User Agreement

1. Introduction

1.1. This Agreement is concluded between PRIMETIER CORP LTD (hereinafter referred to as the “Company” or “us”), on the one hand, and the Client (who may be a legal or natural person), who completes the Account Opening Application Form and is accepted by the Company as a Client (the “Client” or “you”), on the other hand.

1.2. The Company is authorized as PRIMETIER CORP LTD, Company Number 16425701, and registered at 110 Bishopsgate, London, England, EC2N 4AY.

1.3. This Client Agreement, together with Appendix 1 and any other annexes attached to it, as well as the following documents, with any amendments made from time to time: “Summary of Conflict of Interest Policy”, “Summary of Best Execution and Order Handling Policy”, “Risk Disclosure and Warning Notice”, “Client Categorization Policy”, “Investor Compensation Fund”, “Client Complaint Handling Procedure”, and “Privacy Policy” (collectively referred to as the “Agreement”), define the terms on which the Company will provide Services to the Client, the rights and obligations of both Parties, and include important information which we, as a licensed investment firm, are obliged to provide to our potential clients under applicable regulations. By requesting our services, you agree to the terms of all the aforementioned documents forming the Agreement, and this means that if you are accepted as our Client, you and we will be bound by these terms. For this reason, you are advised to read all the above-mentioned documents, as well as any other letters or notices sent by us, carefully and to ensure you understand and agree with them before entering into an agreement with us. You are also advised to review our “Website Terms and Conditions.”

1.4. This Agreement shall prevail over any other agreements, arrangements, express or implied statements made by the Company or any Representative(s).

1.5. The Agreement is binding upon and shall inure to the benefit of the parties and their permitted successors and assigns.

1.6. If you are a consumer (rather than a corporate Client) and we do not meet in person to conclude this Agreement, and instead our communication is carried out via the website, telephone, or written correspondence (including email), then the Law on Distance Marketing of Financial Services No. 242(I)/2004 shall apply, and we will send you the documents comprising the Agreement by email.

1.7. A physical signature of the Agreement is not required, but if you wish it to be signed, you may print it, sign two copies of the Agreement, and send them back to us. We will keep one copy for our records and return the other signed copy to you.

