CMC STB TCS PDF

2 October 2019
AFSL No. 246381 and ABN 69 081 002 851

Terms and Conditions
Table of contents
A. General Terms and Conditions ......................... 3 41 Authority .....................................................14
42 Nature of the Broker’s obligations ..............14
1 Definitions .....................................................3 43 Rights of client ............................................14
2 Interpretation ...............................................5 44 Dealing as principal .....................................14
3 Rules and regulations ....................................5 45 Client funds and property ...........................14
4 Appointment of Authorised Agents ..............5 46 Deposits and margins ..................................14
5 Joint accounts ...............................................5 47 Cover ...........................................................15
6 Instructions and Orders ................................5 48 Equitable mortgage of Collateral ................15
7 Confirming Transactions ...............................6 49 Collateral to be sponsored by the Broker ...15
8 Cancellation of orders and Transactions .......6 50 Default ........................................................15
9 Brokerage, fees and commission 51 Appointment of ASX Clear and its directors
arrangements .......................................................6 and managers as agent ......................................16
10 Bank Account and Cash Account ...................6 52 Right to refuse to deal .................................16
11 Settlement of purchases ...............................6 53 Termination of Part D of this Agreement ....16
12 Settlement of sales .......................................7 54 Revised terms prescribed by an Exchange or
13 Failure to settle or other breach ...................7 ASX Clear ............................................................16
14 No personal advice provided ........................7 55 Change of Participant ..................................16
15 Short selling and disclosures in respect of
sale Orders ...........................................................7 E. Warrant Agreement ........................................17
16 Information, telephone recording and
56 Acknowledgements by Client ......................17
privacy ..................................................................8
17 Anti-money laundering and counter- F. Dealing In Partly Paid Securities ......................17
terrorism financing...............................................8
18 Representations and warranties ...................9 57 Meaning of Partly Paid Security ..................17
19 Principal trading by Broker............................9 58 Acknowledgements by Client ......................17
20 Allocation policy ............................................9 G. CHESS Sponsorship Agreement .......................17
21 Variation......................................................10
22 Termination.................................................10 59 Interpretation .............................................17
23 Notices ........................................................10 60 Acknowledgements by Client ......................17
24 Indemnity ....................................................10 61 Broker’s and Client’s rights and obligations 18
25 Limitation of liability ...................................10 62 Information .................................................18
26 Complaints and Compensation 63 Exchange Traded Options, pledging and sub-
Arrangements ....................................................11 positions .............................................................18
27 Assignment .................................................11 64 Fees and indemnities ..................................18
28 Entire agreement ........................................11 65 Change of Controlling Participant ...............18
29 Governing law .............................................11 66 Complaints and compensation ...................19
67 Suspension from CHESS ..............................19
B. Online trading ................................................. 11 68 Loss of legal capacity ...................................19
30 Security information ...................................11 69 Termination.................................................20
31 Online trading rules.....................................12 70 Variation......................................................20
32 Additional trading rules for Automated Order 71 Broker’s contact details...............................20
Processing ..........................................................12 72 Availability of executed Sponsorship
33 Electronic communications .........................12 Agreement .........................................................20
C. Conditional Orders ......................................... 13 H. Trading in International Securities ..................20

34 Placing a Conditional Order ........................13 73 Applications and documentation ................20
35 Variation or cancellation of a Conditional 74 Service Providers .........................................20
Order ..................................................................13 75 Orders .........................................................20
36 Linked Orders ..............................................13 76 Custodian ....................................................20
37 One Cancels the Other Orders ....................13 77 Corporate Actions .......................................21
38 Triggering a Conditional Order ....................13 78 Fees and Currency Conversions ..................21
79 Cash Account and Bank Account .................21
D. Trading in Derivatives Products ...................... 13 80 Tax ...............................................................21
81 Client warranties and acknowledgements ..22
39 Application of Rules ....................................14
82 Limitation of liability for International
40 Client documentation and
Securities ............................................................22
acknowledgements ............................................14
This agreement is made between the Broker and the Client ASX Settlement means ASX Settlement Pty Ltd (ABN 49 008 504
( ). This Agreement comes into effect when the Broker 532) or another settlement facility approved to settle Transactions.
accepts an application from the Client to open a Trading Account in
the name of the Client, following the receipt by the Broker of an ASX Settlement Rules means the operating rules, procedures,
directions, decisions, requirements, customs, usages and practices
Application Form from the Client. This Agreement comprises a
number of separate parts: of ASX Settlement, as amended from time to time.
ASX Transaction means a transaction to which the ASX Rules and
Part A General Terms and Conditions the ASIC Rules apply.
This part applies to all Trading Accounts.
Authorised Agent means the person (if any) described as the
Part B Online Trading authorised agent of the Client in the Application Form or another
person notified by the Client to the Broker under clause 4.
This part applies if the Broker allows the Client to use its Online
Service. Automated Order Processing means the process by which the
O and if
Part C Conditional Orders accepted for submission into the relevant Exchange System by the
Broker, submitted as corresponding trading messages without
This part applies if the Broker allows the Client to use its
being re-keyed by a designated trading representative (DTR) of the
Conditional Order service.
Broker.
Part D Trading in ASX Derivatives Products Bank Account means an account (that may be opened or closed
This part applies if the Client opens an account with the Broker for by the Broker on behalf of the Client) with an authorised deposit-
the trading of ASX Derivatives Products (as defined in Part D). taking institution (within the meaning of the Banking Act 1959 (Cth))
(other than the Cash Account) that can be linked to the platform.
Part E Warrant Agreement
Broker, we or us means CMC Markets Stockbroking Limited (ABN
This part applies if the Client instructs the Broker to deal in 69 081 002 851).
Warrants.
Business Day has the meaning given to it in the ASX Clear Rules.
Part F Partly Paid Securities
Cash Account means the CMC Markets Cash bank
This part applies if the Client instructs the Broker to deal in Partly account as further described in CMC Markets Cash Account
Paid Securities . Product Information Statement or Product Disclosure Statement
(as applicable) available on the Website that may be opened or
Part G CHESS Sponsorship Agreement closed by the Broker on behalf of the Client.
This part applies if the Client wishes to appoint the Broker as its Cash Cover has the meaning given to it in the ASX Clear Rules and
Controlling Participant to establish and control holdings of financial means the cash balance credited by ASX Clear to a Participant to
products for the Client in CHESS. satisfy the amount determined by ASX Clear under ASX Clear Rule
14.6.1.
Part H Trading in International Securities
CHESS means the Clearing House Electronic Sub-register System,
This part applies if the Client instructs the Broker to deal in operated by ASX Settlement.
International Securities.
CHESS Holding
A. General Terms and Conditions products in CHESS which holding is identified by a HIN which the
Client has provided to the Broker or which is notified in writing by
1 Definitions the Broker to the Client after this Agreement commences.
In this Agreement the following terms have the meanings set out Chi-X means Chi-X Australia Pty Ltd
below:
Chi-X Rules means the operating rules, procedures, directions,
Application Form means the application form or application forms
requirements, customers, usages and practices of Chi-X, as
completed by the Client and given to the Broker, requesting that
amended from time to time.
the Broker open one or more Trading Accounts.
Chi-X Transaction means a transaction to which the Chi-X Rules
AQUA Product means an Approved Financial Product that is
and the ASIC Rules apply.
admitted under the ASX Operating Rules, and is a Managed Fund
Product (as defined in the ASX Operating Rules) which form part of Claim means a claim, action, proceeding or demand made against
the person concerned, however it arises and whether it is present
or future, fixed or unascertained, actual or contingent.
ASIC means the Australian Securities and Investments
Commission. Clearing Participant has the meaning given to it in the ASX
Settlement Rules.
ASIC Rules means the ASIC Market Integrity Rules (Securities
Markets) 2017 as amended or replaced from time to time. Client, or you means the person or persons described as the client
or an Authorised Agent in the Application Form.
ASX means the ASX Limited (ABN 98 008 624 691).
Collateral has the meaning given to it in the ASX Clear Rules and
ASX Clear means ASX Clear Pty Ltd (ABN 48 001 314 503) or
means property acceptable to ASX Clear, secured by any person in
another clearing facility approved to clear Transactions.
favour of ASX Clear in respect of some or all of the obligations of a
ASX Clear Rules means the operating rules, procedures, Participant to ASX Clear (such as the Broker) and includes Cover as
directions, decisions, requirements, customs, usages and practices defined under the ASX Settlement Rules.
of ASX Clear, as amended from time to time. Conditional Order means an instruction the Client gives to the
ASX Rules means the operating rules, procedures, directions,
decisions, requirements, customs, usages and practices of ASX, as behalf:
amended from time to time. (i) when the Trigger occurs; and
CMC Markets Stockbroking Limited | Terms and Conditions 3

(ii) in accordance with the Specified Instructions. Mandatory Corporate Action means an action taken by a
Confirmation means a confirmation issued by the Broker in company which affects all holders of International Securities in that
respect of a Transaction. company.
NGF means the National Guarantee Fund administered by SEGC.
Corporations Act means the Corporations Act 2001 (Cth) and any
regulations made under it as amended and in force from time to One Cancels the Other Order means a pair of Conditional Orders
time. either of which will cancel the other Order in the pair if it meets the
Trigger.
Cover has the meaning given to it in the ASX Clear Rules and
generally means Cash Cover and Collateral. Online Service means the online trading and information service
provided by the Broker to the Client and includes the Automated
Currency Conversion means the purchase of foreign currency by Order Processing facility.
the Broker on behalf of the Client when entering into Transactions
of International Securities. Order means any order placed by the Client with the Broker to
Custodian means the Broker. purchase or sell or otherwise deal in a Transaction.
Default has the meaning given to it in clause 50.1. Partly Paid Security means a financial product quoted on an
Derivatives CCP Contract means a contract which arises as Exchange for which the holder may be liable to pay a call or instalment
between the Broker and ASX Clear under the ASX Clear Rules when in accordance with the terms of issue and for which an amount remains
a Derivatives Transaction is registered with ASX Clear. unpaid, but does not include a quoted product issued by a no liability
company or a Derivatives Product.
Derivatives Transactions means transactions in Exchange
Traded Options and other Derivatives Products. Rules mean the ASX Rules, the Chi-X Rules, the SSX Rules, the
ASIC Rules, the ASX Clear Rules and the ASX Settlement Rules (as
Discretionary Order means an Order in which the Client has
applicable) and the rules of any relevant International Exchanges.
requested that the Broker exercises discretion as to certain
conditions of the Order (i.e. price and/or volume). Security Information means any
password or trading PIN.
Exchange means ASX, Chi-X, SSX and any International
Exchange SEGC means Securities Exchange Guarantee Corporation Limited
(ABN 008 626 793).
Exchange System means any computer system utilised by ASX,
Chi-X, SSX, ASX Clear or ASX Settlement in connection with trading, Settlement Date in relation to a Transaction means the date
matching, price reporting, clearing, settlement or registration. specified on the relevant Confirmation, or if no date is specified,
the date determined in accordance with the Rules.
Intellectual Property Rights means any and all:
Settlement Account means a Cash Account, a Bank Account, a
(i) intellectual property rights, including copyright and related
margin lending facility with a supported lender, or a delivery versus
rights, patents, utility models, trademarks, service marks, trade
payment (DvP) settlement facility with an authorized settlement
names, domain names, moral rights, trade secrets, rights to
participant, which may be used to settle the obligations of the
inventions, logos, rights in get-up, goodwill and the right to sue
Client arising out of Transactions made by or on behalf of the Client
for passing off and unfair competition, rights in computer
in connection with this Agreement.
software (including to the source code and object code),
inventions, semi-conductor topography rights, database rights, Settlement Time in relation to a Transaction means the time on
rights in databases, rights in designs, design rights, know-how the Settlement Date specified on the relevant Confirmation, or if no
and confidential information whether in software or otherwise time is specified, the time determined in accordance with the Rules.
and whether registered or unregistered;
Specified Instructions means, in relation to a Conditional Order,
(ii) applications for registration, and the right to apply for the instruction as to the price at which an Order is to be placed
registration, renewal or extension of any of these rights, the when the Trigger occurs, which may be an instruction to place an
rights to claim priority from any such rights; and Order:
(iii) any and all other intellectual property and proprietary rights (i) at a Limit Price;
and equivalent forms of protection or of similar effect existing, (ii) at market; or
now or in the future, anywhere in the world. (iii) on any other basis permitted by the Broker.
International Exchange means an Exchange other than ASX, Chi- SSX means the Sydney Stock Exchange (previously APX or Asia
X and SSX in which we are able to accept Orders of International Pacific Stock Exchange).
Securities from time to time. A list of International Exchanges is
available on our Website. SSX Rules means the operating rules, procedures, directions,
International Exchange Transaction means a transaction to decisions, requirements, customs, usages and practices of SSX, as
which the rules of an International Exchange apply. amended from time to time.
International Securities means securities listed on an SSX Transaction means a transaction to which the SSX Rules and
International Exchange upon which the Broker allows the Client to the ASIC Rules apply.
enter into buy and sell Orders.
Sub-Custodian means BNP Paribas Securities Services or any
Limit Price means the minimum price at which the Broker is other sub-
instructed to sell, or the maximum price at which the Broker is the Sub-Custodian includes a reference to any sub-custodian
instructed to purchase. appointed by the Sub-Custodian.
Linked Order means a Conditional Order which is linked to a
Sub-position has the meaning given to it in the ASX Settlement
previous order.
Rules.
Loss, in relation to a person means a damage, loss, cost, expense
Trading Account
or liability incurred by the person, however it arises and whether it
Broker.
is present or future, fixed or unascertained, actual or contingent
and includes any loss of profit and opportunity cost. Transaction means an ASX Transaction, Chi-X Transaction, a SSX

