deltastock...determined by reference to the price of another financial instrument, such as, but not...

DDEELLTTAASSTTOOCCKK

GENERAL TERMS OF BUSINESS

FOR TRADING IN FINANCIAL INSTRUMENTS

General Terms of Business for Trading in Financial Instruments, effective from 10.10.2016 i

A) INTRODUCTION

DELTASTOCK AD („DELTASTOCK”, „us”, „the company”, „company’s” „our”

as appropriate) is authorised and regulated by the Financial Supervision

Commission (Registration No: РГ-03-0146) for the conduct of investment business.

DELTASTOCK’s principal place of business is at 115 G Tsarigradsko Shose Blvd.,

Megapark Office Building, Office Area E, 6th Floor, Sofia 1784, Bulgaria.

By signing an agreement with DELTASTOCK, you, as Client, confirm you

understand and acknowledge that your relationship with us will be governed by

these General Terms of Business. Thus they will be legally binding and

enforceable. You should carefully read and understand the General Terms of

Business, and the documents referred to therewith, before signing an agreement

with us. Please discuss with us anything which you do not understand.

Investing in financial instruments carries considerable risks. Please

carefully read the document „General description of the financial instruments

and risks involved” available on our website.

Please note that DELTASTOCK’s General Terms of Business, the documents

referred to therewith, their amendments and/or amended versions, as well as

information about investment risks, is available on the company’s website:

www.deltastock.com.

General Terms of Business for Trading in Financial Instruments, effective from xx.xx.2016 ii

CONTENTS:

A) INTRODUCTION .................................................................................................................................................... i

1. DEFINITIONS ......................................................................................................................................................... 1

2. GENERAL INFORMATION ABOUT DELTASTOCK. GENERAL RISK WARNING. INVESTOR COMPENSATION SCHEME.... 6

2.1. Information about DELTASTOCK..............................................................................................6

2.2. General Risk Warning ...........................................................................................................7

2.3. Investor Compensation Scheme ...............................................................................................7

3. AGREEMENTS BETWEEN CLIENTS AND DELTASTOCK .............................................................................................. 8

4. CLIENT CLASSIFICATION ........................................................................................................................................ 10

5. RELATIONSHIP WITH CLIENTS ............................................................................................................................... 10

6. INFORMATION PROVIDED TO THE CLIENTS REGARDING THE SERVICES OFFERED BY DELTASTOCK ....................... 15

6.1. General Provisions............................................................................................................... 15

6.2. Information Provided to a Retail CLIENT..................................................................................... 16

6.3. Information Provided to Professional CLIENTS.............................................................................. 17

7. INTEREST, FEES and COMMISSIONS ........................................................................................................................ 17

8. INSTRUCTIONS AND COMMUNICATION BETWEEN THE PARTIES. ORDER EXECUTION. ........................................... 19

8.1. Language of Communication................................................................................................... 19

8.2. General Provisions on Placing of Orders...................................................................................... 19

8.3. Submission of Orders at a DELTASTOCK Office..............................................................................20

8.4. Submission of Orders through the Electronic Trading Platform...........................................................20

8.5. Submission of Orders over the Telephone....................................................................................21

8.6. Order Cancellation. Liability for Submission of Orders and instructions. Authorised Representative................21

8.7. Types of Orders ..................................................................................................................22

9. DESCRIPTION OF SERVICES PROVIDED UNDER THE CUSTONER TRADING AGREEMENT.......................................... 26

9.1. General Provisions...............................................................................................................26

9.2. Contracts for Differences .......................................................................................................26

9.3. Margin and Payments ...........................................................................................................28

9.4. Quotes ............................................................................................................................31

10. ONGOING AND PERIODICAL STATEMENTS TO CLIENTS .......................................................................................... 32

11. EVENTS OF DEFAULT. LIABILITY ............................................................................................................................. 33

12. EFFECTIVE DATE, TERMINATION AND AMENDMENT OF AGREEMENTS WITH CLIENTS. AMENDMENTS TO THE

AGREEMENT OR THE GENERAL TERMS.......................................................................................................... 33

12.1. Term and Effective Date of the Agreement ...................................................................................37

12.2. Termination of the Agreement. Temporary Suspension of the Provision of Services....................................37

12.3. Force Majeure ....................................................................................................................37

12.4. Acts upon Force Majeure........................................................................................................38

12.5. Amendment to the General Terms.............................................................................................38

