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online securities trading agreement

This Agreement governs all online accounts which I/we open with PHILSTOCKS FINANCIAL, INC. (“Philstocks”), the use of the Philstocks Website, its content and any third-party content on the Philstocks Website. Philstocks online trading platform shall herein be referred to as “Philstocks” or “Philstocks Website” or “Website”.

  1. AGREEMENT TO USE OF ONLINE BROKERAGE SERVICES
    1. 1.1 I/we have received, read and understand this and that the contents of this Agreement are in a language, which I/we understand. By signing below and/or using the Philstocks Website, I/we hereby agree to be bound by the Agreement of this Agreement and the other Agreement as indicated in the Philstocks Website from time to time.

    2. 1.2 I/We have the legal capacity to enter into this Agreement.

    3. 1.3 I/we warrant that all information or documents that I/we provide or will provide are true and correct or are genuine and authentic.

    4. 1.4 I/We will be solely responsible for the confidentiality, protection and use of the password and/or trading pin that provides electronic access to my/our Account. Any orders or instructions that are received under my/our Account are authorized by and binding on me/us. 1.6. I/We authorize Philstocks to record and monitor any telephone or electronic communications with me/us or my/our agents.

    5. 1.5My/Our use of electronic signatures to sign Philstocks documents legally binds me/us in the same manner as if I/we had manually signed. If I/we sign electronically, I/we represent that I/we have the ability to access and retain a record of the documents. I/We are obliged to review periodically the Website for changes or modifications.

    6. 1.6 I/We agree to comply with all laws, rules and regulations, promulgated by governing and regulatory institutions including Philstocks company policies applicable to my/our account.

  2. ONLINE ACCOUNT
    1. 2.1 I/We fully understand that Philstocks online securities trading account for purchases and sales of securities carried out through Philstocks are self-directed.

    2. 2.2 I/We am/are fully aware that the securities market can be a rapidly changing market and that there is an inherent risk in incurring losses in the amount invested. Depending on the prevailing stock market conditions, I/we am/are aware that my/our investments in these shares are subject to investment risks including possible loss of principal. I/we am/are also fully aware that the value of my/our investments in these shares may go up and down depending on the movement of the prices of these shares and that the prices of the shares I/we purchased may fall below my/our original purchase price. Therefore, returns of my/our investments would be difficult to predict. I/We will make my/our own investment judgments and decisions without reliance on Philstocks and will assume full and exclusive responsibility for all transactions in or for my/our account. I/we will not hold Philstocks liable for any/all costs, losses, damages, fines, penalties and taxes that I/we may incur arising out of or in connection with the exercise of any of its functions as a broker.

    3. 2.3 I/We acknowledge that stocks quotes, data and other information provided by the Philippine Stock Exchange (PSE) and other third-party data providers found in the PhilstocksWebsite are for informational purposes only, and that Philstocks does not guarantee the accuracy of these data and information. I/We agree that Philstocks will not be responsible for any loss or damage of whatever nature in connection with any trade made in reliance upon such quotes or information.

    4. 2.4 I/We understand that there is no intent to solicit any action from me/us to buy or sell securities that may be shown on the Website or provided by Philstocks. All information must be taken by me/us in context of all other materials that they supplement or support on the Website.

    5. 2.5 Philstocks requires full payment, or an acceptable equity deposit, prior to the acceptance of my/our orders. I/We will deposit the required cash in my Account prior to the execution and/or settlement of a purchase transaction, and the required securities in my/our account prior to the execution and/or settlement of a long sale. I/We am/are not allowed to make any short sales.

    6. 2.6 I/we agree to pay Philstocks commission rate for transactions in my/our account which will be indicated in my/our Customer Account Information Form (CAIF). I/We agree that the commission rates may vary among clients and that Philstocks has the absolute right to change the commission structure at any time Philstocks deems it necessary. As such, reasonable notice from Philstocks will be given if changes are to be implemented.

