List of Authorised Users
6.1.1 The Client shall provide WorlFirst with a list of people authorised to access WorldFirst's services and/or enter into Orders on the Client's behalf (each an "Authorised User"). The Client shall immediately notify WorldFirst when any new person becomes an Authorised User or when any existing Authorised User is no longer entitled to be an Authorised User. Upon receiving Notice, the change in Authorised User is effective immediately. However, the notice shall not affect any Orders already executed.
6.1.2 The Client hereby indemnifies and agrees to hold WorldFirst harmless in respect of any loss incurred by an Authorised User entering into foreign exchange contracts. Any appointment of an Authorised User made pursuant to the aforesaid paragraph shall remain in full force and effect as an appointment in writing required by the Agreement unless and until Notice of cancellation of appointment and/or replacement has been delivered to WorldFirst's registered office.
6.1.3 Until the Client has provided a Notice to WorldFirst to the contrary, WorldFirst may continue to assume that all existing Authorised Users have authority to execute legally binding transactions with WorldFirst. All Instructions given and Orders Accepted by an Authorised User will be deemed to be Instructions and Orders authorised by the Client and shall be binding upon the Client.
6.2 Formation of Each Contract
6.2.1 When the Client, or an Authorised User, contacts WorldFirst by either telephone, facsimile, email or face-to-face and provides the appropriate Client reference number (and such other security checks as WorldFirst may specify), WorldFirst may, but is not obligated to, ask for the following information:
(a) details of the currency to be transferred ("the Purchase Currency");
(b) the account into which the currency is to be transferred;
(c) the type of contract the Client wishes to enter into ( a Spot contract, a Forward contract or an Options Contract);
(d) any identification reference to be sent with the payment instruction;
(e) the date on which the Client would like the money to arrive;
(f) the currency in which the Client would like to pay;
(g) how much the Client either wishes to pay ("the Sale Currency"); or
(h) how much Purchase Currency the Client wishes to receive; and
(i) the Client's contact details.
6.2.2 Collectively, though not exhaustively, this information or any portion thereof constitutes "the Instructions".
6.2.3 Within a reasonable time after receiving the Instructions WorldFirst will contact the Client by either, telephone, email, facsimile or face-to-face using the contact details provided by the Client (it is the Client's responsibility to ensure that their contact details are accurate at all times) and provide the Client with the Trade Contract Terms.
6.2.4 If the Client, or an Authorised User, then indicates by either telephone, email, facsimile or face-to-face that they accept the Trade Contract Terms ("Acceptance"), then WorldFirst shall have a discretionary right to create an Order. If WorldFirst exercises this right then an Order is formed between the Client and WorldFirst. When an Order is created the parties shall become bound by the content of the relevant Trade Contract Terms and this Agreement. If WorldFirst declines to exercise the right to create an Order, WorldFirst shall not be obliged to give a reason, however, WorldFirst shall promptly notify the Client that WorldFirst has not created an Order with the Client.
6.2.5 In the event that you provide us with your Payment and beneficiary account details via an oral instruction (such as telephone, video conferencing or other similar means) or an email instruction, we will send you an eConfirm outlining those details. You are required to check the details set out in the eConfirm and reply to the email in the manner set out in the email. If the information contained in the eConfirm is incorrect you must immediately notify WorldFirst, whereupon a further eConfirm will be sent to you with the correct details which you will again need to confirm. Your payment will not be made until we receive confirmation that Payment and beneficiary account details are correct.
6.2.6 If you do not respond to the eConfirm or do not notify us that the beneficiary details are incorrect, this does not affect the foreign exchange contract that you have entered into and you are still required to send WorldFirst the pre-agreed sales currency amount on the agreed date.
6.3 Method and Timing of Payment
6.3.1 Any payment to WorldFirst in any currency will be at a conversion rate agreed to with the Client at the time the Order is entered into.
6.3.2 Any sums that the Client owes to WorldFirst must be paid in one of the following:
a) by online bank transfer;
b) by same day bank transfer;
c) by cheque
6.3.3 The method of payment must be agreed before the contract is entered into. The client must not deposit cash into WorldFirst's accounts under any circumstances. WorldFirst has an absolute discretion as to whether the Client may pay by cheque.