12.6. Amendment to Other Binding Documents.................................................................................................................................... 40

13. DISPUTE RESOLUTION ........................................................................................................................................... 39

14. APPLICABLE LAW ................................................................................................................................................... 39

General Terms of Business for Trading in Financial Instruments, effective from 10.10.2016 1 / 39

1. DEFINITIONS 1.1. For the purposes of these General Terms of Business („the General Terms”), unless the context

requires otherwise, the words and phrases listed below will have the following meaning: „Financial Instruments” means CFDs on currencies, precious metals, securities, indices, futures, as well

as other derivative financial contracts based on or linked to currencies, precious metals, securities, indices, commodities, which may be subject to the Services provided by DELTASTOCK.

„Account Balance” means the amount of money in the CLIENT’s account with DELTASTOCK, equal to

the difference between deposited and withdrawn by the CLIENT funds, adjusted with the profit/loss, gained/incurred from the execution of trades, and with gains/losses realized from the currency exchange rates, as well as with the fees and interest due under the Agreement.

„Contract for Differences” (or „CFD”) means a financial instrument contract for which the profit or loss

is the difference between the opening and closing price of the contract. The price of a CFD is determined by reference to the price of another Financial Instrument, such as, but not limited to, shares, indices, currencies, commodities, futures.

„Trade” means any purchase, sale or other disposal of a Financial Instrument, agreed to be carried out by

and between the CLIENT and DELTASTOCK; „Order” means any instruction expressly given by the CLIENT to DELTASTOCK for the execution of a

Trade in Financial Instruments. Orders can be placed through the Electronic Trading Platform, by telephone or at a company’s office.

„Order Quantity/Size” means the number of units of a Financial Instrument, specified by the CLIENT in

his/her Trade Order; „Position” – the funds deposited and the opened trades for Financial Instruments (CFD’s on currencies,

precious metals, shares, indices, futures and other derivative instruments) in the CLIENT’s account. The Position can be „long”, when the CLIENT has bought the respective Financial Instruments, and „short”, when the CLIENT has sold the respective Financial Instruments, without initially owning them;

„Position Value” means the current market value of the position, which is calculated by the respective Current Market Price for the relevant Financial Instrument multiplied by the Order Size

„Minimum Trade Quantity” means the minimum number of units of a Financial Instrument for which DELTASTOCK provides a quote. The Minimum Trade Quantity for each Financial Instrument is set out on the Website.

„Electronic Trading Platform” means the online trading platforms provided by DELTASTOCK to the

Client, as well as their new and/or modified versions and add-ons, or relevant new software. The Electronic Trading Platform may be developed by DELTASTOCK or by a third party;

„Delta Trading™” is an Electronic Trading Platform developed by DELTASTOCK; „Deltastock MetaTrader 4” is an Electronic Trading Platform developed by a third party; „CLIENT” means any natural person, legal or unincorporated entity, which has entered into an Agreement

with DELTASTOCK for the provision of Services;


„Authorised Person” („Representative”) means one or more persons authorised by the CLIENT to enter into an Agreement with, or place Orders and give instructions to DELTASTOCK on his/her behalf;

„Professional Client” means a person or unincorporated entity, falling within the meaning of the same

term in the Directive and paragraph 1, item 9 of the Additional Provisions of MIFIA, which has been so classified in accordance with DELTASTOCK’s Client Classification Policy;

„Retail Client” means a person or unincorporated entity which does not meet the criteria to be classified

as a professional client, and which has been so classified in accordance with DELTASTOCK’s Client Classification Policy;

„Margin” means the funds deposited by the CLIENT with DELTASTOCK as collateral to cover open

Positions, pursuant to the terms and conditions of the individual Agreement insofar as such deposit is required for the specific Service. The purpose of the Margin is to cover the risk of potential loss realized from exchange rate and price differences, as a result of the execution of Client’s Trades;

„Revaluation of an Open Position” means a) Current – the difference between the Trade execution price

(quote) and the Current Market Price (quote) for the respective Financial Instrument in the base currency of the account; b) Daily – the difference between the Trade execution price (quote) and the Market Closing Price (quote) for the respective Financial Instrument in the base currency of the account.