Transaction or an International Exchange Transaction. appointment of an Authorised Agent and substitute another
person as an Authorised Agent. Where another person is appointed
Trigger means criteria (for example a price or some other fact or Authorised Agent, the notice must include the full name, telephone
event) specified by the Client that is acceptable to the Broker, number, fax number, email address and specimen signature of that
which, when satisfied, causes the Broker to place an Order to enter
person and the notice must be verified by the Authorised Agent
into a Transaction. and, in the case of a corporate Client, by a director of the Client.
Website means cmcmarkets.com.au 4.4 The Broker may treat a communication given, or apparently
given by an Authorised Agent as having been given by the Client,
2 Interpretation
and rely on that communication without further enquiry.
2.1 The following rules apply when interpreting this Agreement:
4.5 The Client is and remains solely liable and responsible for all
(a) Headings are for reference only and do not in any way acts and omissions of its Authorised Agent notwithstanding the
affect the meaning of this Agreement. act or omission of the Authorised Agent was:
(b) Unless the context requires otherwise or a word is defined (a) outside their actual or ostensible authority; or
in this Agreement, words defined in the Corporations Act,
(b) in error, fraudulent, negligent, in breach of its fiduciary duties
or the Rules have the same meaning in this Agreement.
or criminal, but only to the extent the Broker was not actually
(c) The single includes the plural and vice versa. aware the Authorised Agent was acting outside authority or
(d) Unless the context otherwise requires, a reference to any aware of any fraud, negligence or breach.
legislation or legislative provision includes any statutory
4.6 The Client agrees not to make, and releases the Broker from
modification or re-enactment of, or legislative provision
any right the Client may have to make, any Claim against the Broker
substituted for, and any subordinate legislation issued
for any Loss incurred or suffered by the Client which may arise in
under that legislation or legislative provision.
connection with any act or omission by the Authorised Agent but
(e) Each part of this Agreement is severable from the balance only to the extent the Broker was not actually aware the Authorised
of this Agreement and if any part of the Agreement is Agent was acting outside authority or of any error, fraud, negligence
illegal, void, invalid or unenforceable, then that will not or breach.
affect the legality, effectiveness, validity or enforceability
of the balance of this Agreement. 5 Joint accounts
(f) No failure by the Broker to exercise, and no delay by the If more than one person constitutes the Client (including for
Broker in exercising, any right, power or remedy in example if the relevant Trading Account is a joint account, or if the
connection with this Agreement will operate as a waiver of Client is a partnership or otherwise comprises more than one
that right, power or remedy. No single or partial exercise of person), then each person constituting the Client is jointly and
any right, power or remedy will preclude any other or severally liable under this Agreement, and the Broker may act on
further exercise of such right, power or remedy or the the instructions of any one of those persons.
exercise of any other right, power or remedy.
(g) This Agreement is not to be interpreted against the 6 Instructions and Orders
6.1 The Client may from time to time place Orders with the Broker
these provisions or because the Broker relies on a to enter into Transactions. Subject to this Agreement, the Broker
provision of this Agreement to protect themselves.
2.2 Where any term of Part A of this Agreement is inconsistent in finan , or,
with a specific provision in Parts B, C, D, E, F, G or H which is part of where no specific instructions are provided, at the discretion of the
the Agreement between the Broker and the Client, the specific Broker in accordance with applicable Rules and any applicable
provision shall prevail over the term in Part A with which it is policies of the Broker.
inconsistent, to the extent of the inconsistency. 6.2 The Broker will use its reasonable endeavours to execute or
in accordance with
3 Rules and regulations Website.
The Client and the Broker agree that the terms of their relationship Without limiting clause 25, the Broker will not be responsible for
in respect of Transactions (including this Agreement) and any delays or errors in the
dealings between them concerning Transactions are subject to, instructions (except to the extent that responsibility can not be
and that they are bound by, the Corporations Act and the Rules. excluded by law).
6.3 The Broker may, acting reasonably, decline instructions
4 Appointment of Authorised Agents provided by or on behalf of the Client at any time. The Broker is not
4.1 The Client appoints the Broker as its agent for the purpose of required to provide a reason for declining any instructions.
executing Orders as instructed by the Client from time to time , 6.4 The Client acknowledges that the Broker has no obligation to
clearing and settling such Transactions, and to do all things resubmit any Orders purged from any trading facility operated by
necessary or incidental to the execution, clearing and settlement of an Exchange.
those Transactions in accordance with the terms of this
6.5 The Client acknowledges that unexecuted Orders in respect of
Agreement. The Client authorises the Broker to:
some financial products (such as Warrants and Derivatives
(a) open one or more Trading Accounts for the Client, as requested Products) may be purged by an Exchange at the end of the relevant
in the Application Form or otherwise in writing; and Business Day.
(b) act on the instruction of the Client or any person appointed as 6.6 The Client must not instruct the Broker to submit an Order to
an Authorised Agent under this clause 4. enter into a Transaction which would breach or cause the Broker to
breach the Corporations Act, any other applicable laws or the Rules
4.2 The Client may authorise anot Authorised Agent including, without limitation, any law or rules in relation to:
to give instructions and place O
(a) market manipulation, false trading, market rigging, fictitious
Client must notify the Broker in the Application Form or otherwise
transactions, wash trading or matching of orders;
in writing of any such authorisation, setting out the name and
specimen signature of the Authorised Agent. (b) insider trading;
4.3 The Client may at any time, by notice to the Broker, revoke the (c) short selling (including any requirement referred to in clause

15); (a) brokerage at such rates as the Broker may determine and
(d) creating a disorderly market or otherwise prejudicing the notify the Client from time to time; and
integrity or efficiency of the market; or (b) any fees, taxes, stamp duty or other charges as may from
(e) misleading or deceptive conduct. time to time be levied on or in connection with any dealings
6.7 The Client undertakes to ensure that it does not knowingly
give to the Broker an Order that, if executed, will result in there The amount of brokerage payable by the Client to the Broker in
being no change of beneficial ownership of the relevant financial respect of any Transaction will be set out in the Confirmation of
product that is the subject of the Order. that Transaction or as otherwise notified by the Broker to the
Client.
7 Confirming Transactions 9.2 The Client acknowledges that:
7.1 The Broker will confirm the execution of Transactions in (a) the Broker may receive commissions and other benefits
accordance with the requirements of the Corporations Act and the from other parties in relation to Transactions the Broker
Rules. ding for example,
7.2 The Broker is authorised to, but not required to, send commissions or benefits from the operator of any Cash
Confirmations electronically, if the Client has requested in writing Account or the issuer of various financial products, such as
(for example, in the Application Form) that the Broker does so and Warrants. The Broker is entitled to retain such
has not revoked that request. commissions and benefits.
7.3 Where your Order is executed by multiple Transactions, (b) if the Broker opens a Cash Account or Bank Account on the
including across multiple Exchanges, you authorise the Broker to
accumulate those Transactions on a single Confirmation and earned on the Cash Account or Bank Account;
specify the volume weighted average price for those Transactions. (c) if the Client has been referred to the Broker by another
7.4 All Confirmations are subject to the Rules and the correction of broker or other third party, that broker or third party may
errors and omissions. The Client must promptly check the accuracy receive benefits in the form of a commission or rebate from
of every Confirmation received from the Broker. The Client must the Broker; and
immediately notify the Broker if the Client becomes aware that (d) pursuant to clause 19.2, the Broker may receive
there is an error in the Confirmation. If the Broker does not receive commissions on Transactions between the Client and the
any such notification from the Client within 24 hours, the Client will
be taken to have accepted the accuracy of the Confirmation. Transactions between the Client and the Broker as
7.5 The Broker may, at any time, reissue a Confirmation in order to principal.
correct any errors or omissions.
10 Bank Account and Cash Account
8 Cancellation of orders and Transactions 10.1 The Broker may, on written notice to the Client open or close a
8.1 The Broker may request, agree to or effect the cancellation of Cash Account or a Bank Account on behalf of the Client for the
any Order or Transaction for any reason without the consent of the purposes of facilitating the settlement of Transactions entered
Client in circumstances including but not limited to: into by or on behalf of the Client. For the avoidance of doubt, this
(a) where the Broker considers the cancellation appropriate, includes instances where the opening and/or closing of a Cash
having regard to its obligations as a participant of ASX, Account or a Bank Account is as a result of such account being
Chi-X, SSX, ASX Clear or ASX Settlement or as the holder of transferred to a different authorised deposit taking institution, or
an Australian Financial Services Licence or the desirability moving to a different type of account.
of maintaining a fair and orderly market; 10.2 The Broker is not liable for any Loss suffered by the Client as a
(b) where ASX, Chi-X, SSX, ASX Clear or ASX Settlement result of any default by the provider of the Cash Account or the
requests or directs that the Order or Transaction be Bank Account.
cancelled; 10.3 The Broker is not obliged to execute any instructions provided
(c) where the Rules require or contemplate that the Order or by or on behalf of the Client unless the Client has opened a Cash
Transaction will be cancelled; or Account or a Bank Account.
(d) where the security or other financial product the subject of 10.4 The Client authorizes the Broker to:
the Order has been subject to a trading halt and the Client (a) debit any amounts owing to the Broker, or credit any
has not reconfirmed instructions. amounts the Broker owes to the Client, under these terms
8.2 The obligations of the Client and the Broker under this and conditions from or to the Cash Account and / or the
Agreement in relation to the settlement of a Transaction which is Bank Account; and
cancelled in accordance with clause 8.1, cease to apply in respect (b) access information about your Cash Account or Bank
of that cancelled Transaction from the time it is cancelled (whether Account from the Cash Account or Bank Account provider.
or not the Broker has given the Client a Confirmation in respect of
the Transaction). 11 Settlement of purchases
8.3 The Client acknowledges that under the Rules applicable to an 11.1 The Client agrees to and must ensure that all funds required
Exchange, the Exchange has a range of powers including the power by the Broker to settle a Transaction for the purchase of a financial
to cancel or amend a Transaction. The Client agrees not to make, product, and all brokerage, taxes, costs, duties and charges in
and releases the Broker from any right the Client may have to respect of that Transaction, are paid to or otherwise made
make, any Claim against the Broker for any Loss incurred or available for use by the Broker at the time the Order in respect of
suffered by the Client which may arise in connection with the that Transaction is processed unless otherwise agreed by the
exercise of any power pursuant to any Rules (whether or not the Broker and in any event prior to the Settlement Time. Payment in
Broker has given the Client a Confirmation in respect of the cash is not acceptable.
Transaction). 11.2 On the execution of a Transaction for the purchase of a
financial product, the Client acknowledges that that amount may
9 Brokerage, fees and commission arrangements Settlement Account of the Client. From that time,
9.1 The Client must pay to the Broker or as the Broker directs:

the Settlement Account. Only the Broker will be entitled to use would be required to pay on an overdraft facility with its
those funds for the purposes of settling the relevant Transaction then current bankers;
or otherwise as permitted under this Agreement. (e) charge interest on any debit balances in any Cash Account
11.3 The Client authorises the Broker to: or Bank Account;
(a) appropriate any credits, payments, receipts or amounts to (f) use its own securities or other financial products or obtain
which the Client is entitled (including amounts standing to securities or other financial products from third parties (by
the credit of any Cash Account or Bank Account); and an on-market purchase or otherwise) and use those
(b) set off those credits, payment, receipts or amounts securities or financial products to settle any sale executed
against any amount due or owing by the Client to the by the Broker on behalf of the Client;
Broker, whether under this Agreement or otherwise. (g) sell any securities or other financial products purchased on
11.4 The Broker is not required to transfer to the Client any behalf of the Client at the risk and expense of the Client;
securities or other financial products acquired or purchased by the (h) sell out any securities or other financial products otherwise
Broker on behalf of the Client, until the Broker has been paid all held on behalf of the Client and apply the proceeds to
amounts payable by the Client in respect of the relevant
acquisition or purchase.
11.5 Pending settlement by the Client, in accordance with the (i) apply any cash held by the Broker or to which the Broker
provisions of the Corporations Act, the relevant Confirmation has access, or payments received for or from the Client, to
constitutes notice to the Client that the Broker may deposit the reduce liability to the Broker;
securities or other financial products described in the Confirmation
(j) cancel any unexecuted Orders of the Client.
as security for a loan if the Broker has received and paid for them
on behalf of the Client. 13.2 Without limiting clause 24, the Client is responsible for and
indemnifies the Broker against all Losses arising in connection with
12 Settlement of sales any settlement failure referred to in clause 13.1 including, without
12.1 The Client must provide all documents and security holder limitation, brokerage, stamp duty, taxes, penalties, interest and
information (including its HIN or personal identification number and, legal costs (on a full indemnity basis).
if applicable, shareholder reference number) to the Broker prior to 13.3 The Client must pay or reimburse the Broker any amounts
the Settlement Time. covered by the indemnity under clause 13.2 (together with any GST
12.2 If the Client has appointed the Broker as payable on those amounts) immediately upon demand. The Broker
Participant under a Sponsorship Agreement on the terms of Part G may deduct any of those amounts (and any GST) from any sale
to hold financial products in CHESS, the Client irrevocably proceeds or other amounts otherwise payable to the Client.
authorises the Broker to apply any financial products held in the
settle any Transaction 14 No personal advice provided
for the sale of those financial products. 14.1 The Client acknowledges that the Broker provides an
12.3 Credits in respect of sales will not be made available to the execution and settlement only service, and does not provide
Client until the latest of: personal financial product advice.
(a) the Settlement Time; 14.2 The Client acknowledges that:
(b) the time at which all documents and security holder (a) any material or information made available or provided
information (required by clause 12.1) have been received by (whether in writing, electronically, orally, through the Online
the Broker; and Service or otherwise) to the Client, has not been prepared
taking into account or to take into account the particular
(c) all amounts due and payable by the Client to the Broker
investment objectives, financial situation or needs of the
have been paid.
Client, is not personal financial product advice and is not
12.4 All proceeds of sale to which the Client is entitled under this suitable to be relied upon by the Client as personal advice;
Agreement will be paid directly to the Client, and not to any third
(b)
party, unless the Client gives different instructions to the Broker.
product advice before making any investment or trading
decision; and
13 Failure to settle or other breach
(c) no warranty or representation is or has been made by or
13.1 If the Client fails to settle any Transaction in accordance with
on behalf of the Broker as to the current or future accuracy,
the relevant Confirmation and this Agreement, or if the Client fails
completeness or currency of that material or information.
to comply with any other term of this Agreement, the Broker may
do one or more of the following:
15 Short selling and disclosures in respect of sale
(a) pass on to the Client all costs incurred as a result of that Orders
failure;
15.1 The Client acknowledges that:
(b) in the case of a sale of financial products by the Client, buy
(a) the Broker does not endorse nor provide the facility for the
any financial products sold in order to cover the settlement
Client to execute short sales of securities or other financial
(with the Client being fully responsible for any Loss in
products unless otherwise agreed by the Broker and in
connection with such purchase) and recover any costs in
accordance with applicable Rules; and
so acting from the Client and the Client acknowledges and
agrees that the Broker may be obliged to do so under the (b) when placing an Order to sell financial products, the Client
Rules if the Client failed to settle the sale or ensure that (or the Authorised Agent of the Trading Account) must
the sale is settled by the fifth Business Day after the provide the Broker with all relevant information as required
relevant sale Order was executed; by the Corporations Act, any other applicable laws or the
Rules.
(c) charge an administration fee calculated by reference to the
additional cost which may be incurred by the Broker as a 15.2 When the Client places a sell Order with the Broker, the Client
must notify the Broker, whether the sale is a long sale or a covered
(d) levy a default charge on the amount from time to time short sale. For this purpose:
outstanding at a rate of up to the rate which the Broker (a) a long sale is a sale of financial products that the Client

already owns at the time the Client places the sale Order 16.4 The Broker may use or disclose any information about the
(but does not include financial products which the Client Client which is collected by the Broker from the Application Form or
has borrowed from a securities lender); and otherwise in accordance with an authority or consent given by the
(b) a covered short sale is a sale of financial products where Client. Without limiting the above, the Client specifically
the Client has, at the time of placing the sell Order, a legally acknowledges and agrees that the Broker may:
binding commitment from a securities lender to lend the (a) use the information to assess the application of the Client
financial products to the Client. to open a Trading Account;
15.3 The Client acknowledges that the Broker will not be permitted (b) use or disclose the information to a third party, (including
to execute a sale Order unless the Client has informed the Broker an overseas recipient or the operator of any Settlement
of the relevant category of sale in clause 15.2 to which the Order Account), in connection with the opening of a Settlement
relates. Account or in connection with any other services provided
to the Client, under or for the purposes of this Agreement;
15.4 The Client agrees that, each time the Client places a sale Order
and notifies the Broker of the relevant category of sale to which (c) use or disclose any such information to the extent required
the sale Order relates, the Client will be taken to have warranted by law or the Rules;
and represented to the Broker that the sale falls within the relevant (d) disclose any tax file number(s) provided by the Client to
category. any relevant person or share registry;
15.5 If the Client places the sale Order with the Broker by (e)
telephone, the Client may satisfy their disclosure obligations by reporting agencies;
(f) unless the Client otherwise indicates on the Application
under an exemption. Form or at any later time in writing to the Broker, disclose
15.6 If the Client places the sale O (including to third parties) or use the information for
Service, the Client will need to satisfy their disclosure obligations marketing purposes; and
as set out in clause 15.2 by clicking on the mandatory fields (g) provide the information on a confidential basis to a
provided through the Online Service software. prospective purchaser of, or investor in, the Broker or all or
15.7 The Client also agrees that if the Client sells financial products part of the business of the Broker.
as a result of the exercise of an exchange traded call option sold
16.5 The Client acknowledges and authorises the Broker to
(written) by the Client or an exchange traded put option bought
disclose any Trading Account information (including, without
(taken) by the Client, the Client must inform the Broker whether or
limitation, the Client's name, address, contact and other personal
not the sale is a long sale; that is whether or not the Client has a
details; each Authorised Agent's name, address, contact and other
presently exercisable and unconditional right to vest the financial
personal details; details of orders placed and trades and other
products in the buyer of the securities at the time the relevant
transactions entered into by a Client or on their behalf; other
option is exercised. The Client must notify the Broker of this:
activities or dealings conducted by a Client or on their behalf by,
(a) if the Client requests the Broker to exercise the option at through or in connection with the services made available by the
the time the request is made; or Broker; copies of contract notes; details of payments made by or to
(b) otherwise as soon as practicable after the Client a Client; the Client's Trading Account number; details as to the
becomes aware that the option has been exercised. state of the Client's Trading Account; the Client's CHESS holdings;
and details of the Client's Settlement Accounts) to any third parties
16 Information, telephone recording and privacy that make available services to the Client or the Broker in
16.1 The Client authorises the Broker to record any telephone ding Account.
conversation between the Client and the Broker, with or without an 16.6 The Client will take all reasonable steps to deliver information
audible tone warning device. The Client agrees that the Broker may or documentation to the Broker, or cause information or
use such recordings for the purposes of monitoring compliance documentation to be delivered to the Broker concerning
Transactions which are requested by a person having a right to
contractual obligations, and resolving disputes. If there is a dispute request such information or documentation (including, without
between the Broker and the Client, the Client has the right to listen limitation, ASIC, ASX, Chi-X, SSX, ASX Clear or ASX Settlement). The
to any recording of any conversation between the Broker and the Broker is authorised to produce the information or documentation
Client. Nothing in this Agreement obliges the Broker to keep a to the person making the request.
recording longer than 90 days. 16.7 The Broker agrees to comply with its obligations under the
16.2 The Client authorises the Broker, to the extent permitted by Privacy Act 1988 (Cth) as amended from time to time, to the extent
that they are relevant to this Agreement.
from any person including, without limitation, any bank or credit
17 Anti-money laundering and counter-terrorism
16.3 The Client agrees that it has reviewed and understood the financing
Website and that 17.1 The Client acknowledges that:
information about the Client is collected for the purposes of this (a) the Broker is subject to various anti-money laundering and
Agreement, including, without limitation: counter-terrorism financing laws ( ) which
(a) Trading include among other things prohibitions against any person
Account, a Cash Account or Bank Account; dealing with the proceeds of, or assets used in, criminal
(b) to effect purchases and sales of financial products; activity (wherever committed) and from dealing with any
funds or assets of, or the provision of services to, any
(c) to effect the transfer of funds and payments;
person or entity involved (or suspected of involvement) in
(d) where applicable, for the purposes of acting as Controlling terrorism or any terrorist act; and
Participant in respect of a CHESS Holding;
(b) the AML/CTF Laws may prohibit the Broker from providing
(e) to allow the Broker to communicate with third parties in services to the Client as contemplated by this Agreement.
connection with the matters contemplated by this
17.2 The Client agrees that:
Agreement; and
(a) the Broker is not required to accept or execute any Order,
(f) to ensure that legal and regulatory requirements are met.

or take any other action or perform any obligation under, or entity and in its personal capacity; and
in connection with, this Agreement if the Broker is not (h) if the Client is a corporation, the Client holds a valid
he Broker company registration number in accordance with the
suspects on reasonable grounds that by doing so the
Broker may breach the AML/CTF Laws; residence.
(b) the Broker may delay, block or refuse to make any 18.3 Apart from any warranties and representations which are
payment, or refuse to release any funds that the Broker implied by law and cannot be excluded, the Broker makes no
elieves on warranties in relation to any service or information provided or
reasonable grounds that to do so may breach any law in made available to the Client in connection with this Agreement. To
Australia or of any other country including, without the full extent permitted by law, the Broker excludes liability for all
limitation, the AML/CTF Laws; and costs, expenses, damages and Losses arising in connection with
(c) the Broker will incur no liability to the Client for any Loss such services or information, or this Agreement (including, without
the Client suffers (including consequential loss) however limitation, liability for negligence).
caused by reason of any action taken or not taken by the
Broker as contemplated in paragraph (a) or (b) above. 19 Principal trading by Broker
17.3 The Client agrees to provide all information and documents to 19.1 The Broker and its related bodies corporate may enter into
the Broker which the Broker reasonably requires to comply with any Transactions in securities and other financial products as principal.
law in Australia or of any other country, including any AML/CTF Where permitted by law, the Broker may take the opposite position
Laws and agrees that the Broker may disclose information which in any such a Transaction with the Client, acting either for another
the Client provides to the Broker, or about Transactions the Client client or on its own account.
conducts, or seek to conduct, with the Broker where the Broker is 19.2 The Client consents to the Broker and its related bodies
required to do so by any such laws. entering into such Transactions with the Client. In relation to
commission on such Transactions, the Broker is entitled to:
18 Representations and warranties
(a) receive commission from both part
18.1 Each time the Client places an Order with the Broker, the Client Order matches an existing order placed by another client of
represents and warrants that the Order is placed by: the Broker; and
(a) the Client as principal; or (b)
(b) if not, the Client has full power and authority (including meeting Order matches an existing order placed by the Broker as a
the relevant regulatory requirements) to place the Order for the principal trade.
person for whom the Order is placed.
18.2 The Client represents and warrants that at the time the Client 20 Allocation policy
completes the Application Form and at all times during the term of 20.1 The Broker will deal with Orders in accordance with the
this Agreement: allocation policy set out in this clause 20. The Broker reserves the
(a) the Client has read and understood all documentation right to amend the allocation policy at any time. The Broker may
provided by the Broker to the Client in relation to the inform the Client of any updates to the policy from time to time and
services provided by the Broker including, without will provide the Client with the
limitation, any Financial Services Guide or Product request.
Disclosure Statement; 20.2 The Broker will deal fairly and in due turn with all Client orders
(b) the Client is a person with whom the Broker is lawfully
entitled to deal pursuant to any statute, law, rule or any Australian regulatory requirements and market practices.
regulation applicable to this Agreement and that all 20.3 To the extent that it is reasonably practicable to do so, the
dealings by the Client with the Broker or requested to be Broker will allocate all Transactions (including Transactions
done
lawful; the sequence in which the Broker receives those orders, subject to
(c) all information supplied on the Application Form or any delay or technical faults connected with or arising through the
otherwise to the Broker is true, complete and accurate in outside the
all respects and the Client will notify the Broker control of the Broker.
immediately of any change in any information supplied 20.4 If the Broker receives several orders (including orders placed
name, address, telephone number, facsimile number or the same financial product, the Broker will generally allocate the
email address); Transactions to those orders having regard to the time at which
(d) the orders were received and generally in accordance with the
judgment and will seek such advice (financial or otherwise) following priority of allocation:
as may be prudent before placing an Order with the Broker, (a)
and the Client assumes full responsibility for any Order Order in which the Client has requested that the
placed with the Broker; Transaction is effected at the prevailing market price;
(e) at all times the Client will be able to make payments and (b) Order
fulfill all commitments on the Cl in which the Client has requested that the Transaction is
Agreement and under the conditions applicable to dealings effected only if specific conditions (i.e. price and volume)
between the Client and the Broker; are satisfied and in relation to the priority of multiple limit
(f) if the Client is a natural person, the Client represents and orders, the Broker will prioritise them in the sequence in
warrants that he or she is 18 years of age or over; which it considers that Transactions satisfying the relevant
conditions are likely to be effected having regard to the
(g) if the Client is acting as trustee of a trust or responsible prevailing market price;
entity of a managed investment scheme, the Client has
authority to be bound by this Agreement as trustee or (c)
responsible entity, and agrees that it is liable under this (d) in the case of Conditional Orders priority will be given
Agreement both in its capacity as trustee or responsible having regard to clause 38.

