residency
and possesses all necessary authorizations, approvals, permits, licenses, registrations
and consents from each relevant regulatory body/authority necessary to enable
him/her to lawfully enter into this Agreement and to perform the entire duties and
obligations hereunder and upon the terms and conditions of this Agreement and
he/she shall at all times whilst this Agreement remains in effect, comply with all
relevant rules and the conditions attaching to such authorizations, approvals, permits,
licenses or consents and with any laws, rules, regulations or requirements of all
relevant governments, agencies, bodies or institutions so far as they relate to the
performance by him/her of his/her duties and obligations, and the PAMM Manager
covenants to inform the Company of any actual or likely change in such status. The
PAMM Manager will disclose to the Company details of any investigation by any
regulatory body/authority into the PAMM Manager's affairs and will disclose to the
Company, prior to the execution of this Agreement, details of any past investigation
into the PAMM Manager's affairs by any regulatory body/authority and details of any
sanctions or penalties imposed on the PAMM Manager by any legal or regulatory
body/authority within the past five (5) years. The Company is not responsible for
ensuring that the PAMM Manager is licensed or authorized to carry out the activities
contemplated by this Agreement. However, the Company reserves the right to make
proper enquiries of the PAMM Manager and/or relevant regulatory authorities to
establish that the PAMM Manager does hold any required permissions. At the request
of the Company, the PAMM Manager shall supply details and evidence to the Company
of his/her legal and/or regulatory status and of the licensing and/or authorization
requirements applicable to his/her activities (if any);
(b) All the personal data sent to the Company before obtaining the status of the
Client and the registration of the PAMM Account is valid and accurate;

11
(c) All documents regulating and explaining trading and non-trading operations
together with these Terms were thoroughly read and understood;
(d) He/she is aware of all of the risks and impacts of trading on the financial markets
and such risks are well understood;
(e) He/she shall operate in good faith and in the best interest of the PAMM Investors;
(f) He/she shall not “churn the trading account” (or in other words open and close
many trades for the purpose of gaining commission rebates, whether in the form of
spread mark-ups or commission per lot mark-ups);
(g) He/she shall use every effort to ensure that any potential client introduced to the
Company fully understands the nature of the services that may be supplied by the
Company itself and any ongoing obligations or liabilities which may be imposed
including taking all reasonable steps to ensure that any potential client is given (in a
comprehensible way) all the information needed by them to enable them to make a
balanced and informed decision concerning the services provided by the Company; (h)
He/she shall immediately inform the Company of any material circumstances, which
become known to him/her, in respect of any PAMM Investor which would potentially
influence the Company's agreement to maintain and operate an Account for the
PAMM Investor concerned;
(i) The entry of the PAMM Manager into this Agreement and the performance of its
obligations do not conflict with nor result in a breach or constitute a default under the
terms of any other, agreement, arrangement or understanding to which the PAMM
Manager may be a party.

14.3 The PAMM Manager agrees that he/she would be pledged to autonomously
straighten out all possible claims or complaints against him by Investors or from the
governing authorities, and under no circumstances would the Company, its owners,
directors, representatives or employees be involved in such legal matters.

14.4 The PAMM Manager must continuously observe, monitor and manage the
respective PAMM Accounts he/she manages.

14.5 The PAMM Manager is obliged to assure full confidentiality of access details to
the PAMM Account. All the complaints regarding any unauthorized access to the
PAMM Account or trading platform will be denied if the server logs information prove
that the actual password and login numbers were used for this access.

14.6 The PAMM Manager agrees that he/she has no right to:
(a) Represent himself/herself as the Company's affiliate, publicly or otherwise, in

12
contracts and agreements either verbally or in writing;
(b) Use the Company name, trademark, logo or any other intellectual property in any
documents, websites or any other material without the prior written consent of the
Company;
(c) Present statements, calculations or obligations on behalf of the Company on any
public means of communications (such as forums, journal articles, books presentations,
television, radio, internet, etc.);
(d) Make any false or misleading statement about the PAMM Accounts he/she
manages;
(e) Make any claim to the Company for any costs incurred by the PAMM Manager. In
addition, the Company is not responsible for providing the PAMM Manager with
premises, data systems, any secretarial, book-keeping or recordkeeping services to
assist in carrying out this Agreement.

14.7 The PAMM Manager agrees that if as a result of his activities the Company is
presented with any claims, he is obliged to settle all financial claims at his own expense
(including all balances in his trading account(s) with the Company). In such events, all
Managers' withdrawal requests will be cancelled and will not be executed until the full
resolution of the dispute.

14.8 The PAMM Manager agrees that this Agreement is and will at all times
constitute a legal, valid and binding obligation on the PAMM Manager.

15. PAMM Investor's Obligations


15.1 The PAMM Investor confirms that:
(a) he/she meets all the requirements of Futures, CFDs, Margined Foreign Exchange
and other derivatives trading, tax and civil law of the jurisdiction of his residency;
(b) all the personal data provided to the Company before obtaining the status of
Client and the registration of the PAMM Investor Account is valid and accurate;
(c) all documents regulating and explaining trading and non-trading operations as
well as these Terms were thoroughly read and understood;
(d) he/she is aware of all of the risks and impacts of trading on the financial markets
and such risks are well understood;
(e) he/she hereby specifically acknowledges and agrees that there is an inherent
conflict of interest in paying the PAMM Manager any Fee described in this Agreement
and/or a per-trade commission, whether in the form of spread mark-up or commission
mark-up per lot (such per trade commission can be disclosed upon request if not
known by the PAMM Investor).