    7. 2.7 I/We understand and agree that I/we am/are obligated to pay the commission rates, transaction fees and other charges, such as Value-Added Tax on Commission, Sales Tax, Philippine Central Depository, Securities Clearing Corporation of the Philippines, and Stock and Transfer Agent Fees, upon my purchase and sale of securities as displayed in my/our Portfolio and/or other documents.

    8. 2.8 I/We understand and agree that the computation for the gains/loss in my/our Portfolio is derived from the net amount of my/our trade execution, that is, my/our total transaction cost minus the commission rates/ transaction fees and other charges.

    9. 2.9 All orders for the purchase or sale of stocks using Philstocks is considered authorized by me/us. Philstocks will execute said orders with the knowledge that I/we intend to actually purchase or sell and that I/we will undertake all responsibility to ensure accuracy of execution of orders from my/our account, as well as to ensure my/our stock position and availability of funds prior to any purchase or sale.

    10. 2.10 I/we understand and agree that Philstocks will, at its own discretion, review certain types of orders manually in order to check compliance of orders to regulations. I/we understand that said actions may cause delays in processing of said orders given by me/us. As such, I/we undertake and accept any risks associated with the time difference, such as price fluctuation risks that may happen as a result of the manual review of orders.

    11. 2.11 I/we agree that Philstocks reserves the right to reverse and/or cancel any/all accepted and executed orders found by Philstocks to be without sufficient funds, or made in violation of any terms of this Agreement, or any applicable law, rules and regulations, or upon instructions of any governing or regulatory institutions. I/we accept liability for all payments and/or additional fees upon demand of any obligations owing to my/our account.

    12. 2.12 I/we understand that Philstocks will keep all securities which I/we purchase with the Philippine Central Depository, Inc. Also, securities that I/we have purchased will be under the custodianship of Philstocks, unless any contrary written instruction/s from me/us were issued.

    13. 2.13 Philstocks will have a continuing security interest in, right of set-off to and lien on all securities and cash in my/our account. Subject to applicable law and rules, and without prior notice to me, Philstocks may sell or transfer the cash or securities to satisfy any/ all obligations under my/our account with full discretion to determine which securities are to be sold.

    14. 2.14 It is my/our obligation to review trade confirmations and my/our account statements promptly. Trade confirmations and my/our account statements will be posted on the Website after settlement for each trading day. The account statements will be binding on me/us unless notify Philstocks in writing of any objections c/o Customer Experience within twenty- four (24) hours from settlement/trading date.

    15. 2.15 I/We may terminate my/our trading account by giving Philstocks thirty (30)days written notice. Philstocks may terminate my/our account for violations of the Agreement of this Agreement, other Agreement as indicated in the Philstocks Website, or for any other grounds prescribed by the PSE, SEC or any applicable law. Such termination will not affect any right that Philstocks may have that arose prior thereto.

  3. BROKERAGE SERVICES
    1. 3.1 Philstocks does not guarantee access to the Website at any particular time and that such access may be limited or unavailable during periods of peak demand, market volatility, system failures, maintenance or upgrades or other reasons.

    2. 3.2 The online services are provided on an “as is” and “as available” basis. Philstocks, its third party providers, licensors, contractors, sub-contractors, employees and agents make no warranties with respect to the system. I/We will not hold Philstocks, its affiliates, directors, officers, employees, or agents for damages or losses resulting from a cause over which Philstocks have no direct control including, but not limited to, the failure of electronic or mechanical equipment or communication lines, telephone or other interconnection problems including the inability to connect with my/our internet service provider, or for any problems, technical or otherwise, that might prevent me/us from entering orders or prevent Philstocks from executing orders, or allow Philstocks to cancel orders; or from any failure of electronic or mechanical equipment, software or systems malfunction, errors or delays and any and all technical problems that will arise in the course of providing the Philstocks online services.

    3. 3.3 Philstocks provides tutorial materials found in the Website and/or in print and through training seminars that are considered useful for my/our trading. I/We understand that I/we am/are responsible to use these materials and/or attend these seminars for my/our benefit.