„Market Closing Price” means a) in relation to CFDs based on currencies or precious metals - the quote

at 24:00 EET (23:00 EET on Fridays) for the different currencies and precious metals for each Business Day the Position has been held open, which DELTASTOCK deems representative, accurate and fair to the CLIENT; or b) in relation to CFDs based on other Financial Instruments - the market price at the time of closing of the trading session at the stock exchange for the respective CFD underlying financial instrument, for each Business Day the Position has remained open;

„Current Market Prices” means the prices, respectively buy and sell quotes, of the currency pairs,

precious metals and CFDs quoted by DELTASTOCK in the Electronic Trading Platforms. „Services” means the opportunity provided by DELTASTOCK to its CLIENTS to trade CFDs based on

currencies, precious metals, securities, indices, futures and other derivative Financial Instruments, as well as any other related ancillary activities, subject to an Agreement with the CLIENT and governed by these General Terms of Business;

„Agreement” means any individual agreement for the provision of Services entered into by and between

the CLIENT and DELTASTOCK. By signing the Agreement, the CLIENT also agrees to these General Terms in their relevant provisions, insofar as they are not in conflict with the individual Agreement, will govern the relationship between the CLIENT and DELTASTOCK;

„Tariff” means the „Tariff of Interest Rates, Fees and Commissions of DELTASTOCK”, as amended from

time to time, whose latest version will be available on the Website; „Trading Hours” means the working time of DELTASTOCK - from 00:00 EET on Mondays through 23:00

EET on Fridays - during which Trades may be executed through the Electronic Trading Platform. During Trading Hours, the CLIENT may submit any types of Orders for Trades in Financial Instruments referred to herein, provided the time at which the Orders are placed is consistent with the trading hours for the respective underlying financial instrument. DELTASTOCK reserves the right to change the Trading Hours for the respective Financial Instruments at its sole discretion and without serving prior notice. All such changes will be published on the Website. During


trading hours, Orders may also be placed over the telephone, or at any of the offices of DELTASTOCK, should the office’s working hours (which may or may not differ from the Trading Hours) are consistent with the trading hours for the respective underlying financial instrument. Information about the working hours of DELTASTOCK’s offices is published on the Website;

„Business Day” means: a) in relation to CFDs based on currencies or precious metals - every day (except

for bank and official holidays) on which banks or market makers, which provide quotes for currencies and precious metals, are open for business with clients; or b) in relation to CFDs based on securities, indices, futures, and other derivative Financial Instruments - every day (except for bank and official holidays, as well as days on which exchanges do not conduct business for any other reason) the respective exchanges on which the securities, indices, futures or other CFD underlying Financial Instruments quoted by DELTASTOCK are traded, are open for business;

„Market Rules” means the rules, regulations, customs, and practices of the currency market and of any

exchange, clearing house, or other institution on which currencies, precious metals, or any other CFD underlying Financial Instruments, quoted by DELTASTOCK, are traded;

„Script” means a program (a set of instructions) interpreted and executed by another program, and not

initially compiled for execution by the processor. „Modifying a Script” is any change made to the code, parameters and/or the data of the Script, which

affects the execution of that Script. „MT4 Expert Advisor” is a Script compiled in the MQL4 language and run in Deltastock MetaTrader 4. „DELTASTOCK” shall mean the legal entity Deltastock AD, personalized according to Art. 2.1.1. of these

General Terms. „Website” means the Internet site of DELTASTOCK with a URL– wwwwww..ddeellttaassttoocckk..ccoomm; “ESMA” means the European Securities and Markets Authority. The address of ESMA’s website is

http://www.esma.europa.eu; “Financial Counterparty”, within the meaning and for the purposes of EMIR, means one of the following

legal entities which have been authorised or registered in accordance with the applicable European legislation: an investment firm authorised in accordance with Directive 2004/39/EC; a credit institution authorised in accordance with Directive 2006/48/EC; an insurance undertaking authorised in accordance with Directive 73/239/EEC; a life insurance undertaking authorised in accordance with Directive 2002/83 / EC; a reinsurance undertaking authorised under Directive 2005/68/EC; a UCITS (Undertaking for the Collective Investment in Transferable Securities) and, where relevant, its management company, authorised in accordance with Directive 2009/65/EC; an institution for occupational retirement provision within the meaning of Article 6(a) of Directive 2003/41/EC; an alternative investment fund managed by AIFMs (Alternative Investment Fund Managers) authorised or registered in accordance with Directive 2011/61/EU;

"Non-financial Counterparty”, within the meaning and for the purposes of EMIR, means an undertaking

established in the European Union, other than a "Financial Counterparty","Central Counterparty" or "Trade Repository";

"Central Counterparty", within the meaning and for the purposes of EMIR, means a legal person that

interposes itself between counterparties to contracts traded on one or more financial markets, becoming the buyer to every seller and the seller to every buyer.


