1. DURATION
1.01 This Agreement shall come into effect from the date hereof and shall continue for a
period of one year, unless terminated:
(a) By either party giving to the other 30 days written notice to that effect, or
(b) At any time by ForexGen in accordance with clause “termination” shall be without
prejudice to any outstanding or accrued obligations of the parties, and the PARTNER’s
confidentially under clause 6.0, which shall survive termination.
2. THE PARTNER SERVICES
2.01 The PARTNER shall:
(a) End over to introduce persons: resident, incorporated or carrying on business in relation to
the territory as foreign exchange and any financial instruments offered by ForexGen
(b) Fairly and accurately describe ForexGen and ForexGen Business and the service
available from them to customers.
(c) Comply with any business related instruction or direction given by ForexGen in relation to
PARTNER services.
(d) Keep accurate written records of all customers contacts and meetings, and make the
same available to ForexGen for inspection at the PARTNER’s place of business and provide
ForexGen with copies on request; and
(e) Perform PARTNER services and other obligation hereunder at the PARTNER’s own cost
and risk.
2.02 For the avoidance of doubt the PARTNER shall not: -Act as agent or Appointed
Representative of ForexGen or hold itself out as having any authority to do so or to give
advice, make any recommendation or give or accept any commitment guarantee or obligation
for or on behalf of ForexGen .
3. ADVERTISING
The PARTNER will not advertise or circulate to Customers or any other person written
information concerning ForexGen without the express written prior approval of ForexGen.
Any cost of approved advertising being for the account and expense of the PARTNER.
4. DELEGATION
The PARTNER may delegate performance of its day to day responsibilities in relation to the
PARTNER services to its officers or employee but such delegation shall not relieve the
PARTNER of any obligations hereunder, and the PARTNER shall remain fully responsible for
the performance of the PARTNER services and this agreement generally by such officers and
employees.
5. DEALING WITH CUSTOMERS
5.01 The PARTNER will agree with its customers that they will provide the following services
on their behalf:
(a) Giving trading instruction and orders to ForexGen;
(b) Receiving for checking confirmation copies (recaps) of all business transacted for such
customers account with ForexGen and information generally concerning such customer’s
account with ForexGen; and
(c) Operate customer’s account as per the terms of the Customer Order Authorization and
Limited Power of Attorney.
5.02 ForexGen agrees to accept instructions and orders and to provide recaps and
information to the PARTNER, subject always to the PARTNER being authorized in writing by
Customer concerned to provide such Services, and that such authorization are in form and
substance satisfactory to ForexGen.
5.03 The PARTNER agrees that in relation to customers it will at all times:
(a) Provide prompt, effective and accurate communications between the customer and
ForexGen;
(b) Act in accordance with the Customer’s authorization and instructions including any
limitation;
(c) Keep the customer fully informed of the state of such Customer’s account with ForexGen;
And
(d) Promptly check all recaps received from ForexGen and report any execution errors by
close of the next business day following the day of receipt.
5.04 Not withstanding the forgoing, for the avoidance of doubt ForexGen will have no liability
to customers or to the PARTNER for any advise, decision or recommendation given or made
by the PARTNER to any customers, and the PARTNER will indemnify ForexGen from any
loss or liability arising from any such advice, recommendation or decision or from any delay,
default or neglect by the PARTNER in relation to any customer services.
6. CONFIDENTIALLY
The PARTNER shall keep confidential all information it receives about ForexGen’s business
including the identity of Customers and their transaction with ForexGen except for disclosure
probably required by this Agreement.
7. COMMISSION AND EXPENSES
7.01 As consideration for the PARTNER Services and all other obligation of the PARTNER
hereunder ForexGen will pay the PARTNER commission on the business transacted with
Customers at the rates agreed in.
7.02 ForexGen will credit the commissions (and any other returns) accrued on closed
business to the PARTNER’s commission account in the books of ForexGen as soon as
possible after the last day of the month in which such a commission or returns have been
accrued. ForexGen will provide the PARTNER with the monthly statement showing the
standing amount to be credited to the PARTNER’s commission account from time to time.
7.03 The PARTNER may request payment of any sums standing to the credit of the
Commission
Account and subject always to clause 8.01 ForexGen will make such payment accordingly.
Credit balance on the PARTNER’s Commission Account shall not earn interest.
7.04 The PARTNER may request payment of any sums standing to the credit of the
Commission
Account and subject always to clause 8.01 ForexGen will make such payment accordingly.
Credit balance on the PARTNER’s Commission Account shall not earn interest.
8. CREDIT RISK
8.01 The PARTNER agrees to indemnify ForexGen from any losses, liabilities, actions, costs,
claims, damages or demands (“Customer Liabilities”) arising from any delay or default by any
Customer’s in paying any margin call, clearing any adverse balance on that Customer’s
account with ForexGen or in other performance of any other obligation or payment due to
ForexGen.
8.02 In the event of the PARTNER having (or in ForexGen’s reasonable opinion being likely
to have) any indemnity liability under clause 8.01:
(a) ForexGen may without any notice, hold further payments of commission to the PARTNER
until the Customer has paid such margin call or cleared such adverse balance or other
obligation in full in accordance with the applicable Customer Account Agreement or terms of
business of ForexGen; and
(b) If such margin call, adverse balance or other obligation or payment by the Customer has
not been paid, cleared or performed in full within three (3) days of ForexGen’s request,
ForexGen may without further notice set off and apply any accrued commission (or
commission subsequently accrued) to the PARTNER in or towards settlement of the
Customer’s liability and such application shall to that extent discharge or reduce (as the case
may be) the PARTNER’s indemnity liability under clause 8.01.
9. TERMINATION
9.01 ForexGen may terminate this Agreement without written notice to the PARTNER
immediately upon the happening of any of the following events in relation to the PARTNER:-
(a) The PARTNER ceasing for any reason to provide PARTNER Services or in ForexGen’s
opinion become incapable of doing so for any reason (including but not limited to sickness or
no availability of staff);
(b) Any liquidation, insolvency, receivership (or like process in any jurisdiction) of or in relation
to the PARTNER or its assets or the PARTNER ceasing to pay its debts in the ordinary
course of business; The PARTNER being in breach of any of the terms, conditions or
warranties of this agreement; and
9.02 On termination for whatever reason, all authority of the PARTNER to deal with ForexGen
shall cease and the PARTNER will immediately return to ForexGen all documents, brochures,
business cards, call reports or other material in the PARTNER’s possession relating to the
PARTNER Services. Termination will not affect accrued or continuing rights and obligations.
10. GENERAL
10.01 This Agreement is personal to the PARTNER and may not be assigned, transferred, or
used as security.
10.02 Nothing contained herein or contemplated hereby shall constitute or be deemed to
constitute the relationships of partnership or join venture between ForexGen and the
PARTNER or employment between ForexGen and any officer or employee of the PARTNER.
10.03 No amendment to this Agreement will be effective unless in writing signed by both
parties.
11. LAW
This agreement shall be governed by the international Law. Any disputes arising out of or in
connection with the present contract which are not Friendly solved by mutual agreement ,
shell be settled by the international courts (Federal Court is reserved).Any disputes arising out
of transactions under this agreement may be brought by customer no later than three months
after the cause of action arose.
12.Partner ACKNOWLEDGMENTS AND SIGNATURE.
Partenr hereby understands the Partner Agreement and consents and agrees to all of the terms and conditions of the agreement set forth above.
I / We hereby confirm and accept the terms and conditions in this Partner Agreement