20.5 The priority of allocation specified in this clause 20 is generally ASIC, ASX, Chi-X, SSX, ASX Clear or ASX Settlement or any
applied and may be subject to variation. other regulatory body having jurisdiction over the Broker; or
(i) the Broker in good faith accepting and acting on
21 Variation instructions received by facsimile transmission which are
The Broker may vary this Agreement by giving the Client not less signed by or purported to be signed by the Client or any
than two (2) Business Days notice of any variation, in writing, by Authorised Agent.
updating its Website or by electronic mail. If the Broker believes a
variation is necessary to maintain or restore the security of any 25 Limitation of liability
accounts or of its systems or to comply with any legal or regulatory 25.1 Subject to those provisions of the Competition and Consumer
requirement, the Broker may make the variation without notice. In Act 2010 (Cth), the Australian Securities and Investments
relation to a variation of Part G (Sponsorship Agreement) clause 70 Commission Act 2001 (Cth) and any other rights implied by law,
applies. which cannot be excluded by agreement between the Broker and
the Client:
22 Termination
(a) The Broker makes no representations or warranties either
22.1 The Broker or the Client may terminate all or part of this express or implied as to merchantability, fitness for a
Agreement (other than Part A) at any time and for any reason by particular purpose, or otherwise (including as to accuracy,
giving notice to the other. Termination does not affect outstanding currency, availability, completeness or quality), with respect
obligations under this Agreement which are undischarged at the to the goods or services supplied under this Agreement
time of termination. Each indemnity in this Agreement survives the (Services) including, without limitation, the Online Services.
termination of this Agreement.
(b) The Broker excludes all liability in contract, tort (including
23 Notices negligence) or otherwise relating to or resulting from use of
a Service and for any Loss incurred by the Client directly or
23.1 Notices given by the Broker may be sent to the address, fax indirectly including, without limitation, as a result of or
number or email address specified in the Application Form or later arising out of:
notified by the Client, or by posting the notice on its Website. Any
notice or Confirmation given by the Broker is taken to have been (i) any inaccuracy, error or delay in or omission from any
received on the Business Day following the transmission or posting information provided to the Client in connection with
of the notice, demand or Confirmation. a Service;
23.2 Notices given by the Client must be in writing and sent by post (ii) any delay, failure or inaccuracy in, or the loss of
or facsimile to the address or fax number of the Broker specified in access to, the provision of a Service to the Client
the Application Form or later notified by the Broker. A notice given including, without limitation, any delay, failure or
by the Client is taken to have been given at the time it is actually inaccuracy in, or the loss of access to, the Online
received by the Broker. Service or in respect of the transmission of the
Orders or instructions or any other
23.3 Where a Trading Account is opened in the joint names of more communications;
than one person, each person agrees that the Broker may
discharge any obligation it has to give a notice or a document to (iii) Orders or
one or more of those persons under this Agreement or the instructions which are unclear, ambiguous, or not
Corporations Act by giving notice to any one of those persons. specific; or
(iv) any government restriction, Exchange or market
24 Indemnity ruling, suspension of trading computer or telephone
24.1 To the fullest extent permitted by law, the Client releases, failure, unlawful access to the Online Service, theft,
discharges and indemnifies and agrees to keep the Broker and sabotage, war, earthquakes, strikes, force majeure
their respective officers, employees, agents and representatives and without limitation, any other conditions beyond
indemnified from and against all sums of money, actions,
proceedings, suits, claims, demands, Losses and any other (c) The Broker is not liable in contract, tort (including
amounts whatsoever arising out of: negligence) or otherwise for any loss of prospective profits
(a) or expenses or special, indirect or consequential damages
this Agreement or any Order or transaction (including any resulting from the supply of a Service including, without
Transaction); limitation the Online Service.
(b) any breach by the Client of any applicable law including the (d) The Broker makes no representations or warranties either
Corporations Act and the Rules; express or implied that:
(c) any representation or warranty made or given by the Client (i) any Exchange System (or any part of it) or any service
under this Agreement proving to be untrue or incorrect; or any services performed in respect of it will meet the
requirements of the Client or any user; or
(d) any error, omission, fraud, malfeasance, negligence,
misappropriation or criminal act or omission by the Client or (ii) the operation of, or services performed in respect of,
by any client, employee, agent or Authorised Agent, any Exchange System will be uninterrupted or error-
consultant or servant of the Client; free.
(e) (e) The Broker is not liable for any breach of a provision of any
systems or networks to perform, be available or relevant legislation, negligence, injury, death, lost profits,
successfully transmit data to the Broker, or any error or loss of files, data or use, economic loss, loss of reputation
inadequacy in the data or information input into such or losses or damages incidental or consequential to the
systems or networks by the Client; operation of any Exchange System, except to the extent
that it is caused by the negligence or dishonesty of the
(f) anything lawfully done by the Broker in accordance with,
Broker or their employees, agents or representatives.
pursuant or incidental to this Agreement;
(f)
(g) any instruction, request or direction given by the Client;
(i) in the case of goods, the replacement or repair of the
(h) the Broker complying with any direction, request or
goods; or
requirement of the Rules or the Corporations Act or of

(ii) in the case of services, the re-supply of the services. (g) the Client will:
(i) only use the data provided through the Online Service
26 Complaints and Compensation Arrangements for its own trading purposes;
26.1 Complaints should be referred to the Broker in accordance (ii) recognise the Intellectual Property Rights of the
Broker, the Exchange and all data providers;
Guide. Unresolved complaints will be referred to an independent
dispute resolution scheme of which the Broker is a participant. (iii) not remove any proprietary or copyright notices or
labels on the Online Service;
26.2 As the Broker is a Market Participant of ASX, you may make a
Claim on the NGF in the circumstances specified under Part 7.5 of (iv) not re-distribute, re-sell or sub-licence any content or
the Corporations Act. (For more information on the circumstances data provided through the Online Service; and
in which you may make a Claim on the NGF or for information on (v) not use the data provided through the Online Service
the NGF generally, contact SEGC). As the Broker is a participant for any illegal purpose.
ofSSX, you may also have the right to make a Claim on the SSX 30.3 Unless otherwise indicated, the Online Service including the
Compensation Fund in the circumstances set out in section 9 of Website and all of its software, algorithms, design, text, content,
the SSX Business Rules. As the Broker is a participant of Chi-X, you data, arrangement, organisation, graphics, compilation, magnetic
may also have the right to make a claim on the Chi-X fidelity fund in translation, digital conversion, equipment, and any and all other
the circumstances set out in section 11 of the Chi-X Operating electronic, computer, technical and information communications
Rules. technology devices and equipment, networks, servers, applications,
codes (including source and object codes) and data centres which
27 Assignment are contained in or relate to the Website, together with all technical
27.1 The Client consents to any assignment or novation by the documentation and information necessary for the use of any of the
Broker of any rights and obligations under this Agreement (or, if
applicable, a part of this Agreement) and agrees that the Broker Property Rights and we and/or our licensors are the owner or the
may effect any such assignment or novation at any time without licensee (as applicable) of all such Intellectual Property Rights in the
further notice or consent. Website and the Elements. All such rights are hereby reserved. The
27.2 The Client may not assign or novate any of their rights and posting of the Website and any Elements on the Website does not
obligations under this Agreement or any part of this Agreement constitute a waiver of any right in the Website or such Elements.
Except as expressly granted in the Agreement, you do not acquire
any rights, title or interest in or to the Website or the Elements.
28 Entire agreement We hereby grant you a personal, non-exclusive, royalty-free
This Agreement and any relevant Application Form completed by revocable and non-transferable licence, to access and make
the Client contain the entire understanding between the Client and personal and non-commercial use of the Website for the limited
the Broker concerning the provision of the services referred to in purpose of trading in accordance with the Agreement. No other
this Agreement. rights are granted in respect of the Website. In the event you do or
attempt to do any of the prohibited matters set out in this section
29 Governing law
or we reasonably suspect that you have done or attempted to do
This Agreement is governed by the laws of the State of New South any of these prohibited matters, the terms of this licence and the
Wales and the Client submits to the jurisdiction of the Courts of Agreement shall be automatically revoked and you shall have no
that State in relation to any Claim or dispute arising out of the
further rights in or to the Website or any of the Elements.
performance of this Agreement.
You must not:
B. Online trading (including Automated Order Processing) (a) copy, reproduce, translate, duplicate, or use the Website
The terms and conditions in this Part B apply if the Broker allows except as expressly provided for in the Agreement;
the Client to use the Online Service. The Client is taken to have
(b) permit any other person to copy, reproduce, translate,
agreed to the terms and conditions in this Part B when the Client or
an Authorised Agent next accesses the Online Service. duplicate or use the Website except as expressly permitted
in the Agreement;
30 Security information (c) create or develop any hyperlink or other form of internet
30.1 Before the Broker allows the Client access to the Online weblink to the Website except with our express prior written
Service, the Broker will provide Security Information to the Client. consent;
30.2 The Client agrees that: (d) modify, adapt, alter, translate, enhance, reverse engineer,
(a) the Client must not use the Online Service (or permit or decompile, decode, disassemble or reverse assemble
procure any other person to use the Online Service) until (except and solely to the extent an applicable law expressly
the Security Information has been provided by the Broker;
and specifically prohibits such restrictions), or create
(b) the Security Information is confidential; derivative works of the Website or any of the Elements (or
(c) the Client is responsible for the confidentiality and use of cause or permit any of the foregoing);
that Security Information at all times and must procure that
(e) modify, adapt or alter the operation of the Website in any
any Authorised Agent maintains the confidentiality of the
Security Information; way (other than as intended by the Agreement);
(d) the Client will not permit, consent or allow any person to (f) distribute, re-distribute, sell, re-sell, transmit, re-transmit,
use the Security Information or to access or use the Online publish, make available, re-produce, sub-licence, transfer,
Service using that Security Information; rent, lend, re-circulate, repackage, disclose, display or make
(e) the Client will not provide, disclose or make available the commercial use of the Website, any of the Elements or any
Security Information to any person; of the materials provided by us in relation to the Agreement
(f) the Client must notify the Broker immediately upon (either in whole or in part);
becoming aware of any unauthorised use of the Security (g) download or copy your account information other than if
Information or the Online Service; and

required to do so by law or for personal use in accordance cleared funds to settle the purchase;
with the provisions of the Agreement; (b) in respect of an Order to sell, the Client does not own the
relevant securities or other financial products and have
(h) download or copy account information relating to any other
them available to sell, or otherwise have a presently
Client;
exercisable and unconditional right to vest them in a buyer;
(i) carry out any data collection, or use data mining, screen- (c) any resulting Transaction would not result in a change in
scraping, optical recognition software, image makers, robots beneficial ownership of the securities or other financial
or any other similar or like data gathering and extraction products; or
tools on the Website or the Elements; (d) that Order would contravene clause 6.6.
(j) use any software, algorithm, robot, applications, tools, codes 31.4 The
or computer or electronic devices or equipment on the e Online Service.
Website for non-human and/or high frequency trading;
32 Additional trading rules for Automated Order
(k) make use of the Website or any of the Elements for Processing
automated purposes;
32.1 The Client may place Orders through the Automated Order
(l) knowingly introduce any software viruses, trojans, worms, Processing facility which is part of the functionality of the Online
Service. The Client is solely responsible for placing Orders and for
all errors made in placing Orders through the Automated Order
software or code which: Processing facility.
32.2 An Order placed through the Automated Order Processing
(i) is or is likely to be malicious or technologically harmful,
facility will only be taken to have been authorised by the Broker at
destructive, or disabling or anything analogous to the
the time the Broker accepts the order for Automated Order
foregoing to the Website or any of the Elements; Processing, and not before that time.
(ii) damages, disrupts, impairs, erases or adversely affects 32.3 If the Client wishes to amend or cancel an Order placed
the normal operation of the Website or any of the through the Automated Order Processing facility, the Client must
Elements; give the Broker specific instructions for the amendment or
cancellation of that order.
(iii)assists in or enables theft or alteration of data or content
from the Website or any of the Elements; or 32.4 If an Order has been partially filled before it is cancelled, the
Client is responsible for settling that part of the Order which has
(iv)provides unauthorised access to the Website or any of been filled.
the Elements.
33 Electronic communications
(m) permit or cause unauthorised access or attempt to gain
unauthorised access to the Website or any of the Elements, 33.1 The Client agrees not to contest the validity or enforceability
of any electronic communications between the Client and the
including the server on which the Website or any of the
Broker.
Elements is stored or any server, computer or database
connected to the Website or any of the Elements; 33.2 If a failure, interruption or malfunction of electronic
communication between the parties prevents an Order from being
(n) attack the Website via a denial-of-service attack or a placed, cancelled or amended, without limiting clause 25, neither
distributed denial-of-service attack; or party shall be liable to the other party for any Loss caused by that
failure, interruption or malfunction.
(o) do, or permit, any act or thing (or omit to do any act or thing)
analogous to any of the foregoing, 33.3 The Client acknowledges that, in using the Online Service:
We will not be liable for any Loss or damage caused by a (a) there may be delays in the dissemination of market
information or in processing an order or instruction to
distributed denial-of-service attack, viruses or other technologically
amend or cancel an Order;
harmful material that may infect your computer equipment,
computer programs, data or other proprietary material due to your (b) an Order may be wholly or partly filled before an instruction
for its amendment or cancellation is processed;
use of the Website or to your downloading of any material posted
on it, or on any Website linked to it. (c) the Client remains liable for the original Order until any
relevant amendment or cancellation is effected in the
30.4 The Client is responsible to the Broker for the consequences
trading facility of the Exchange; and
of any unauthorised disclosure or use of the Security Information or
where biometric information of someone other than the Client has (d) without limiting clause 25, the Broker will not be liable for
been registered to unlock a device through which it is possible to any Loss incurred by the Client arising from any delay in the
trade on the Trading Account. dissemination of market information or the processing of
any Order or instruction to amend or cancel an Order.
31 Online trading rules 33.4 The Client acknowledges that the speed of information
31.1 A Client is only permitted to access the Online Service, using provided through the Online Service is subject to a number of
the Security Information.
31.2 The Broker is entitled to rely on all instructions given by, on
accessing the Online Service and the volume of information being
behalf of, or apparently on behalf of, the Client using the Security
received and sent by the Online Service.
Information. Despite any other provision of this Agreement, the
Broker is not liable for any Loss caused by the Broker acting on 33.5 Orders placed through the Online Service will be executed at
instructions or other communications using the Security the market price available on the Exchange (subject to any limit
Information. specified in the Order). The Client acknowledges that:
31.3 The Client must not place an Order through the Online Service (a) the market price may move and be different from the price
if: at which the security or other financial product was trading
when the Order was placed by the Client through the
(a) in respect of an Order to purchase, there are not sufficient
Online Service; and