"Trade Repository", within the meaning and for the purposes of EMIR, means a legal person that centrally collects and maintains records of derivatives;

"LEI" (Legal Entity Identifier), for the purposes of EMIR, means a unique identification code by which the

parties to derivatives transactions and Central Counterparties should report to a Trade Repository data about each derivative contract they have concluded. A LEI is issued pursuant to the requirements of the ISO 17422 standard. This standard makes it possible to prepare codes containing 20 alphanumeric characters to which additional public data is attached (name, address, legal entity status, etc.), and also private data (legal form, parent company, i.e. an entity that is responsible in case of default, etc.). A LEI is issued by the organisations or the local operating units (Pre-Local Operating Unit - pre-LOU), belonging to the LEI/GEI system, which have been approved by ESMA to issue LEI, and their list can be found on the LEIROC (Legal Entity Identifier Regulatory Oversight Committee) website: http://www.leiroc.org;

"Derivative" and “Derivatives Contract”, within the meaning and for the purposes of EMIR, means a

financial instrument set out in Section C, points (4) to (10) of Annex I to Directive 2004/39 / EC, respectively in Art. 3, item (2), letters (c) to (i) of the Markets in Financial Instruments Act;

"US Reportable Account", for the purposes of FATCA, means a financial account maintained by a

Reporting Bulgarian Financial Institution and held by one or more Specified US Persons or by a Non-US Entity with one or more Controlling Persons who are a Specified US Persons. Notwithstanding the foregoing, an account will not be treated as a US Reportable Account if it has not been specified as such an account after a Due diligence inspection under the TSSPC.

"Specified US Persons", for the purposes of FATCA, has the meaning set out in the Agreement between

the Government of the United States of America and the Government of the Republic of Bulgaria to Improve International Tax Compliance and to Implement FATCA.

"Non-US Entity", for the purposes of FATCA, has the meaning set out in the Agreement between the

Government of the United States of America and the Government of the Republic of Bulgaria to Improve International Tax Compliance and to Implement FATCA.

"Controlling Persons", for the purposes of FATCA, has the meaning set out in the Agreement between

the Government of the United States of America and the Government of the Republic of Bulgaria to Improve International Tax Compliance and to Implement FATCA.

“Automatic Exchange of Financial Information in the Field of Taxation” means the systematic

provision of the information specified in Art. 142b, para. 1 of TSSPC to a Participating Jurisdiction, regarding persons who are residents for tax purposes in that Participating Jurisdiction, without prior request, at pre-established intervals.

"Participating Jurisdiction" means: a) any other European Union member state; b) any other jurisdiction

with which the Republic of Bulgaria has an agreement in place, pursuant to which the jurisdiction will provide the information specified in Art. 142b of TSSPC, and which has been set out in a list published by the Republic of Bulgaria and submitted to the European Commission; c) any other jurisdiction with which the European Union has an agreement in place, pursuant to which that jurisdiction will provide the information specified in Art. 142b of TSSPC, and which has been set out in a list published by the European Commission; d) the United States of America;

“Reportable Account” for the purposes of the Automatic Exchange of Financial Information in the Field

of Taxation, has the meaning defined in the TSSPC.

"Reportable Person” for the purposes of Automatic Exchange of Financial Information in the Field of Taxation, has the meaning defined in the TSSPC;


"Due Diligence" for the purposes of the Automatic Exchange of Financial Information in the Field of

Taxation, has meaning and consists of procedures defined in the TSSPC; „MIFIA” means the Markets in Financial Instruments Act; „Ordinance No 38” means Ordinance No 38, dated 25.07.2007 on the Requirements to the Activities of

Investment Intermediaries, adopted by the Financial Supervision Commission; „POSA” means the Public Offering of Securities Act; „CIA” means the Credit Institutions Act; „AMLA” means the Anti-Money Laundering Act; „MTFA” means the Measures against Terrorism Financing Act; “TSSPC” means the Tax and Social Security Procedure Code „Directive” means Directive 2004/39/EC of the European Parliament and of the Council of 21 April 2004

on Markets in Financial Instruments; "EMIR" (European Market Infrastructure Regulation) means Regulation (EU) No 648/2012 of the European