2. Interpretation of Terms

2.1. In this Agreement:

  • “Abusive Trading” includes any of the following actions, including but not limited to: placing “stop buy” or “stop sell” orders before the release of financial data, manipulation, combining fast and/or slower data channels, abuse of the trade cancellation feature available on the Platform, or using (without prior written consent of the Company) any software that applies artificial intelligence analysis to the Company’s systems and/or Platform(s) and/or Client account.
  • “Access Data” means the Client’s login and password required to access and use the Platform(s), as well as any other secret codes issued by the Company to the Client.
  • “Account Opening Application Form” means the form completed by the Client to apply for the Company’s Services under this Agreement and the Client Account, through which the Company obtains, among other things, information for Client identification, due diligence, categorization, and suitability or appropriateness assessments in accordance with Applicable Rules.
  • “Affiliate” with respect to the Company means any legal entity that directly or indirectly controls, is controlled by, or is under common control with the Company; and “control” means the power to direct or the basis for directing the affairs of the Company or organization.
  • “Agreement” means this Client Agreement together with Appendix 1 and any other annexes added to it, as well as the following documents: Client Categorization Policy, Investor Compensation Fund, Summary of Conflict of Interest Policy, Summary of Best Execution and Order Handling Policy, Risk Disclosure and Warning Notice, Client Complaint Procedure, and Privacy Policy, each as amended from time to time.
  • “Applicable Rules” means (a) the rules of CySEC or any other relevant regulatory authority having jurisdiction over the Company; (b) the rules of the relevant Market; (c) all other applicable laws, rules, and EU regulations.
  • “Ask” means the higher price in the Quote at which the Client can buy.
  • “Event of Default” is defined accordingly.
  • “Expert Advisor” means an automated trading system designed to manage trading activity on an electronic trading platform. It may be programmed to alert the Client to trading opportunities and can also trade on its own, handling all aspects of the trading process: from order placement to automatic stop-loss, trailing stop, and take-profit adjustments.
  • “Financial Instrument” means the Financial Instruments covered by the Company’s CIF license, which can be found in the “Company Information” document.
  • “Floating Profit/Loss” in CFD trading means the current profit/loss on open positions calculated based on current quotes (including any applicable commissions or fees).
  • “Free Margin” means the amount of funds available in the Client Account that can be used to open or maintain an Open Position. Free Margin is calculated as: Equity minus Required Margin.
  • “Hedged Margin” for CFD trading means the margin required by the Company to open and maintain matched positions.
  • “Initial Margin” for CFD trading means the margin required by the Company to open a position.
  • “Investment Services” means the Investment Services covered by the Company’s CIF license, as outlined in the “Company Information” document.
  • “Leverage” for CFD trading means the ratio of transaction size to initial margin. A ratio of 1:100 means that to open a position, the initial margin must be 100 times less than the transaction size.
  • “Long Position” in CFD trading means a buy position that increases in value when the underlying market prices rise (e.g., buying the base currency in a currency pair).
  • “Lot” means a unit measure of the Transaction amount specified for each underlying CFD asset.
  • “Lot Size” means the number of underlying assets in one CFD lot.
  • “Margin” means the required funds to open or maintain open positions in a CFD trade.
  • “Margin Call” means the situation where the Company notifies the Client to deposit additional Margin due to insufficient funds to maintain open positions.
  • “Margin Level” for CFD trading means the percentage ratio of Equity to Required Margin. It is calculated as: Margin Level = (Equity / Required Margin) × 100%.
  • “Margin Trading” means trading using leverage, allowing the Client to conduct Transactions with less capital than the full Transaction Size.
  • “Matching Positions” means long and short positions of the same transaction size opened for the same CFD on the Client Account.
  • “Required Margin” means the margin required by the Company to maintain open positions.
  • “Normal Market Size” means the maximum number of units of the underlying asset that the Company transmits for execution.
  • “Open Position” means any outstanding options contract (call and/or put) that has not been closed. In CFD trading, it refers to a long or short position that has not been liquidated.
  • “Order” means the Client’s instruction to trade CFDs.
  • “Order Level” means the price specified in the order.
  • “Parties” means the parties to this Client Agreement, i.e., the Company and the Client.
  • “Platform” means the electronic system operated and maintained by the Company, consisting of the trading platform, computer systems, software, databases, telecommunications equipment, programs, and technical facilities that enable the Client to trade Financial Instruments through the Client Account.
  • “Politically Exposed Person (PEP)” means:
    • (a) An individual who is or has been entrusted with prominent public functions in the Republic or another country, their immediate family members, or persons known to be close associates. “Prominent public functions” include heads of state, heads of government, ministers, deputy or assistant ministers; members of parliament or similar bodies; members of supreme courts or constitutional courts; members of audit courts or boards of central banks; ambassadors, envoys, and senior military officers; members of administrative, managerial, or supervisory bodies of state-owned enterprises; directors, deputy directors, and board members of international organizations; mayors.
    • (b) Immediate family members include spouses or persons equivalent to a spouse, children and their spouses or partners, and parents of such individuals.
    • (c) Close associates include any individuals known to have joint beneficial ownership of legal entities or other close business relationships with a PEP; or those with sole beneficial ownership of entities known to have been established for the benefit of a PEP.
  • “Professional Client” has the meaning ascribed under the CySEC Rules, as defined in the Client Categorization Policy.
  • “Quote” means information on the current price of a specific underlying asset in the form of Bid and Ask prices.
  • “Quoted Currency” means the second currency in a currency pair that the Client can buy or sell in exchange for the base currency.
  • “Quote Base” in CFD trading means the quotation stream information stored on the Server.
  • “Quote Stream” means the stream of quotes on the Platform for each CFD.
  • “Retail Client” means a Private Client under the CySEC Rules, as defined in the Client Categorization Policy.
  • “Services” means the services the Company will provide to the Client under this Agreement, as outlined in clause 6.1 of the Client Agreement.
  • “Short Position” in CFD trading means a sell position that gains in value as underlying market prices fall (e.g., selling the base currency for the quoted currency).
  • “Slippage” means the difference between the expected price of a CFD Transaction and the price at which the Transaction is actually executed. Slippage often occurs during periods of high volatility, such as news events, when orders cannot be filled at expected prices due to market gaps or insufficient liquidity.
  • “Spread” in CFD trading means the difference between the Ask and Bid prices of the underlying asset at a given moment.
  • “Swap or Rollover” in CFD trading means interest added or deducted for holding an open position overnight.
  • “Trailing Stop” in CFD trading means a stop-loss order set at a percentage level below the market price for long positions. The stop price adjusts as the price fluctuates.
  • “Transaction” means the Client’s trade in a CFD.
  • “Transaction Size” means the lot size multiplied by the number of lots.
  • “Underlying Asset” means the instrument or asset referenced in the CFD, such as currency pairs, metals, stock indices, forwards, commodities, or others as defined by the Company and available on its Website.
  • “Underlying Market” means the relevant market where the underlying CFD asset is traded.
  • “Website” means the Company’s website at https://primetier.pro/ru/, as well as any other sites maintained by the Company.