6.3.4 In the event of a Spot Contract the Client must pay the Sale Currency in full into the bank account nominated by WorldFirst on or before the date specified, but no later than 12pm on the second Day after the formation of the Trade Contract.
6.3.5 In the event of a 'same day' trade, the Client will pay the Sale Currency into the account nominated by WorldFirst by no later than 12pm on the day the contract is formed.
6.4 Credit Limits
6.4.1 The Client understands that:
(a) WorldFirst may grant certain Clients a Credit Limit. A Credit Limit is a pre-agreed amount of Australian dollars that can be offset against a negative Mark to Market value on open Forward or Options Contracts;
(b) If the negative Mark to Market of open Forward and Options Contracts is approaching or has exceeded the Client's Credit Limit, WorldFirst reserves the right to Margin Call the Client an amount entirely at its discretion;
(c) WorldFirst is not obliged to provide credit to the Client;
(d) any Credit Limit set by WorldFirst may be reduced or withdrawn at any time by giving Notice to the Client.
6.4.2 The Client acknowledges that if WorldFirst acts on an Instruction which would result in a Credit Limit being exceeded:
(a) WorldFirst is not obliged to advise the Client that the Credit Limit will be exceeded;
(b) the Client will continue to be liable to WorldFirst for all amounts including those above the Credit Limit; and
(c) WorldFirst is not obliged to act upon any subsequent Instruction where a Credit Limit might be exceeded.
6.5 Authorisation Limits
(a) The Client may inform WorldFirst of an Authorisation Limit applicable to some or all Orders either in general or for particular Authorised Users.
(b) Any Authorisation Limit provided by the Client to WorldFirst may be withdrawn by the Client at any time by giving Notice to WorldFirst.
6.6 Documentation of the Contract
6.6.1 Within one Day of WorldFirst entering into an Order with the Client, WorldFirst will provide a Trade Confirmation Notice (either by e-mail, fax or post) specifying the Trade Contract Terms of the Order. The Trade Confirmation Notice is provided to the Client for record keeping purposes only and does not form part of the Order. If there is an error on the Trade Confirmation Notice, the client must inform WorldFirst immediately.
6.6.2 The Client shall indemnify WorldFirst for any error made by the Client or an Authorised User in providing Instructions to WorldFirst whether verbally or in writing.
6.7 Cancellation of an Order
6.7.1 If, after an Order has been placed the Client informs WorldFirst that they wish to cancel the Order, or this Agreement allows WorldFirst to treat the Client as having terminated the Order or this Agreement, WorldFirst may terminate at its complete discretion either the Order alone or the Order and this Agreement, but may also at its discretion insist on the performance of the Order.
6.7.2 If the Client cancels or fails to perform an Order, the Client is liable for any loss or damage suffered by WorldFirst in closing out Orders which the Client has cancelled or failed to perform.
6.7.3 WorldFirst also reserves the right to charge an administration fee of $100 representing administration costs involved in the cancellation of an Order.
6.7.4 WorldFirst may in addition charge the Client a cancellation fee of 0.05% of the total amount of the Sale Currency for each Day between the Cancellation Event and payment of WorldFirst's administration fee and WorldFirst's costs in closing out the Order.
6.7.5 The Client may forfeit part or all of any deposit in the event of cancellation. Where WorldFirst has suffered loss it reserves the right to set off against the Client's deposit or any other funds received from the Client, any charges, fees or losses sustained by WorldFirst in closing out the Order.
6.8 Alteration of an Order
6.8.1 If the Client decides that it wants to change any of the amounts or the date of arrival of the money under an Order, and the Client contacts WorldFirst accordingly, WorldFirst may in its discretion provide the Client with Trade Contract Terms for the alteration which are reasonable given the market conditions. The Client may either accept the new Trade Contract Terms and form a new Order or remain bound by the Trade Contract Terms of the original Order.