Parliament and the Council of 4 July 2012 on OTC derivatives, central counterparties and trade repositories. The usage of this term refers to, besides Regulation 648/2012, all other related regulations and legislation by the European Commission and also the Council, the European Parliament and ESMA. More information can be found on the ESMA website: http://www.esma.europa.eu/page/post-trading, and also on the Bulgarian FSC website: http://www.fsc.bg/en/registers-and-checks/otc-derivatives/ http://www.fsc.havasworldwidedigital.bg/Izvanborsovi-derivati-en-863;

“FATCA” (Foreign Account Tax Compliance Act) means the United States Act on tax law compliance

regarding foreign accounts. More information can be found on this website: http://www.irs.gov/Businesses/Corporations/Foreign-Account-Tax-Compliance-Act-FATCA. FATCA obligations are applicable in Bulgaria in the form and volume under the Agreement between the Government of the United States of America and the Government of the Republic of Bulgaria to Improve International Tax Compliance and to Implement FATCA, signed on 05.12.2014. The Agreement has been ratified by law, which has been published in Issue 47 of the Bulgarian State Gazette, 26.06.2015.

„Applicable Law” means Bulgarian law and/or such other law agreed as applicable herein or in the

Agreement, as well as the Regulations of the European Union on matters that are the subject of these General Terms of Business and/or the Agreement.

1.2. Any terms of legal significance used herein, which are not defined in Art. 1.1 above or in an

Agreement with the CLIENT, will have the meaning ascribed to them in the Applicable Law, account taken of context.

1.3. A reference to a directive, regulation, act, statutory instrument, or other source of law, will be

interpreted to include any subsequent amendments thereof, as well as any other law that may be adopted to replace such an instrument and is intended to regulate the same subject matter.

1.4. Throughout the text, where the developer’s name is not explicitly stated, the term „Electronic

Trading Platform” shall refer to all platforms offered by DELTASTOCK.


1.5. Throughout the text, where the Script’s name is not explicitly stated, the term „Script” shall refer to

all Scripts, including the Scripts which are built into the Electronic Trading Platforms (such as the MT4 Expert Advisors).

1.6. These General Terms of Business govern trades on non-regulated markets and constitute an

integral part of the Trading Agreement between DELTASTOCK and the CLIENT and as such are binding on both parties.

2. GENERAL INFORMATION ABOUT DELTASTOCK. GENERAL RISK WARNING. INVESTOR COMPENSATION SCHEME

2.1. Information about DELTASTOCK 2.1.1. DELTASTOCK AD („DELTASTOCK”) is a joint-stock company incorporated under the laws of the

Republic of Bulgaria, registered with the Commercial Register of the Registry Agency, Unified Company Code 128042807. Company’s registered address is at 115 G Tsarigradsko Shose Blvd., Megapark Office Building, Office Area "E", floor 6, 1784 Sofia, Bulgaria; website: www.deltastock.com; and e-mail: [email protected]. DELTASTOCK holds licence No РГ-03-0146, dated 27 March 2000, issued under MiFID by the Bulgarian Financial Supervision Commission for the carrying out of activities and providing services as an investment firm, in and outside the Republic of Bulgaria.. DELTASTOCK has a registered branch in Romania (Deltastock AD – Bucharest Branch, registered with the Romanian National Securities Commission, certificate No 102, dated 3 April 2007, reg. No PJM01SFIM/400004) through which MiFID regulated activities will be carried out. DELTASTOCK is entitled to carry out MiFID regulated activities in all European Union member states under the freedom to provide services regime. Updated information on the countries in which DELTASTOCK has established branches and carries out activities is available at any time on the Website.

2.1.2. DELTASTOCK’s scope of business includes providing the following services and carrying out the following activities: (i) investment services and investment activities under Art. 5 para. 2 of MIFIA and Appendix 1, Section A of the Directive within the European Union and the European Economic Area, as well as in third countries, as follows:

a) reception and transmission of orders in relation to one or more Financial Instruments, including intermediation for entering into transactions in Financial Instruments;

b) execution of orders on behalf of CLIENTS; c) dealing on own account in Financial Instruments; d) portfolio management; e) provision of investment consultations to CLIENTS; f) underwriting of issues of Financial Instruments and/or initial public offering of