2.2. Words in the singular shall include the plural and vice versa. Words implying the masculine shall include the feminine and vice versa. Words referring to persons shall include corporations, partnerships, unincorporated organizations, and other legal entities.

2.3. Paragraph headings are for convenience only.

2.4. Any reference to an act, statute, or law includes any amendments, re-enactments, supplements, consolidations, revivals, or replacements thereof, along with all regulations, directives, rules, or orders issued under them.

3. Application and Commencement

3.1. Once the Client completes and submits the Account Opening Application Form along with all necessary identification documents required by the Company for its internal checks, the Company shall notify the Client whether they have been accepted as a Client. It is implied that the Company is not obliged (and may not be able under Applicable Rules) to accept any person as a Client until all required documentation has been properly and fully completed and submitted, and all internal checks of the Company (including but not limited to anti-money laundering screening, suitability or appropriateness assessments depending on the circumstances) have been satisfactorily completed.

3.2. The Agreement enters into force and becomes effective upon the Client receiving a notification from the Company confirming their acceptance as a Client and that a Client Account has been opened for them. If the Client enters into the Agreement in person with the Company, then the Agreement becomes effective on the date it is signed.

4. Client Categorization

4.1. According to the Applicable Rules, the Company is required to categorize its Clients into one of the following categories: Retail Client, Professional Client, or Eligible Counterparty. The categorization will depend on the information provided by the Client in the Account Opening Application Form and in accordance with the categorization method outlined in the “Client Categorization Policy” document. By accepting this Agreement, the Client agrees to the application of such method. The Company shall inform the Client of their categorization in accordance with Applicable Rules. The Client has the right to request a different categorization. Retail client categorization offers greater protection. Retail Clients are entitled to receive more detailed information in accordance with the Applicable Rules. The Company may not enter into title transfer financial collateral arrangements with Retail Clients. Practices that might incentivize the Company’s personnel to recommend a specific financial instrument to a Retail Client are also prohibited, especially when another instrument may be more suitable for the Client’s needs. In the case of Professional Clients and Eligible Counterparties, the Company may agree to provide more limited information, as permitted by the Applicable Rules.

4.2. The Client acknowledges that the Company will rely on the accuracy, completeness, and correctness of the information provided in the Account Opening Application Form and is obliged to promptly inform the Company in writing if such information changes at any time thereafter.

4.3. It is implied that the Company has the right to review the Client’s Categorization and change it if deemed necessary (in accordance with Applicable Rules).

5. Suitability Assessment

5.1. When providing the service of receiving, transmitting, and executing client orders, the Company is required under Applicable Rules to obtain information from the Client or potential Client regarding their knowledge, objectives, and needs, including risk tolerance and investment experience relevant to the specific situation, the type of service or financial instrument offered or requested, and their financial situation with a focus on the ability to bear losses, in order to assess whether the service or financial instrument is suitable for the Client. If the Client or potential Client decides not to provide such information or provides insufficient information, the Company will be unable to determine whether the service or financial instrument is suitable. The Company assumes that the information provided by the Client regarding their knowledge and experience is accurate and complete, and shall not be held liable if such information is incomplete or misleading, or if it changes or becomes inaccurate and the Company is not informed of such changes.