(b) the Broker is not liable for any Loss incurred by the Client 38.1 The Broker will use its reasonable endeavours to place an
by reason of any such movement in market price. order arising from a Conditional Order in accordance with the
Specified Instructions on or as soon as practicable following the
occurrence of the relevant Trigger for that Conditional Order.
C. Conditional Orders However, the Broker reserves the right to review an Order that
The terms and conditions in this Part C apply if the Broker allows results from a triggered Conditional Order and to refuse to place
the Client to use its Conditional Order service. The Client is taken to that Order on the market in certain circumstances including (but
have agreed to the terms and conditions in this Part C when the not limited to) one or more of the following:
Client or an Authorised Agent next places a Conditional Order with (a) if the basis for quotation for the financial product has
the Broker.
Conditional Order;
34 Placing a Conditional Order
(b) if the financial product has been subject to a trading halt
34.1 When placing a Conditional Order, the Client acknowledges
and agrees that:
(c)
(a) the Broker is not obliged to accept the Conditional Order, ambiguous, incomplete or unclear; or
and is not obliged to provide any reason to the Client for
(d) if the Broker believes that the instruction may contravene
not accepting the Conditional Order;
this Agreement or another agreement between the Broker
(b) the Client must specify the Specified Instruction; and the Client, the Corporations Act, the Rules or may
(c) the Conditional Order is not valid until the Broker has result in an unfair or disorderly market.
informed the Client that the Broker has accepted the
38.2 If the Conditional Order is a sell Order and a Trigger occurs, the
Conditional Order; and
Broker will only place the Order in respect of that number of
(d) the Conditional Order remains valid in the event of a financial products which the Broker controls in respect of a CHESS
trading halt in respect of the relevant financial product, Holding of the Client. The Client will be taken to have represented
unless the Exchange purges orders for the relevant to the Broker that the Order, as submitted, constitutes a long sale
financial product. for the purposes of clause 15. To the extent that the Conditional
35 Variation or cancellation of a Conditional Order Order related to a larger number of financial products, the balance
of the Conditional Order will be cancelled.
35.1 The Broker may cancel a Conditional Order which relates to a
38.3 If the Conditional Order is a buy Order and a Trigger occurs, the
financial product:
Broker will only place the Order in accordance with the Specified
(a) in circumstances contemplated under clause 8.1; or Instructions where the full amount required by the Broker to settle
(b) if orders in respect of that financial product are purged the Transaction for the purchase of financial products, together
from the market by the Exchange, for example, if: with all brokerage, taxes, costs, duties and charges in respect of
(i) the financial product goes ex-dividend; that Transaction, is available for use in the Settlement Account of
the Client, at the time the Trigger occurs.
(ii) the financial product becomes subject to a
reconstruction of capital such as a share split or 38.4 If at the time the Trigger occurs, the full amount required by
consolidation; or the Broker to settle the Transaction together with all brokerage,
taxes, costs, duties and charges in respect of that Transaction, is
(iii) the issuer of the financial product announces a rights
not available for use in the Settlement Account of the Client, the
issue.
Broker may place the Order in respect of that number of financial
35.2 The Client may request the Broker to vary, cancel or reinstate products which, excluding all brokerage, taxes, costs, duties and
a Conditional Order. Any request for a variation, cancellation or re- charges in respect of that Transaction, is equal to the value of
instatement of a Conditional Order will be treated as a new approximately 90% of the available balance of the Settlement
Conditional Order for the purposes of this Agreement. Account of the Client (or such other percentage as determined by
35.3 The Broker may charge a fee for a cancellation, variation or the Broker), at the time the Trigger occurs.
reinstatement of a Conditional Order. 38.5 If a Trigger specifies price as the criteria for the Trigger, and
that criteria is satisfied in the closing price auction effected by an
36 Linked Orders Exchange under the Rules, the Trigger will be deemed not to have
36.1 The Broker may in its absolute discretion allow the Client to occurred and no Order for the financial products will be placed by
place Linked Orders. the Broker as a result of the criteria having been satisfied in the
36.2 A Linked Order will only become active when the previous closing price auction.
Order that it is linked to has been completely filled. If the previous 38.6 The Client acknowledges that where multiple Conditional
Order is only partially filled, any subsequent Linked Orders will not Orders are received, each with the same or similar Trigger
be activated. conditions, and a Trigger occurs in respect of the Conditional
36.3 If the Client or the Broker cancels an Order which has Orders, the Orders will be placed into the market as expeditiously
subsequent Linked Orders linked to it, the Order and all subsequent as possible, however the placement into the market, and the
Linked Orders will be cancelled. If any Order has been partially filled resulting allocation of the Orders, may not necessarily be in the
before it is cancelled, the Client is responsible for settling that part same order as the Orders were placed or created.
of the Order that has been filled. 38.7 The Client acknowledges that an error, failure, delay or
37 One Cancels the Other Orders result in an order not being entered in accordance with the terms of
37.1 The Broker may in its absolute discretion allow the Client to the Conditional Order. For example, a Conditional Order may not be
place a pair of One Cancels the Other Orders. triggered if the relevant Trigger occurred during an error, failure,
37.2 Where a Client has placed a pair of One Cancels the other
Systems. The Broker may cancel a Conditional Order where there
Orders, when one Order of the pair has been triggered the other has been a system error, failure, delay or malfunction.
Order in the pair will be cancelled.
D. Trading in Derivatives Products
38 Triggering a Conditional Order
The terms and conditions in this Part D apply to Derivatives

benefit of that benefit, right or legal result does not pass to the
open a Trading Account with the Broker to deal in exchange traded Client. The Client has no rights, whether by way of subrogation or
options or other exchange traded derivatives (other than Warrants) otherwise, against an Exchange or ASX Clear in relation to any
( transactions by the Broker in the Derivatives Transactions.
A term used in this Part D which is defined in the ASX Clear Rules
has the meaning given in the ASX Clear Rules. If the Client requires 44 Dealing as principal
a copy of these definitions, please contact the Broker. Without limiting clause 19, the Client acknowledges that the Broker
may, in certain circumstances, be permitted under the Corporations
39 Application of Rules Act and the Rules, take the opposite position in a Derivatives
39.1 The Client and the Broker agree that the terms of their Transaction, either acting for another client or on its own account.
relationship in respect of Derivatives CCP Contracts and any
dealings between them concerning Derivatives CCP Contracts are 45 Client funds and property
subject to, and that they are bound by the Corporations Act, the 45.1 The Broker must deal with any money and property paid or
Rules, and the procedures, customs, usages and practices of ASX given to the Broker in connection with Derivatives Transactions in
Clear and its related entities, as amended from time to time in so accordance with the Corporations Act and the Rules. The Client
far as they apply to, Derivatives CCP Contracts.
clients of the Broker may be combined and deposited by the Broker
40 Client documentation and acknowledgements The Client
40.1 The Client acknowledges that they have read and understood acknowl
the documents (if any) given to them by the Broker as may be account maintained by the Broker may be used by the Broker to
required by the Rules. meet the default of any client of the Broker.
40.2 The Client acknowledges that Derivatives Transactions give 45.2 The
rise to a risk of loss as well as a potential for gain. Cash Account or Bank Account for such sum as shall from time to
40.3 The Client acknowledges that the Client has given
as may otherwise be required by the Broker.
needs and has formed the opinion that dealing in Derivatives 46 Deposits and margins
Transactions is suitable for purposes.
46.1 The Broker may call for payment of money by the Client or the
40.4 The Client agrees not to breach, either alone or in concert with provision of other security by the Client, which the Broker
others, any position or exercise limits imposed by an Exchange or considers, in its absolute discretion, appropriate in connection with
ASX Clear under their respective Rules or of which the Broker the obligations incurred by the Broker in respect of Derivative
otherwise notifies the Client.
40.5 The Client acknowledges that they may only enter into 46.2 The Client becomes liable to provide to the Broker for:
Derivatives Transactions if they are not a U.S. person as that term
is defined in Rule 902(k) of Regulation S under the Securities Act (a) any initial margin which ASX Clear requires from the Broker
1933 (United States). under the ASX Clear Rules in respect of any Derivatives
Transaction at the time the transaction is entered into,
41 Authority regardless of when a call is made by the Broker under
clause 46.1; and
41.1 The Client acknowledges that when the Client enters into
Derivatives Transactions, the Client is either: (b) any variation margin which ASX Clear requires from the
Broker under the ASX Clear Rules in respect of any
(a) acting as principal; or
Derivatives Transaction at the time the Broker becomes
(b) liable to pay that amount to ASX Clear, regardless of when
specifically authorised to enter into Derivatives or whether a call is made by the Broker under clause 46.1.
Transactions, by the terms of:
46.3 The time by which the Client must pay any amount called
(i) an Australian Financial Services Licence held by the
under clause 46.1 or provide security is of the essence. The Client
Client;
must pay the amounts called, or provide the relevant security,
(ii) a trust deed (if the Client is a trustee); or within 24 hours of the call for payment.
(iii) an agency contract. 46.4 The Broker may, in its absolute discretion, vary its own initial
margin and variation margin requirements, provided that the Broker
42 calls the minimum amounts required by ASX Clear.
42.1 Notwithstanding that the Broker may act in accordance with 46.5 It is important that you monitor your margin requirements, as
the instructions of, or for the benefit of, the Client in relation to they vary daily and must be covered at all times. You are
Derivatives Transactions, the Client acknowledges that any responsible for managing your Account and having sufficient
Derivatives Transaction arising from any order submitted to an collateral readily available to support open positions. If the Client
Exchange is entered into by the Broker as principal. fails to meet the call or lodge security, or provide evidence as
42.2 Upon registration of a Derivatives Transaction with ASX Clear determined by the Broker in its sole discretion of their ability to
in the name of the Broker (at which time a Derivatives CCP meet margin as required under this clause 46, then the Broker may,
Contract is created for each contract the subject of the Derivatives without prejudice to any other rights or powers under this
Transaction), the Client acknowledges that the Broker incurs Agreement and in its absolute discretion (but is not obliged to)
obligations to a ASX Clear as principal, even though the Broker may close out, without
have entered into the Derivatives Derivative Products.
instructions. 46.6 The Client authorises the Broker to withdraw or otherwise
43 Rights of client Broker, or funds in the Settlement Account, to partially or fully