Financial Instruments under the unconditional and irrevocable commitment for acquiring the Financial Instruments on own account;

g) initial public offering of Financial Instruments without unconditional and irrevocable commitment for acquiring Financial Instruments on own account. (ii) Ancillary services under Art. 5, para. 3 of MIFIA and Appendix 1, Section B of the Directive within the European Union and the European Economic Area, as well as in third countries, as follows:

a) safekeeping and administration of Financial instruments on the account of CLIENTS, including custodianship (keeping of CLIENTS’ Financial Instruments and cash in a depository institution) and related services such as management of the received cash/provided collateral;


b) granting loans for carrying out transactions in one or more Financial Instruments, provided that the entity granting the loan is involved in the transaction under conditions and procedures laid down in an ordinance;

c) advice to companies on capital structure, industrial strategy and related matters, as well as advice and services relating to mergers and the purchase of companies;

d) investment research and financial analyses or other forms of general recommendations relating to transactions in Financial Instruments;

e) related to underwriting of issues of Financial Instruments. (iii) Cash and non-cash transactions in foreign currencies and precious metals, including trading in money market instruments, and the conclusion of fixed-term deals.

2.1.3. The scope of services under Art. 2.1.2. above can be any Financial Instruments within the meaning of Art. 3 of MIFIA and Appendix 1, Section C of the Directive. 2.1.4. DELTATSOCK’s conduct of investment services and activities is supervised by the Financial

Supervision Commission (FSC), whose registered address is at 16 Budapeshta Str., Sofia, Bulgaria, www.fsc.bg.

2.1.5. Detailed information about DELTASTOCK may be found in the notice „General Information about DELTASTOCK” which is available on the Website.

2.2. General Risk Warning 2.2.1. The CLIENT acknowledges that he/she understands that investment in CFDs carries risks of

financial loss to the CLIENT, up to or exceeding the initially invested capital, especially in the cases of trading on Margin. Detailed risk disclosure may be found in the „General Description of the Financial Instruments and the Risks Involved” notice which is available on the Website. The CLIENT ought to read that notice before making his/her decision to enter into an Agreement, as well as before making any investment decision. The list of risks contained in the aforesaid notice is informative and non-exhaustive.

2.2.2. The CLIENT will use the Services of DELTASTOCK on his/her behalf and at his/her own expense. 2.3. Investor Compensation Scheme 2.3.1. The Investor Compensation Fund (the Fund) is a legal entity, established in the Republic of

Bulgaria. Its registered address is at 31 Tsar Shishman Str., Sofia, Bulgaria (www.sfund-bg.com). The Fund guarantees payment of compensation to the CLIENTS of authorized financial investment companies, as is DELTASTOCK, as well as to the CLIENTS of their branches in host states, under the conditions and procedure set out in the POSA.

2.3.2. Compensation is arranged with the money raised by the Fund from the authorized financial

companies, and is paid out in the cases where the company is unable to meet its liabilities towards CLIENTS due to reasons directly linked to its financial condition.

2.3.3. Detailed information about The Fund may be found in the „Compensation of the Investors” notice,

which is available on the Website.


3. AGREEMENTS BETWEEN CLIENTS AND DELTASTOCK 3.1. DELTASTOCK will provide Services to CLIENTS on the basis of a written Agreement and under

these General Terms. 3.2. The CLIENT acknowledges and agrees that he/she may not enter into Trades or make use of the

Services provided by DELTASTOCK until an Agreement has been executed by and between DELTASTOCK and the CLIENT.

3.3. Prior to entering into an Agreement, DELTASTOCK will make these General Terms available to its

potential CLIENTS, so they can read and understand them. Upon request, additional information and further explanation of the individual terms will be provided.

3.4. DELTASTOCK and the CLIENT may stipulate individual clauses differing from these General

Terms if they do not contradict with any mandatory provisions of the Applicable Law. In this case the individually stipulated clauses in the Agreement shall prevail over the contradictory provisions of these General Terms.