6. Services

6.1. The Client is granted access credentials for trading financial instruments (namely CFDs) via the Company’s online electronic platform. Orders placed by the Client are accepted by the Company and transmitted for execution (via straight-through processing or STP) directly to a liquidity provider (who may further transmit them to another party), or are executed by the Company itself when it acts on its own account. Trading with the Company includes the provision of the following investment and ancillary services:

  • a) Reception, transmission, and execution of Orders with another party (not with the Company) or with the Company acting on its own account.
  • b) Safekeeping and administration of financial instruments, including custodianship and related services such as cash/collateral management as per clause 16 of this Agreement.
  • c) Foreign exchange services, provided they are connected to the investment services referred to in clause 6.1(a) and (b).

6.2. It is acknowledged and understood that the Company may offer Services in relation to a variety of Financial Instruments. However, the Client may be authorized to trade in only one or some of these instruments.

6.3. It is understood that in CFD trading, there is no physical delivery or holding of the underlying asset referenced by the CFD.

7. Advice and Recommendations 

7.1. The Client acknowledges and agrees that the Company does not provide investment advice, portfolio management, or any personal recommendations in relation to any financial instruments or transactions. 

7.2. Any information, commentary, analysis, research, market data, or educational material provided by the Company, whether on its website, through the trading platform, or via any other communication channel, is general in nature and shall not be considered as investment advice or a personal recommendation. 

7.3. The Client acknowledges that any decision to enter into a transaction or use the Company’s services is made independently and at the Client’s own risk. The Company shall not be responsible for any losses, damages, or claims arising from reliance on information, research, or recommendations that may be provided or made available to the Client. 

7.4. The Company may, at its discretion, provide information about market trends, trading conditions, or procedures for the use of its services. However, such information shall not be construed as advice or a guarantee of profit. 

7.5. The Client is solely responsible for assessing the merits and risks of any transaction, and for obtaining independent financial, legal, or tax advice as deemed necessary

8. Execution of Orders and Prohibition of Arbitrage 

8.1. The Company shall execute all Client orders in accordance with its Order Execution Policy, which forms an integral part of this Agreement and is available on the Company’s website. 

8.2. All orders shall be executed on a non-advisory, execution-only basis, meaning the Company acts solely to carry out the Client’s instructions without providing investment advice or ensuring that the transaction is suitable for the Client. 

8.3. Orders shall be executed at prices quoted by the Company or its liquidity providers. The Client acknowledges that prices may differ from those available on other platforms or in the underlying market, and that such differences do not constitute a pricing error or grounds for dispute. 

8.4. The Company reserves the right to refuse to execute any order, or to cancel or close any transaction, if it reasonably believes that such action is necessary to protect its interests, to comply with applicable laws or regulations, or to prevent abusive or manipulative trading activity. 

8.5. (Prohibition of Arbitrage) The Client agrees that the use of arbitrage strategies, including but not limited to latency arbitrage, quote manipulation, or any form of abuse arising from delayed or inaccurate price feeds, is strictly prohibited. 

8.6. The Company shall have the right, at its sole discretion and without prior notice, to: 

(a) adjust the prices of transactions executed through the use of such strategies; 

(b) cancel or reverse any trades deemed to have been carried out in violation of this clause; and/or

(c) suspend or terminate the Client’s account and withhold any profits obtained through prohibited trading practices. 

8.7. The Company’s decision as to whether a Client has engaged in prohibited arbitrage or abusive trading shall be final and binding. 

8.8. In cases of system malfunction, lag, or abnormal market conditions, the Company reserves the right to cancel or adjust executed orders and to restore the account balance to the level that, in the Company’s reasonable judgment, reflects fair market conditions. 8.9. The Client acknowledges that trading in CFDs and other leveraged products involves execution risks related to technology, internet connectivity, latency, and price feeds, and agrees that the Company shall not be liable for any loss resulting from such technical factors unless caused by the Company’s gross negligence or willful misconduct. 

9. Prohibition of Multiple Accounts and Fraudulent Activity 

9.1. The Client shall open and maintain only one trading account with the Company, unless the Company provides prior written authorization to open additional accounts. 

9.2. The opening or use of multiple trading accounts by the same Client, directly or indirectly, under different names, identification numbers, or contact details, without the Company’s prior written approval, is strictly prohibited. 

9.3. The Company reserves the right, at its sole discretion, to identify and investigate cases of suspected multi-accounting, bonus abuse, or coordinated trading activity between accounts controlled by the same individual or group of individuals. 