6.9 Margin Deposit
6.9.1 When using foreign exchange Options Contracts or Forward Contracts, WorldFirst may in its absolute discretion require a deposit (typically between 3% to 20%) of the total transaction ('the Margin Deposit').
6.9.2 Payment of the specified deposit may be made by electronic transfer or same day bank transfer to an account nominated by WorldFirst. The method of payment must be agreed before the contract is entered into.
6.10 Margin Call
6.10.1 WorldFirst may at its sole discretion require the Client to pay an amount, in addition to the Margin Deposit, solely determined by WorldFirst (the "Margin Call"). The factors which WorldFirst will consider prior to making a Margin Call are as follows:
(a) if at any time the Margin Deposit held by WorldFirst is approaching or is no longer sufficient to cover the negative Mark to Market value (in Australian dollars) of all Options and/or Forward Contracts that the Client has open with WorldFirst; and
(b) if at any time the pre-agreed Credit Limit assigned to the client by WorldFirst is no longer sufficient to cover the negative Mark to Market value (in Australian dollars) of all Options and/or Forward Contracts that the Client has open with WorldFirst.
6.10.2 The Client shall pay the Margin Call on or before the second (2) Day after it receives Notice of that amount from WorldFirst. WorldFirst shall have the right, at its sole discretion, to determine the Mark to Market value on a daily basis.
6.11 Set Off Against Monies Owed
6.11.1 In addition to other remedies available to WorldFirst, if the Client fails to pay any amount when due under this Agreement, WorldFirst may set-off against such amount against any amount payable by WorldFirst to the Client.
6.11.2 WorldFirst is entitled to set-off against any amounts due to it by the Client, any amounts received by WorldFirst from or on behalf of the Client including but not limited to moneys received as Margin Deposits or Margin Calls. WorldFirst may determine the application of any amounts which are to be set-off at its own discretion.
6.11.3 The Client must not set-off against any amounts due to it by WorldFirst, any amounts WorldFirst owes to the Client.
6.12.1 Although WorldFirst will use all reasonable efforts to process the Client's Order on the same Day that it is submitted to WorldFirst (provided that the Order is entered into before the close of business on that Day), WorldFirst shall not be responsible or liable for the time it may take financial institutions to settle accounts. WorldFirst shall not, in the absence of gross negligence or wilful misconduct, be liable for delays, damages, failures or errors in the completion of the Order.
6.13.1 Rate indications from WorldFirst are available by telephone, fax, email or the Internet (the 'Indication'). The Indication is not binding, and the rates will be as agreed when the Order is placed.
6.14 Quoting Error
6.14.1 Should a quoting error occur due to a typographical error or obvious mistake in a quote or indication (the 'Quoting Error'), WorldFirst is not liable for any damages, claims, losses, liabilities or costs arising from the Quoting Error. WorldFirst reserves the right to make the necessary adjustments to correct the Quoting Error. Any dispute arising from a Quoting Error will be resolved on the basis of the fair market value, as determined by WorldFirst acting reasonably, of the relevant currency at the time such Quoting Error occurred.
6.15.1 An Authorised User may request WorldFirst to accept Instructions and enter into Orders by telephone. WorldFirst may check the authority of the caller by requesting the caller give his or her name and confirming that such name has been notified to WorldFirst by the Client as an Authorised User. Upon such check confirming the identity of the caller, WorldFirst may assume that the caller has the full authority as previously advised by the Client.
6.15.2 The Client acknowledges and agrees, and will ensure that each Authorised User acknowledges and agrees, that WorldFirst may make a recording of each telephone Instruction and any other conversation received from an Authorised User. The recording remains the property of WorldFirst. The telephone recording can be used by WorldFirst to confirm the terms and conditions of any transaction where there is dispute with a Client as to the Trade Contract Terms of the transaction, and for training and monitoring purposes.
6.16.1 An Authorised User may request WorldFirst to accept Instructions, enter into Orders by email. WorldFirst may accept Instructions sent by email. The Client acknowledges and agrees that upon the acceptance by WorldFirst of the Client's Instructions, the Client shall be bound by those Instructions.