3.5. These General Terms of Business are applicable to the Customer Trading Agreement concluded by

and between DELTASTOCK and the CLIENT and as such are obligatory for both parties. 3.6. The CLIENT may enter into an Agreement with DELTASTOCK personally, through a statutory or

specifically authorised representative. 3.7. The Agreement between DELTASTOCK and the CLIENT can be entered into in one of the

following ways, in accordance with all the administrative and other requirements of the Applicable Law, including, but not limited to, Art. 24, 26, 26a, 26b and/or 26c of Ordinance No 38:

(i) At DELTASTOCK’s office: 115 G Tsarigradsko Shose Blvd., Megapark Office Building, Office

Area E, 6th Floor 6, Sofia 1784, Bulgaria; (ii) At a DELTASTOCK branch outside the Republic of Bulgaria following the procedure as

applicable;

(iii) Remotely without physical presence, by exchange of electronic messages, signed with an

electronic signature, in accordance with Art. 13 of the Electronic Document and Electronic

Signature Act (EDESA).

(iv) Remotely without physical presence, by exchange of the necessary documents signed by the

parties, provided that the CLIENT holds a bank account opened in: a credit institution licenced in a

member state of the European Union; or a credit institution licenced in a member state of the

European Economic Area (EEA); or a credit institution whose headquarters are in a member state

of the Financial Action Task Force on Money laundering (FATF), or a credit institution whose

headquarters are in a member state of the Asia/Pacific Group on Money Laundering (APG); or a

credit institution whose headquarters are in a member state of the Eurasian Group on Combating

Money Laundering and Financing of Terrorism (EAG); or a credit institution whose headquarters

are in a member state of the Committee of Experts on the Evaluation of Anti-Money Laundering

Measures and the Financing of Terrorism (MONEYVAL), a monitoring body of the Council of

Europe.

(v) Remotely without physical presence, by exchange of the necessary documents signed by the

parties, as in this case the Client shall sign the necessary documents in the presence of a

notary who certifies this circumstance.


3.8. The Agreement between DELTASTOCK and the CLIENT will be entered into only after the identity of the latter, as well as the identity and representative powers of the statutory representative or the Authorised Person have been ascertained and verified, and also after checking the documents required under Art. 26a, 26b and/or 26c of Ordinance № 38 , if applicable. Irrespective of how the Agreement is entered into, the CLIENT or its statutory representative, and the Authorised Person, will provide DELTASTOCK with a copy of his/her identity documents certified with „true copy”, date and signature of the CLIENT - an individual, and for CLIENT – a legal entity - copies of the Memorandum and Articles of Incorporation, and the Authorization of the Company Representative.

3.9. DELTASTOCK may request additional documents from the CLIENT, and the CLIENT will

cooperate accordingly, for the purpose of confirming his/her identity, determining his/her place of residence or complying with other requirements set out in the Applicable Law, such as those under the AMLA, MTFA, tax laws, etc.

3.10. Entering into an Agreement for the provision of Services through a Representative is only possible

if a power of attorney certified by a notary public is submitted. The power of attorney must contain the Representative power for performing managerial or disposal actions with Financial Instruments and a declaration by the authorized person that he/she does not carry out by occupation transactions with Financial Instruments, as well as that he/she did not execute such transactions for a one-year period prior to entering into the Agreement, and also if the internal procedures of DELTASTOCK, and the requirements of the Applicable Law are duly complied with. It is not allowed to conclude a contract under Art. 3.7, item (iii), and Art. 3.7, item (iv) of these General Terms by attorney.

3.11. DELTASTOCK will retain for its records the declaration and the original power-of-attorney under

Art. 3.10 above. Where the power-of-attorney is granted to be used repeatedly, DELTASTOCK will retain a copy of it, certified by the Representative and an employee of the Internal Control department.

3.12. DELTASTOCK will not enter into an Agreement and will not provide Services to a CLIENT if the

latter, his/her statutory representative or Authorised Person, has failed to present, sign or duly certify all the necessary documents required under these General Terms, the Agreement and under the Applicable Law, as well as those additionally required by DELTASTOCK. DELTASTOCK will not enter into an Agreement with the CLIENT if he/she has submitted documents containing obvious flaws, or where the data therein is incomplete, incorrect or inconsistent, or if there are other circumstances raising doubts about improper identification or representation or potential breaches of the Applicable Law on anti-money laundering and terrorism financing. DELTASTOCK will not enter into an Agreement with the CLIENT if his/her Representative declares entering into Trades in Financial Instruments on a professional basis. This restriction will not apply when the contract is signed by a managing company, credit institution, investment firm, or other entity entitled to operate with Financial Instruments.