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15.2 The PAMM Investor pledges to pay all fees as specified in the accepted offer, such
as:
(a) Deposit Fees;
(b) Withdrawal Fees;
(c) Management Fees; and
(d) Performance Fees.

15.3 The PAMM Investor acknowledges that all claims and complaints by third
parties that may emerge as a result of his trading activities will be settled
autonomously by himself/herself and at his/her own expense.

15.4 The PAMM Investor accepts the obligation to provide to the PAMM Manager
full confidentiality of access details to his/her personal PAMM Investor Account. All
complaints regarding any unauthorized access to the PAMM Investor’s Account and/or
trading platform will be denied if the server logs information prove that the actual
password and login were used for this access.

15.5 The PAMM Investor accepts full responsibility and liability for all instructions
and for all transactions that may be entered into as a result of his subscription of the
PAMM Offer and will indemnify VT Markets and keep it indemnified against any loss,
damage or expense incurred by it as a result of its acting on such instructions. This
indemnity shall be effective:
(a) whatever the circumstances giving rise to such loss, damage or expense;
(b) whatever the knowledge, acts or omissions of the Company in relation to any
other account held by any other person or body (including the PAMM Manager) with
the Company;
(c) the Client further agrees that this indemnity shall extend to loss, damage or
expense incurred by the Company in reversing incorrect or erroneous instructions
submitted by the PAMM Manager that result in a transaction that must, for the
protection of the Company or its other customers or for the reasons of market integrity,
be reversed.

15.6 The PAMM Investor acknowledges and accepts the inherent risk that online or
electronic communications may not reach their intended destination or may do so
much later than intended for reasons outside his/her control. The PAMM Investor
accepts that he/she bears the risk of the PAMM Manager’s instructions being lost for
any reason whatsoever, including but not limited to malfunctions in any electronic or

14
online trading system.

15.7 The PAMM Investor acknowledges and accepts that, in providing an electronic
or online trading system to the PAMM Manager, VT Markets has the right but not the
obligation to set limits, controls, parameters and/or other controls on the PAMM
Manager’s ability to use such a system. The PAMM Investor accepts that if the
Company chooses not to place any such limits or controls on the PAMM Manager’s
trading, or if such limits or controls fail for any reason, the Company will not exercise
oversight or control over such instructions given by the PAMM Manager and the
PAMM Investor accepts full responsibility and liability for the PAMM Manager’s actions
in such circumstances.

15.8 The PAMM Investor acknowledges that he/she will remain liable for all
instructions given to VT Markets and/or the PAMM Manager prior to the revocation of
this Agreement being effective and that he/she will be responsible for any losses which
may arise on any transactions which are open during such time. The PAMM Investor
will indemnify and keep the Company indemnified in respect of any such losses.

15.9 The PAMM Investor agrees that this Agreement is and will at all times constitute
a legal, valid and binding obligation on the PAMM Investor.

16. Extent of Liability


16.1 Both the PAMM Manager and the PAMM Investor hereby agree to indemnify
VT Markets, its directors, officers, agents and employees and hold the Company, its
directors, officers, agents and employees harmless at all times against any liabilities,
actions, losses, costs, damages, expenses, penalties, claims or demands of whatever
kind (including but not limited to any action taken by any regulatory body/authority
against the Company by virtue of any act or omission of the PAMM Manager and/or
PAMM Investor) ("Losses") which the Company, its directors, officers, agents and/or
employees suffer or incur arising out of this Agreement or in the course of or as a
consequence of any act or omission of the PAMM Manager or PAMM Investor or any
of their employees or representatives or agent on their behalf otherwise performing
or purporting to perform or failing to perform their duties and obligations hereunder.

16.2 The indemnity in clause 16.1 shall not be construed as implying any exclusion
of or limitation on any contractual liability which the PAMM Manager or the PAMM
Investor may incur under this Agreement and is without prejudice to any other rights
or remedies of the Company, whether under this Agreement or otherwise.

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17. Force Majeure
VT Markets will incur no liability whatsoever for any partial or non-performance of the
provision of its services related to this Agreement by the reason of any cause beyond
its reasonable control including but not limited to any communications, systems or
computer failure, market default, suspension, failure or closure, or the imposition or
change (including a change of interpretation) of any law or governmental or regulatory
requirement and VT Markets shall not be held liable for any loss that the Parties may
incur as a result thereof.

18. Governing Law and Jurisdiction


18.1 This Agreement and any dispute or claim arising out of or in connection with it
or its subject matter or formation (including non-contractual disputes or claims) shall
be governed by and construed in accordance with the law of Cayman Islands.

18.2 The Parties irrevocably agree that the courts of Cayman Islands shall have
exclusive jurisdiction to settle any dispute or claim that arises out of or in connection
with this Agreement or its subject matter or formation (including non-contractual
disputes or claims)

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