The Client acknowledges that any benefit or right obtained by a satisfy any call under clause 46.1.
Broker upon registration of a Derivatives Transaction with ASX 46.7 The Broker reserves the right to conduct daily stress tests on
Clear by novation of a contract under the ASX Clear Rules or any Client positions
other legal result of registration is personal to the Broker and the

requirements at any time and in its sole discretion. Where the Client 49.2 All Collateral the Client lodges with the Broker will be subject
fails to provide adequate security, the Broker may in its absolute to the Sponsorship Agreement.
49.3 In registering financial products with the Broker as Collateral,
positions in Derivative Products. the Client acknowledges and agrees that:
46.8 46.1 is not limited to (a) Charge
the amount, if any, deposited with the Broker or in the Settlement favour of ASX Clear from the time they are reserved to ASX
Account. Clear and will remain subject to the Charge until ASX Clear
permits the financial products to be withdrawn;
47 Cover
(b) the Charge secures all amounts and obligations owing by
47.1 If the Client lodges any Cover with the Broker at any time, the
Client represents and warrants to the Broker that: Trading Account;
(a) the Client is the beneficial owner of that Cover; and (c) they have read and understood the ASX Clear Rules and
(b) ASX Settlement Rules, in so far as those rules relate to the
limited in any way.
47.2 The Client authorises the Broker to make any financial deal with the Collateral on default by the Broker in respect
products lodged with, or otherwise held by, the Broker available to
ASX Clear as Cover. power of sale in relation to the Collateral without notice to
the Client;
47.3 The Client must not, without the prior consent of the Broker:
(d) the Client acknowledges and agrees that unless ASX Clear
(a) sell or dispose of the Cover;
otherwise agrees in writing, the Collateral is not and may
(b) create or allow to exist a security interest over, or any not be subject to any other security interest, other than a
other interest in, the Cover or this Agreement; and security interest provided to a margin lender, which
(c) assign or transfer all or any part of its rights in, or provides that the Charge in favour of ASX Clear has priority
obligations under, the Cover or this Agreement.
47.4 The Client agrees that no interest is payable on any Cover interest as permitted under the ASX Clear Rules or ASX
provided to the Broker. Settlement Rules; and
(e) financial products held as Collateral will only be released by
48 Equitable mortgage of Collateral ASX Clear if replacement Cover is provided, which may
48.1 If the Client has lodged uncertificated financial products as impact settlement obligations and/or the ability to
Collateral, the Client authorises the Broker to effect a reservation participate in certain corporate actions, such as buy back
offers.
ASX Clear in a CHESS Holding in accordance with the ASX
Settlement Rules.
50 Default
48.2 Upon lodgement of financial products with the Broker under 50.1 Each of the following constitutes a Default:
clause 48.1 until ASX Settlement reserves those financial products (a) the Client breaches, whether by act or omission, a term of
in a subposition (in accordance with the ASX Settlement Rules), the this Agreement;
financial products will be subject to an equitable mortgage from (b) the Client fails to pay, or provide security for, amounts
the Client to the Broker. payable to the Broker;
48.3 The Client authorises the Broker to effect a release of the (c) the Clients fails to pay the amounts due in respect of a
financial products from the subposition at any time in accordance Derivatives CCP Contract;
with the ASX Settlement Rules. Upon such release, the financial
(d) the Client fails to perform any obligation arising pursuant
products will again be subject to an equitable mortgage from the
to the exercise or settlement of a Derivatives CCP
Client to the Broker.
Contract;
48.4 The equitable mortgage created under clauses 48.2 and 48.3
(e) the Client fails to fulfill any settlement obligations in
will secure:
respect of a Transaction under this Agreement.
(a) any initial margin or variation margin obligations that arise
(f) a guarantee lodged by the Client, or lodged by a third party
in respect of the Trading Account; and
at the request of the Client, in favour of the Broker or ASX
(b) any amount which is owed by the Client to the Broker as a Clear is withdrawn without the consent of the Broker or
result of a Default. becomes ineffective and other replacement security
48.5 If new rights arise in relation to the Collateral lodged under this acceptable to the Broker is not provided;
clause 48, the rights are to be held, renounced and transferred on (g) the Client makes any representation that is incorrect or
the same basis under this Agreement as the financial products in misleading in any material way, with the result that Loss is,
the relevant CHESS Holding and will become subject to an or is likely to be, incurred by the Broker;
equitable mortgage in favour of the Broker. (h) the Broker believes that the Client may not be able to meet
48.6 If there is a Default, then the Broker may deal with the its obligations to the Broker in respect of one or more
Collateral and rights or interests attaching to the Collateral in Derivative CCP Contracts, including, without limitation,
accordance with the terms of this Agreement. strict compliance with any time limits;
48.7 The Broker will release the equitable mortgage granted under (i) the Client becomes bankrupt;
this clause 48 in respect of any or all Collateral upon satisfaction of (j) the Client enters into a composition or scheme of
arrangement for the benefit of creditors;
(k) the Client, if a company, goes into liquidation, voluntarily or
49 Collateral to be sponsored by the Broker
otherwise (except for the purpose of reconstruction), or the
49.1 The Client must appoint the Broker as their Controlling Client or another person appoints a liquidator, receiver,
Participant for the purposes of CHESS in relation to financial administrator or official manager in respect of the Client or
products that are to be lodged with the Broker as Collateral from its assets;
time to time.
(l) the Client, if a natural person, dies or become of unsound

Collateral.
dealt with in any way under any law relating to mental 50.4 Upon any sale purporting to be made in the exercise of the
health; powers conferred by this Agreement or otherwise, no purchaser will
(m) the Client imposes a moratorium on payments to creditors be:
or ceases, or threatens to cease, carrying on business; (a) bound to ask whether any default has been made or
(n) in the absence of making alternative arrangements, the otherwise as to the propriety or regularity of any sale; or
Client is not contactable by the Broker within 24 hours in (b) affected by express notice that any such sale is
order for the Broker to obtain instructions in relation to any unnecessary or improper.
Trading
Despite any irregularity or impropriety in any such sale, the sale will
Account; or
be deemed to be authorised by such powers, as regards the
(o) any other event occurs which the Broker and the Client protection of the purchaser or other party to any such dealing or
have agreed constitutes a Default. disposal, and will be valid accordingly.
50.2 If a Default occurs, the Broker may, in addition to any other
rights which the Broker may have against the Client (including 51 Appointment of ASX Clear and its directors and
rights in other Parts of this Agreement), without giving prior notice managers as agent
to the Client, take any action, or refrain from taking action, which it The Client irrevocably appoints severally ASX Clear, and every
considers reasonable in the circumstances in connection with director, manager and assistant manager for the time being of ASX
Trading Clear, at the option of ASX Clear to do all acts and execute all
Account and, without limitation, the Broker may: the
(a) enter into one or more transactions to effect the close out powers conferred on ASX Clear under the ASX Clear Rules
of one or more Derivatives CCP Contracts in accordance including, without limitation, the power to transfer or close out
with the ASX Clear Rules; Derivatives CCP Contracts if the Broker commits an event of
(b) exercise one or more Derivatives CCP Contracts in default under the ASX Clear Rules.
accordance with the ASX Clear Rules;
52 Right to refuse to deal
(c) abandon any one or more Derivatives CCP Contracts not
yet exercised; The Client acknowledges that the Broker may at any time refuse to
deal in, or may limit dealings in, Derivatives Products for the Client.
(d) cover in whole or in part open positions by entering into
further Derivatives CCP Contracts;
instructions where to do so would constitute a breach of the Rules
(e) take any other action a reasonably prudent broker might or the Corporations Act. The Broker will notify the Client of any
refusal or limitation as soon as practicable.
(f) sell (or arrange for the sale of) any or al 53 Termination of Part D of this Agreement
property (including, but not limited to any Collateral lodged Upon termination of this Part D in accordance with clause 22 of this
with ASX Clear or the Broker, any property that is Agreement, the Broker will close out all Derivatives CCP Contracts
sponsored by the Broker in a CHESS Holding or held by the Trading Account,
Broker), in accordance with the terms of this Agreement unless, in accordance with a direction from the Client, the
and apply the proceeds towards satisfaction of monies registration of those Derivative CCP Contracts is transferred to
owing by the Client to the Broker; another Broker in accordance with the Rules. Termination does not
(g) apply any Cash Cover or other monies that the Client has affect the existing rights and obligations of the Client or the
deposited with ASX Clear or the Broker by way of set-off; Participant prior to termination.
or
54 Revised terms prescribed by an Exchange or ASX
(h) exercise any other rights conferred by the Rules or this
Clear
Agreement or perform any other obligations arising under
the Rules or this Agreement in respect of those Derivatives 54.1 If an Exchange or ASX Clear prescribes amended minimum
CCP Contracts. terms for a Client Agreement for Derivatives Transactions for the
purposes of the Rules (New Terms), to the extent of any
In respect of any action which the Broker takes, or refrains from
inconsistency between the terms in this Part D and the New Terms,
taking under this clause 50.2, the Client must account to the Broker
the New Terms will override the terms of this Part D and apply as if
as if the Broker took, or refrained from taking, the action on the
the Client and the Broker had amended this Agreement to include
instructions of the Client and, without limitation, the Client is liable
the New Terms.
for any deficiency and is entitled to any surplus which may result.
54.2 The Broker will provide a copy of the New Terms to the Client
50.3 The Broker may sell (or arrange for the sale of) any Collateral:
as soon as practicable after an Exchange or ASX Clear prescribes
(a) either by public auction, private treaty or tender; the New Terms.
(b) for cash or on credit;
(c) in one lot or in parcels; 55 Change of Participant
(d) with or without special conditions or stipulations as to title 55.1 If the Client receives a Participant Change Notice from the
or time or mode of payment or purchase money or Broker and the Participant Change Notice was received at least
otherwise; twenty (20) Business Days prior to the date proposed in the
Participant Change Notice for the change of Participant, the Client
(e) with power to allow the whole or any part of the purchase is under no obligation to agree to the change of Participant, and
money to be deferred (whether with or without any may choose to do any of the things set out in clauses 55.2 or 55.3.
security);
55.2 The Client may choose to terminate this Part D in accordance
(f) whether or not in conjunction with the sale of any property with clause 53 or by giving instructions to the Broker, indicating
to any person; and that the Client wishes to transfer its Derivatives CCP Contracts to
(g) upon such other terms and conditions as the Broker may another Participant.
consider appropriate. 55.3 If the Client does not take any action to terminate this Part D
The Broker is not liable for any Loss occasioned by a sale of the and does not give any other instructions to the Broker which would

indicate that the Client does not agree to the change of Participant The terms and conditions in this Part F apply to Transactions
then, on the Effective Date, this Part D will have been taken to be relating to Partly Paid Securities, as defined below.
novated to the new Participant and will be binding on all parties as
if, on the Effective Date: 57 Meaning of Partly Paid Security
(a) the new Participant is a party to this Part D in substitution In this Part F, a Partly Paid Security means a financial product quoted
for the Broker; on an Exchange for which the holder may be liable to pay a call or
(b) any rights of the Broker are transferred to the new instalment in accordance with the terms of issue and for which an
Participant; and amount remains unpaid, but does not include a quoted product issued
by a no liability company or a Derivatives Product.
(c) the Broker is released by the Client from any obligations
arising on or after the Effective Date. 58 Acknowledgements by Client
55.4 The novation in clause 55.3 will not take effect until the Client If the Client instructs the Broker to deal in Partly Paid Securities on
has received notice from the new Participant confirming that the ehalf, the Client acknowledges and agrees that the
new Participant consents to acting as the Participant for the Client. following terms apply in respect of those dealings:
The Effective Date may as a result be later than the date set out in
the Participant Change Notice. (a) the Client is aware that a Partly Paid Security is a financial
55.5 The Client will be taken to have consented to the events product which may require the Client to make a further
referred to in clause 55.3 by the doing of any act which is payment or payments at some time in the future;
consistent with the novation of this Part D to the new Participant (b)
(for example by giving an instruction to the new Participant), on or obtain and read a copy of any prospectus, product
after the Effective Date, and such consent will be taken to be given disclosure statement or information memorandum issued
as of the Effective Date. by an issuer which sets out the particular features of, and
55.6 Part D continues for the benefit of the Broker in respect of any rights and obligations attaching to, a Partly Paid Security
rights and obligations accruing before the Effective Date and, to before the Client places an Order to buy a Partly Paid
the extent that any law or provision of any agreement makes the Security;
novation in clause 55.3 not binding or effective on the Effective (c) the Client is aware that the Client may be liable for further
Date, then this Part D will continue for the benefit of the Broker payments on a Partly Paid Security and that a failure to
until such time as the novation is effective, and the Broker will hold make a further payment by the specified date(s) may result
the benefit of this Part D on trust for the new Participant. in an issuer of a Partly Paid Security or their associates or
55.7 Nothing in clause 55 will prevent the completion of Derivatives agents taking action, including legal action, against the
Transactions and Derivatives CCP Contracts by the Broker where Client to recover the outstanding payments and/or may
the obligation to complete those transactions arises before the result in the forfeiture of my entitlement to the Partly Paid
Effective Date and this Part D will continue to apply to the Security;
completion of those transactions, notwithstanding the novation of (d) the Client is aware that in certain circumstances the Client
this Part D to the new Participant under this clause 55. may be liable to make a further payment on a Partly Paid
Security despite the fact that the Client may have
E. Warrant Agreement disposed of a Partly Paid Security prior to the date that a
The terms and conditions in this Part E apply where the Client further payment falls due;
instructs the Broker to deal in Warrants. (e) the Client is aware that the Client should monitor
announcements made by the issuer of a Partly Paid
56 Acknowledgements by Client
The Client acknowledges the following in relation to any itself/themselves of the date or circumstances that a
Transactions in respect of Warrants: further payment falls due and the last day that the Client
can dispose of the Partly Paid Security before the Client is
(a) that they have read and understood the documents (if any)
liable for a further payment;
given to them by the Broker as may be required by the
Rules; (f) the Client is aware that the amount of a further payment
may be unrelated to the financial performance of a Partly
(b) that the Client is aware that a Warrant has a limited life and
Paid Security and that the amount of the further payment
cannot be traded after its expiry date;
may exceed the intrinsic value of a Partly Paid Security at
(c) that the Client is aware that Warrants do not have the time a further payment falls due; and
standardised terms of issue and acknowledges that it the
(g) the Client acknowledges that an obligation on the Client in
responsibility of the Client to become aware of the terms
relation to a Partly Paid Security, including an obligation to
of issue of any Warrant in which the Client chooses to
make a further payment, does not give rise to a claim
invest;
against an Exchange or the SEGC.
(d) that the Client is aware that Warrants may be subject to
adjustments after their initial issue and it is the
responsibility of the Client to become aware of any G. CHESS Sponsorship Agreement
adjustments which may have been made to any Warrant in The terms and conditions in this Part G apply if the Client wishes to
which the Client chooses to invest; appoint the Broker as its Controlling Participant to establish and
(e) that the Client is aware that admission to trading status of control CHESS Holdings of financial products for the Client in CHESS.
a Warrant does not imply that an Exchange or SEGC gives
any guarantee or warranty as to the viability of the 59 Interpretation
Warrant-issuer or any Guarantor; and A term used in this Part G (also referred to as the Sponsorship
(f) The Client acknowledges that the failure of the Warrant- Agreement) which is defined in the ASX Settlement Rules has the
issuer or the guarantor (if applicable) to fulfil their meaning given in the ASX Settlement Rules. If the Client requires a
obligation does not give rise to a Claim against an copy of these definitions, please contact the Broker.
Exchange, handling Market Participants or SEGC.
60 Acknowledgements by Client
F. Dealing In Partly Paid Securities
60.1 The Client acknowledges that before agreeing to be bound by