  4. PAYMENTS AND WITHDRAWALS
    1. 4.1 All payments to my/our account with Philstocks are to be dispensed through different payment media, such as but not limited to: cash, check, bank drafts, telegraphic transfers, electronic transfers, and other means of payment. Said payments will either be delivered to the Philstocks office or will be deposited to the designated bank account(s) of Philstocks, as indicated in my/our CAIF. Changes in the designated bank(s) will be announced through the Philstocks Website.
    2. 4.2 All payment to Philstocks shall not be credited to my/our trading account until funds are properly credited in Philstocks designated bank account(s).

    3. 4.3 All requests for cash/shares out of my/our Philstocks account will be made by me/us through Philstocks. Upon receipt of the request, Philstocks will automatically restrict the trading of the subject shares. All requests for shares out will be irreversible after confirmation by Philstocks.

  5. COMMUNICATIONS
    1. 5.1 All communications, whether by telephone, messenger, mail, electronic, or via the Philstocks Website or any other means, sent to me/us at the address indicated in this Agreement, any other information sheet, or at such other addresses as I/we may hereafter give Philstocks in writing and/or electronically, will constitute personal delivery to me/us, whether actually received or not. In the event of my/our failure to notify Philstocks in writing of any change of address, all communications will be directed to said last known address appearing in its records. The contents of all communications sent to my/our indicated address will be conclusive and binding on me/us in the absence of a written objection received by Philstocks within twenty-four (24) hours from the time the communication was sent to my/our address.

    2. 5.2 All notices to Philstocks will be sent to: Philstocks Customer Experience EC-05B Ground Floor, East Tower, Philippine Stock Exchange Centre Exchange Road, Ortigas Center, Pasig City 1605 Philippines OR to the branch nearest to my/our place of residence.

  6. MISCELLANEOUS
    1. 6.1 If any provision of this Agreement is held to be illegal, invalid or unenforceable under present or future laws, such provision will be fully severable and the remaining Agreement of this Agreement will remain in full force and effect.

    2. 6.2 All the terms thereof will be binding upon my/our heirs, executors, administrators, personal representatives and assigns. 6.3. In case of my/our death, Philstocks will not be obligated to act upon any orders or instructions from my/our heirs until the latter have submitted all documents required by Philstocks to establish their claim.

    3. 6.3 This Agreement, any attachments thereto, the other Agreement referred to in this Agreement, the Agreement contained in the account statements and confirmations and the Philstocks Website contain the entire Agreement between Philstocks and me/us.

    4. 6.4 I/We will not assign this Agreement or any rights and obligations under this Agreement without first obtaining the prior written consent of Philstocks. Philstocks may assign, sell or transfer its rights to this Agreement, or any portion thereof, at any time, without my consent. 6.6. Philstocks reserves the right to amend this Agreement without prior written notice to me/us. The current version of the Agreement will be posted on the Philstocks Website and my/our continued account activity after such amendment constitutes my/our Agreement to be bound by all amendments to this Agreement, regardless of whether I/we have actually reviewed them.

    5. 6.5 Philstocks may, at its sole discretion, terminate this Agreement or close, deactivate or block access to my/our account.

    6. 6.6 Philstocks may discontinue the online services, either temporarily or permanently, without prior notice to me/us, in order to carry out system repairs, maintenance, upgrades or to protect Philstocks or its clients from losses.

    7. 6.7 The failure of Philstocks to insist upon a strict performance of any of the terms, and conditions of this Agreement will not be deemed a relinquishment or waiver of any right or remedy that Philstocks may have. No waiver by Philstocks of any right under this Agreement will be deemed to have been made unless expressed in writing and signed by Philstocks.

  7. DISPUTE SETTLEMENT
    1. 7.1 In the event of litigation or controversy arising out of this Agreement, Philstocks records will be final and conclusive evidence against me/us.

    2. 7.2 I/we agree that the exclusive venue for any suit arising from this Agreement will be the proper Regional Trial Court of Pasig City, Philippines.

REVISED. As of 20151111