9.4. If the Company determines that a Client has engaged in the use of multiple accounts, bonus exploitation, coordinated hedging between accounts, or any other form of fraudulent, deceptive, or manipulative conduct, it may, without prior notice: 

(a) consolidate or close all related accounts; 

(b) cancel or reverse any trades or transactions executed through such accounts; 

(c) confiscate or withhold any profits obtained through prohibited activity; and

(d) terminate the Agreement with immediate effect.

9.5. The Company shall not be held liable for any loss, damage, or claim arising as a result of actions taken in accordance with this clause. 

9.6. The Client acknowledges that all actions taken under this clause are intended to protect both the integrity of the Company’s trading environment and the interests of all Clients. 

10. Investor Loan 

10.1. Provision of the Loan The Investor (or Client) may provide the Company with funds in the form of a loan (hereinafter referred to as the “Loan”) for the purpose of financing trading activities, investment operations, liquidity provision, or other commercial purposes of the Company. 

10.2. Loan Terms The amount of the loan, interest rate (if applicable), repayment term, interest calculation method, and the schedule for repayment of funds shall be determined in a separate agreement, investment contract, or appendix to this Agreement concluded between the Company and the Investor. 

10.3. Use of Loaned Funds The Investor acknowledges and agrees that the funds provided to the Company may be used for: investment activities; trading operations in financial markets; ensuring the Company’s liquidity; development of the Company’s business. The Investor acknowledges that such activities may involve financial risks.

10.4. Obligations of the Company The Company undertakes to repay the Investor the amount of the loan in accordance with the terms specified in the relevant agreement or appendix to this Agreement, including any accrued interest, if applicable. 

10.5. Confirmation of Consent to the Loan The Client (Investor) may confirm their consent to provide the loan to the Company by any of the following methods: 

a) by signing a loan agreement, investment agreement, or the relevant appendix to this Agreement; 

b) by providing verbal confirmation during a telephone conversation with an authorized representative of the Company, provided that such conversation is recorded; 

c) by electronic confirmation through the Company’s official communication channels, including email, the Client’s personal account on the Company’s Platform, or other electronic communication methods used by the Company. The Client acknowledges and agrees that any of the above confirmations, including verbal consent recorded during a telephone conversation, may be used by the Company as evidence of the Client’s acceptance of the loan terms and shall have legal force to the extent permitted by applicable law. 

10.6. Application of Liability Provisions In the event of a breach of obligations related to the repayment of the loan or other financial obligations towards the Investor or Partner, the provisions of the following section of this Agreement governing liability for non-payment and debt recovery shall apply. 

11. Liability for Non-Payment to Partners 

11.1. Penalty for Delay In the event of delayed payment, the debtor shall be liable to pay a penalty of one percent (1%) of the outstanding amount for each calendar day of delay until full settlement of the debt.

11.2. Legal Action If the delay in payment continues for an extended period, the creditor shall have the right to initiate legal proceedings against the debtor for the recovery of the outstanding amount, including all accrued penalties and interest for the delay. 

11.3. Seizure of Assets If the debtor is unable to satisfy the debt in monetary form, the creditor may seek confiscation or seizure of the debtor’s movable and immovable property to cover the outstanding balance, in accordance with the applicable laws and judicial procedures. 

11.4. Legal Validity In the event of failure to fulfill financial obligations to partners, the debtor shall bear responsibility for payment delays in the amount of 1% per day of the total debt. The creditor shall be entitled to recover the debt, including accrued penalties and interest, through judicial means. If the debtor’s available funds are insufficient to cover the liability, legal enforcement measures may be applied to the debtor’s property in accordance with the laws in force at the time of enforcement. 

11.5. Additional Conditions 

(a) All accrued interest and penalties for late payment shall be payable in full.

(b) Any confiscation or enforcement of property shall be carried out in accordance with the legislation in effect at the time of such enforcement. 

(c) This Agreement shall be governed by and construed in accordance with the laws of the relevant jurisdiction. 

11.6. Purpose of the Clause This clause is intended to ensure the performance of financial obligations and the protection of partners’ interests, establishing a clear legal basis for debt recovery and the imposition of penalties in the event of non-payment.