this Sponsorship Agreement, the Client: under the ASX Clear Rules, and informs the Broker of the
(a) had the opportunity to view the terms and conditions of arrangement the Client:
this Sponsorship Agreement; (a) authorises the Broker to reserve the financial products in
(b) was provided with a written explanation of the effect of Sub-position so that the financial products come under the
this Sponsorship Agreement; control of ASX Clear and are subject to the security
interest granted in favour of ASX Clear to secure
(c) understood the effect of this Sponsorship Agreement; and
performance by the relevant Clearing Participant of its
(d) was provided with telephone contact details which enabled obligations to ASX Clear under and in accordance with the
the Client to obtain an explanation of the effect of the ASX Clear Rules 14.6.7;
Sponsorship Agreement from the Broker.
(b) authorises any subsequent dealing (including, without
60.2 The Client acknowledges that if a transfer of financial products limitation, any transfer) of the reserved Financial Products
is taken to be effected by the Broker under Section 9 of the ASX in accordance with the Rules and ASX Clear Rules;
Settlement Rules and the source holding for the transfer is a (c) acknowledges that the financial products will remain
CHESS Holding under the Sponsorship Agreement, then the Client subject to that security interest for so long as those
may not assert or Claim against ASX Settlement or the relevant financial products remain reserved in Sub-position in
issuer that the transfer was not effected by the Broker or that the accordance with ASX Clear Rules 14.6.7;and
Broker was not authorised by the Client to effect the transfer. (d) authorises the Broker to take whatever other action is
reasonably required by ASX Clear in accordance with the
61
ASX Clear Rules and ASX Settlement Rules to give effect
61.1 The Client appoints the Broker as its Controlling Participant to that arrangement.
63.2 Where the Client informs the Broker that a charge or any other
Broker to do any act in accordance with the ASX Settlement Rules
interest in financial products in the
for the purposes of:
been given, the Client authorises the Broker to take whatever
(a) performing its obligations; action is reasonably required by the person in accordance with the
(b) acting as Controlling Participant or agent in relation to that ASX Settlement Rules to give effect to or record that interest.
Holding; and 63.3 Where the Broker, in accordance with this Agreement or the
(c) converting the mode of holding of the relevant financial ASX Settlement Rules, initiates any action which creates a sub-
products.
61.2 Where the Client authorises the Broker to buy financial Client acknowledges that the right of the Client to transfer, convert
products, the Broker is not obliged to transfer financial products or otherwise deal with those financial products is restricted in
accordance with the ASX Settlement Rules.
into the CHESS Holding of the Client until payment for those
financial products has been received. 63.4 Nothing in this Sponsorship Agreement operates to override
61.3 If the Client has not paid for the purchase of financial products any interest of ASX Clear in the financial products.
and the Broker has made a demand that the Client pays for the
64 Fees and indemnities
financial products, the Broker may sell those financial products at
64.1 The Client will pay all Brokerage fees and associated
transactional costs within the period prescribed by the Broker.
61.4 If the Broker claims that an amount lawfully owed to it by the
Client has not been paid, the Broker may refuse to comply with the 64.2 The Client indemnifies and must keep the Broker indemnified
and held harmless against, and must pay the Broker for any liability,
extent necessary to retain financial products with a value equal to loss, cost (including legal costs on a full indemnity basis), expense,
120% of the current market value of the amount claimed, in the charge, tax or duty suffered, incurred or payable by the Broker in
connection with:
61.5 Subject to clauses 61.3 and 61.4 the Broker will initiate any (a) performing its obligations under this Sponsorship
Transfer, Conversion or other action necessary to give effect to Agreement;
Withdrawal Instructions within two (2) Business Days of the date of (b) acting as Controlling Participant or agent in relation to that
the receipt of the Withdrawal Instructions. CHESS Holding; or
61.6 The Broker will not initiate any Transfer or Conversion into or (c) any breach of this Sponsorship Agreement by the Client.
authority of the Client. 65 Change of Controlling Participant

61.7 The regulatory regime which applies to the Broker includes the 65.1 If the Client receives a Participant Change Notice from the
Corporations Act, and the Rules The Client can obtain information Broker and the Participant Change Notice was received at least
as to the status of the Broker under these regulatory regimes from twenty (20) Business Days prior to the date proposed in the
the relevant regulatory authorities, including ASIC, ASX, Chi-X, SSX, Participant Change Notice for the change of Controlling Participant,
ASX Clear and ASX Settlement. The Client may lodge a complaint the Client is under no obligation to agree to the change of
against the Broker or any Claim for compensation with these Controlling Participant, and may choose to do any of the things set
regulatory authorities. out in clauses 65.2 or 65.3.
65.2 The Client may choose to terminate this Sponsorship
62 Information Agreement by giving Withdrawal Instructions under the ASX
The Client must supply all information and supporting Settlement Rules to the Broker, indicating whether the Client
documentation which is reasonably required to permit the Broker wishes to:
to comply with the registration requirements, as are in force from (a)
time to time, under the ASX Settlement Rules.
Participant; or
63 Exchange Traded Options, pledging and sub- (b)
positions Sponsored Holdings.
63.1 Where the Client informs the Broker of an arrangement with 65.3 If the Client does not take any action to terminate this
ASX Clear to lodge financial products in its CHESS Holding as Cover Sponsorship Agreement in accordance with clause 65.2 above, and

does not give any other instructions to the Broker which would (f) the Client may refer that breach to any regulatory
indicate that the Client does not agree to the change of Controlling authority, including ASX Settlement.
Participant then, on the Effective Date, this Sponsorship (For more information on the circumstances in which the Client may
Agreement will have been taken to be novated to the New or may not be eligible to make a Claim on the NGF or for
Controlling Participant and will be binding on all parties as if, on the information on the NGF generally, contact SEGC.)
Effective Date:
66.3 The Client may lodge a complaint against the Broker or any
(a) the New Controlling Participant is a party to this claim for compensation with ASIC, ASX, Chi-X, SSX, ASX Clear, ASX
Sponsorship Agreement in substitution for the Broker; Settlement or the Australian Financial Complaints Authority.
(b) any rights of the Broker are transferred to the New 66.4 The complaints and compensation schemes outlined in this
Controlling Participant; and clause, with the exception of the Australian Financial Complaints
(c) the Broker is released by the Client from any obligations Authority, do not cover International Securities.
arising on or after the Effective Date.
67 Suspension from CHESS
65.4 The novation in clause 65.3 will not take effect until the Client 67.1 If the Broker is suspended from CHESS participation, then
has received notice from the New Controlling Participant confirming subject to the assertion by the liquidator, receiver, administrator or
that the New Controlling Participant consents to acting as the trustee of that Broker of an interest in financial products controlled
Controlling Participant for the Client. The Effective Date may as a by the Broker the Client may within twenty (20) Business Days of
result be later than the date set out in the Participant Change ASX Settlement giving Notice of Suspension, give notice to ASX
Notice. S Holdings be
65.5 The Client will be taken to have consented to the events removed either:
referred to in clause 65.3 by the doing of any act which is (a) from the CHESS Subregister; or
consistent with the novation of this Sponsorship Agreement to the
New Controlling Participant (for example by giving an instruction to (b) from the control of the suspended Broker to the control of
the New Controlling Participant), on or after the Effective Date, and another Participant with whom they have concluded a valid
such consent will be taken to be given as of the Effective Date. Sponsorship Agreement pursuant to ASX Settlement Rule
12.19.10.
65.6 This Sponsorship Agreement continues for the benefit of the
Broker in respect of any rights and obligations accruing before the If the Client does not give such notice, ASX Settlement may effect
Effective Date and, to the extent that any law or provision of any a change of Controlling Participant under ASX Settlement Rule
agreement makes the novation in clause 65.3 not binding or 12.19.11 and the Client will be deemed to have entered into a new
effective on the Effective Date, then this Sponsorship Agreement Sponsorship Agreement with that Participant on the same terms as
will continue for the benefit of the Broker until such time as the this Sponsorship Agreement. Where the Client is deemed to have
novation is effective, and the Broker will hold the benefit of this entered into a Sponsorship Agreement, the new Controlling
Sponsorship Agreement on trust for the New Controlling Participant must enter into a Sponsorship Agreement with the
Participant. Client within ten (10) Business Days of the change of Controlling
Participant.
65.7 Nothing in clause 65 will prevent the completion of CHESS
Transactions by the Broker where the obligation to complete those 68 Loss of legal capacity
Transactions arises before the Effective Date and this Sponsorship 68.1 The Client acknowledges that:
Agreement will continue to apply to the completion of those
Transactions, notwithstanding the novation of this Sponsorship (a) in the event of death or bankruptcy, a Holder
Agreement to the New Controlling Participant under clause 64.3.
Holdings in accordance with the ASX Settlement Rules
65.8 If the Client wishes to transfer their CHESS Holdings (which egally appointed representative or
comprise AQUA Products) to another Controlling Participant, the
notice of change will only be accepted if the new Controlling the CHESS Subregister; and
Participant is accredited in accordance with the settlement of
AQUA Products. (b) in the event of the death of the Client, this Sponsorship
Agreement is deemed to remain in operation in respect of
66 Complaints and compensation the legally appointed representative authorised to
66.1 Except as referred to in this clause 66, no compensation
arrangements apply to the Client in relation to this Sponsorship the legally appointed representative, for a period of up to
Agreement. twelve calendar months after the removal of a Holder
Record Lock applied pursuant to clause 68.1(a) unless the
66.2 The Client acknowledges that if the Broker breaches the
Sponsorship Agreement:
(a) and the Client makes a Claim for compensation from the Subregister.
Broker, the ability of the Broker to satisfy that claim will 68.2 If the Client is a joint Holder, the Client acknowledges that:
depend on the financial circumstances of the Broker;
(a) where one of the Holders dies, the Broker will transfer all of
(b) the Client may make a Claim on the Chi-X fidelity fund in
the circumstances set out in section 11 of the Chi-X into new CHESS Holdings under a new Holder Record in the
Operating Rules; name of the surviving Holder/s, and that this Sponsorship
(c) the Client may make a Claim on the SSX fidelity fund in the Agreement will remain valid for the new CHESS Holdings
circumstances set out in section 9 of the SSX Business under the new Holder Record; and
Rules; (b) in the event of the bankruptcy of one of the Holders, the
(d) the Client may make a Claim on the National Guarantee Broker will:
Fund (NGF) for compensation in the circumstances (i) establish a new Holder Record in the name of the
specified under Part 7.5, of Division 4 of the Corporations bankrupt Client, transfer the interest of the bankrupt
Act and the Corporations Regulations 2001 (Cth) Holder into new CHESS Holdings under the new
(e) the Client with holdings that comprise AQUA Products may Holder Record and request that ASX Settlement apply
make a Claim under the relevant compensation a Holder Record Lock to all Holdings under that
arrangements; and Holder Record (unless the legally appointed

representative of the bankrupt Holder elects to 73.2 The Client authorises the Broker to provide personal
remove the CHESS Holdings from the CHESS information to third parties as required to comply with applicable
Subregister); and laws of relevant foreign jurisdictions and to enable the Client to
(ii) establish a new Holder Record in the name/s of the enter into International Securities Transactions.
remaining Holder/s and Transfer the interest of the 73.3 The Client agrees to be bound by and comply with the
remaining Holders into new CHESS Holdings under procedures, Rules, customs, usages and practices of the relevant
the new Holder Record. International Exchange (which will prevail in the event of any
inconsistency with this Agreement) and the applicable laws of the
69 Termination relevant foreign jurisdiction.
69.1 Subject to the ASX Settlement Rules, this Sponsorship 73.4 The Broker may, in its absolute discretion, refuse to allow the
Agreement will be terminated under the following circumstances: Client to enter into International Securities Transactions including,
(a) by notice in writing from either the Client or the Broker to the but not limited to, where the Bank Account is unable to be cash
other; vetted.
(b) upon the Broker becoming insolvent;
74 Service Providers
(c) upon the termination or suspension of the Broker from CHESS
74.1 The Client appoints the Broker to arrange for execution of
Sponsorship; or
trades in International Securities (including associated Currency
(d) upon the giving of Withdrawal Instructions by the Client to the Conversions) and to provide, or otherwise procure, any associated
Broker in accordance with ASX Settlement Rule 7.1.10(c). settlement, nominee and custody services.
69.2 Termination of this Sponsorship Agreement under clause 74.2 The Client acknowledges that the Broker has appointed
69.1(a) will be effective upon receipt of Notice by the other party. service providers to perform aspects of its obligations under this
Part including, but not limited to, execution, settlement and
69.3 Termination of this Sponsorship Agreement does not affect
custodial services in respect of any International Securities.
the existing rights and obligations of the Client or the Broker at
termination, and does not terminate any other Part of this 75 Orders
Agreement.
75.1 The Client may from time to time place Orders with the Broker
70 Variation to enter into International Securities Transactions.
75.2 The Broker may, acting reasonably decline or delay
70.1 The Broker may vary this Sponsorship Agreement by giving instructions provided by the Client at any time. The Broker is not
the Client written notice of the variation. The Broker must give at required to provide a reason for its actions. The Broker may decline
least seven (7) Business Days written notice of the variation if, in or delay an instruction in circumstances including but not limited to:
the reasonable opinion of the Broker, the variation is to remove any (a) there are no available International Securities;
inconsistency between this Agreement and the Rules.
Cash Account or Bank Account;
70.2 Except to the extent that clause 70.1 applies, this
(c) the Order falls outside terms allowed on the relevant
Sponsorship Agreement may be varied by the Broker giving the
International Exchange;
ice to the Client by
(d) the Order does not meet the minimum Order size of the
electronic mail or by updating its Website.
relevant International Exchange or service provider;
71 (e) the Broker suspects the Order would contravene rules of
The Contact Details for a responsible officer of the Broker who can the relevant International Exchange; or
explain the effect of the Sponsorship Agreement are as follows: (f) the Broker suspects the Order would contravene laws or
regulations in any jurisdiction.
Email: [email protected] 75.3 Orders may also be cancelled or amended by the relevant
Phone: 1300 360 071 International Exchange, the Broker or any third party acting on the
72 Availability of executed Sponsorship Agreement 75.4 The Broker will use its reasonable endeavours to arrange the
The Broker acknowledges that it is obliged to provide the Client ers. The Client acknowledges that
with access to an executed version of the Sponsorship Agreement international time differences may lead to delays in execution.
(which may be an electronic version posted on 75.5 The Client may instruct the Broker to vary or cancel an Order
Website or emailed to the Client) showing the details of execution, on an International Security. The cancellation or variation will not be
within three (3) Business Days after execution of the Sponsorship completed until the Broker notifies the Client
Agreement. 75.6 The Broker will confirm the execution of a Transaction on an
International Security.
H. Trading in International Securities 76 Custodian

The terms and conditions in this Part H apply to International 76.1 The Client appoints the Broker as its Custodian in respect of
Securities International Securities and acknowledges that the Broker will hold
enter into International Securities and describes important terms a
between you and the Broker, in its capacity as the provider of the behalf. The Client authorizes the Custodian to appoint a Sub-
international share trading, nominee and custody service. Custodian. The Custodian will, on request, acknowledge the manner
in which the International Securities are held.
73 Applications and documentation 76.2 Legal ownership of International Securities will be in the name
73.1 The Broker may request additional documentation from the of the relevant Sub-Custodian, and the relevant Sub-
Client including identification, residency and taxation name will appear on the share registry.
documentation before allowing the Client access to trade 76.3 The Client acknowledges that the names of the Custodian, the
International Securities. Sub-Custodian and any sub-custodian that the Sub-Custodian

Client to the default position, and where relevant, credit dividends

76.4 The Client will retain beneficial ownership of their International or Bank Account
Trading Account.
account with other Clients ies. The Client 77.5 Where the Client is entitled to a fraction of an International
acknowledges that they do not have any legal interest in and may Security following a Mandatory Corporate Action the fraction will
not exercise any voting rights attached to the International be rounded down to the nearest whole number. Any surplus
Securities and agrees that they will not assert any interest in any International Securities will be sold and distributed to Clients where
International Securities or other products or cash in any way that possible.
would prevent the transfer of title.
76.5 All communications regarding International Securities will be 78 Fees and Currency Conversions
received by the Custodian or a Sub-Custodian, including notice of 78.1 The Client is liable for the fees associated with entering into
shareholders meeting, dividend information and corporate events. International Securities Transactions. These fees may include a
The Client acknowledges that the Custodian or Sub-Custodian is foreign exchange spread, conversion fee, custody fee, market fees
not obligated to pass any of this information on to the Client. and market data fees. Fees are further explained in the Financial
76.6 A Sub-Custodian may appoint additional sub-custodians to Services Guide.
act on their behalf. 78.2 When a Client places an Order, the Client will receive an
76.7 The Custodian will ensure that: indicative quote for the relevant Currency Conversion. The Currency
Conversion will include an additional buffer on buy Orders as
(a) records of the Inter displayed on the platform to assume that sufficient funds are
behalf, including any associated transactions and how, by available to settle the Transaction in the event of a fluctuation in
whom and when they were authorized will be retained; and the exchange rate between the Australian dollar and the relevant
(b) Appropriately regular verifications for the reconciliation and international currency. By proceeding with the Order, the Client
checking of the International Securities will be conducted. agrees to the Currency Conversion at an exchange rate which may
76.8 The Custodian will report to the Client in respect of the differ from the indicative quote depending on fluctuations in the
International Securities as required by law. The Client may obtain market.
information about the International Securities at any time by 78.3 The Client acknowledges that:
accessing the platform or contacting the Custodian. (a) they are unable to enter into an International Security
76.9 The Custodian must have in place and maintain adequate Transaction without a Currency Conversion.
arrangements to enable it to provide the service under this (b) they are unable to withdraw foreign currency from their
Agreement in any contingency for which it should reasonably plan, Cash Account or Bank Account; and
having regard to the nature, scale and complexity of the
Custodi
foreign jurisdiction, where the legal and regulatory protection
76.10 Subject to any disclosures the Client has agreed to under afforded to Australian funds may not apply.
this Agreement, the Custodian will keep any information of a
confidential nature in confidence, apart from any disclosure to ASIC 79 Cash Account and Bank Account
or as permitted by law.
79.1 On placement of a buy Order of an International Security, the
76.11 The Custodian is prohibited from taking or granting any Client acknowledges that the relevant amount including fees and
charge, mortgage, lien or other encumbrance over, or in relation to, the Currency Conversion buffer may
the International Securities held by the Custodian, Sub-Custodian Account or Bank Account. From that time, the Client will not be able
or any sub-custodian appointed by the Sub-Custodian, other than:
(a) for expenses and outlays made within the terms of this use those funds for the purposes of settling the relevant
Agreement other than any unpaid fees of the Custodian; or Transaction or as otherwise permitted under this Agreement.
(b) 79.2 On execution of a sell Order on an International Security, or
76.12 If this Agreement is terminated or the Client is no longer any other payment to which the Client is entitled, the Broker will
allowed to trade International Securities under this Part H subject arrange a Currency Conversion where necessary before crediting
to any lien in accordance with this Agreement or any written or Bank
instructions of the Client, the International Securities held on the Account in AUD.
79.3 Clause 13 of this Agreement will also apply to any failure to
Client or in accordance with the Clien settle an International Securities Transaction.
reasonable time, subject to payment by the Client of all 79.4 The Client must maintain a minimum $100 balance in their
outstanding charges and expenses. Cash Account or Bank Account if the Client is holding any
76.13 The Client acknowledges and agrees that the execution International Securities in their Trading Account.
of trades in International Securities may only be held and dealt with
as contemplated under this clause 76 and in no circumstance are 80 Tax
trades in International Securities convertible to depository or
80.1 Where the Client has submitted taxation and residency
custody receipts.
documentation, the Broker will withhold tax at the rate applicable
under local laws in the jurisdiction in which the International
77 Corporate Actions Securities are traded.
77.1 The Broker will not notify the Client of any proposed corporate 80.2 The Client is aware that tax treatment may differ according to
actions, notices of general meetings or annual reports or company personal circumstances and the tax legislation in the relevant
announcements on International Securities. jurisdiction for International Securities. The Client may also be liable
77.2 for other taxes and charges that are not imposed or withheld by us.
corporate action. The Client is solely responsible for the timely payment of such
77.3 taxes and charges. The Client should seek independent advice if
behalf in a corporate action. the Client is in any doubt as to what taxes and charges may apply
as a result of trading activities.
77.4 In the event of a Mandatory Corporate Action in relation to
International Securities held by the Client, the Broker will assign the

81 Client warranties and acknowledgements 82.3 The Custodian will not be liable to the Client for any Loss
81.1 The Client warrants and represents that: which arises from the insolvency of the Sub-Custodian or any sub-
custodian appointed by the Sub-Custodian if the Custodian has
(a) all information supplied under clause 73.1 is true, complete taken reasonable care in engaging and monitoring compliance by
and accurate in all respects and the Client will immediately the relevant entity.
notify the Broker of any change in any information supplied;
(b) the Client is a resident for taxation purposes of the country
noted in their Application Form or if tax residency is not
specified, the Client is an Australian resident for tax purposes
unless otherwise notified in writing to the Broker;
(c) the Client is authorised to enter into International Securities
Transactions;
(d) the Client will comply with the procedures, Rules, customs,
usages and practices of each relevant International Exchange;
(e) the Client will not create or assert any security interest or
encumbrance over the International Securities;
(f) the Client will not place any Order in the circumstances
outlined in clause 75.2;
(g) the Client will not place any Order to deal with International
Securities on behalf of any third parties unless the Client is
authorised to do so by the Broker; and
(h) the Client will notify the Broker if they become a substantial
shareholder in any jurisdiction.
81.2 The Client acknowledges that:
(a) the Broker provides the services contemplated under this
Agreement in Australia and are subject to the laws, rules and
regulations of Australia;
(b) the Broker may at any time cease to trade International
Securities and/or International Exchanges. Where the Client
holds an International Security that is no longer supported by
the Broker, the Broker will provide reasonable notice of the
sale of the International Security;
(c) where an International Security is delisted, or otherwise
withdrawn the Broker will endeavour to sell the International
Security and credit the proceed
Account or Bank Account. The Broker will not be liable for any
failure to sell a delisted International Security;
(d) the rights and powers under this Agreement extend to any
third party service provider appointed to act on the Br
behalf;
(e) the Broker may aggregate Orders for International
Securities. The Client will be liable to pay the fees applicable
for a stand-alone Order even where there is a reduction in fees
due to the aggregation of Orders;
(f) the complaints and compensation schemes outlined in
clause 26 other than in relation to the Australian Financial
Complaints Authority do not apply to trading in International
Securities; and
(g) Orders may be purged if unfulfilled after the close of the
resubmit it on the following trading day. Expiry types will be

noted on the platform.
82 Limitation of liability for International Securities

82.1 In addition to clause 25, but subject to this clause 82, the
Broker excludes all liability in contract, tort (including negligence) or
otherwise relating to or resulting from: any action, omission, fraud
or negligence of any third party service provider acting on the
Sub-Custodian.
82.2 Subject to clause 82.3, the Custodian will be liable to the Client
if the Client suffers Loss due to a failure by the Custodian, the Sub-
Custodian or any sub-custodian appointed by the Sub-Custodian
to comply with its duties under this Agreement or to observe
reasonable standards generally applied by providers of custodial or
depository services for holding International Securities.

Level 20
Tower3
International Towers
300 Barangaroo Avenue
Sydney NSW 2000
Australia
GPO Box 5351

Sydney NSW 2001
Australia
P 1300 360 071

F +61 (0)2 9221 9365
E [email protected]
cmcmarkets.com.au
©2020 CMC Markets Stockbroking Limited (ABN 69 081 002 851) AFSL No. 246381. All rights reserved.

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2 October 2019

AFSL No. 246381 and ABN 69 081 002 851

C. Conditional Orders ......................................... 13 H. Trading in International Securities ..................20

CMC Markets Stockbroking Limited | Terms and Conditions 3

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CMC Markets Stockbroking Limited | Terms and Conditions 6

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43 Rights of client Broker, or funds in the Settlement Account, to partially or fully

CMC Markets Stockbroking Limited | Terms and Conditions 14

CMC Markets Stockbroking Limited | Terms and Conditions 15

CMC Markets Stockbroking Limited | Terms and Conditions 16

CMC Markets Stockbroking Limited | Terms and Conditions 17

authority of the Client. 65 Change of Controlling Participant

CMC Markets Stockbroking Limited | Terms and Conditions 18

CMC Markets Stockbroking Limited | Terms and Conditions 19

H. Trading in International Securities 76 Custodian

CMC Markets Stockbroking Limited | Terms and Conditions 20

Client to the default position, and where relevant, credit dividends

CMC Markets Stockbroking Limited | Terms and Conditions 21

resubmit it on the following trading day. Expiry types will be

82 Limitation of liability for International Securities

CMC Markets Stockbroking Limited | Terms and Conditions 22

GPO Box 5351

P 1300 360 071

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