3.13. If a breach of the provisions of AMLA, MTFA or the statutory instruments implementing them is

done by the CLIENT and has been established or is suspected by DELTASTOCK and/or any Authority, DELTASTOCK will be entitled to act as stipulated in Art. 8.6.5 and Art. 12.2.5 below, including to refuse and suspend the provision of Services and/or to terminate the Agreement with the CLIENT.

3.14. Without prejudice to the above, DELTASTOCK reserves the right to refuse to enter into an

Agreement with any given person, at its sole discretion and without stating reasons.


3.15. Without prejudice to the above, DELTASTOCK, without stating reasons, will refuse to enter into an Agreement with a legal entity, regardless of whether it falls within the definition of a “Non-financial Counterparty” or "Financial Counterparty" if the legal entity fails to provide a LEI (Legal Entity Identifier) prior to entering into an Agreement. 3.16. Without prejudice to the above, DELTASTOCK, without stating reasons, may refuse to enter into an Agreement with a natural person or legal entity if prior to entering into the Agreement they do not provide a completed declaration under Art. 142t of TSSPC and/or do not provide the necessary information and/or documents, thus preventing the conduct of Due Diligence under TSSPC. 4. CLIENT CLASSIFICATION 4.1. With regard to Trades in CFDs or other Financial Instruments, DELTASTOCK will, in observance

of its obligations under the Directive, MiFIA and Ordinance No 38, classify its CLIENTS in three categories: eligible counterparties, professional clients and retail clients. The provisions of these General Terms referring to retail clients will not apply to professional clients and eligible counterparties, unless expressly stipulated otherwise.

4.2. The client classification procedure for all categories, as well as the clients’ right to request

reclassification is set out in the „Client Classification Policy”. Information on the aforesaid policy may be found on the Website. The CLIENT is required to declare that he/she has read, understood and agreed to the aforementioned policy.

4.3. The CLIENT undertakes to provide true, accurate and complete information for the purposes of classification, as well as to notify DELTASTOCK of each change in the information provided.

4.4. DELTASTOCK, for the purposes and needs of EMIR, shall consider and treat all its CLIENTS that

are legal entities as "Non-financial Counterparties" unless they fall within the definition of a

"Financial Counterparty", and shall expressly inform them of that circumstance. 5. RELATIONSHIP WITH CLIENTS

5.1. When executing Trades pursuant to CLIENT Orders with the Financial Instruments covered by

these General Terms, DELTASTOCK does not act as intermediary but as counterparty („principal”) to such Trades unless otherwise stipulated in the Agreement. Consequently, DELTASTOCK does not assume best execution obligation in respect of such Trades, including no commitment to achieve the best price and other conditions for the CLIENT. This will apply in respect of all categories of clients, including retail clients. The CLIENT is aware and agrees that his/her Orders are executed on an OTC market at prices quoted by DELTASTOCK.

5.2. When providing Services, DELTASTOCK is obliged to provide equal treatment to its CLIENTS and

to act honestly, fairly, professionally, in accordance with the best interests of its CLIENTS, and with due care.

5.3. Upon submitting a live account application, the prospective client should provide information

about his/her financial status, professional experience and also their knowledge and experience in the field of investments. Based on information received, DELTASTOCK, in the course of the application procedure, assesses whether the Service is suitable for the prospective client. If it is established that the prospective client does not have the necessary experience and knowledge to understand the risks associated with the Service that is offered or requested, DELTASTOCK, while


the application process is still ongoing, will warn the prospective client about that circumstance by sending them an explicit message about the risks.

5.4. If on the basis of information provided by the client and the assessment of appropriate service

Deltastock determines that the Service is not appropriate for the prospective client, but he/she, after having familiarised himself/herself with the explicit warning about the associated risks, sumbits the application, enters into an Agreement and becomes a CLIENT of DELTASTOCK, then it will be the CLIENT’s obligation to commit the necessary time to better familiarise himself/herself with the specifics of trading Financial Instruments on margin and the risks associated with it.

5.5. Deltastock would like to remind the CLIENT that trading financial instruments on margin is highly

risky, and the CLIENT should make personal efforts towards his/her own knowledge and education on that type of trading, its nature and specifics, as well as the nature and specifics of the traded Financial Instruments, and also about the risks arising from this type of trading. Deltastock will not bear responsibility for the CLIENT’s personal knowledge and education.

5.6. DELTASTOCK assumes that a professional CLIENT has the necessary experience and knowledge to

understand the risks associated with the particular Service, Trade or product, for which it has been classified as professional. For the duration of the Agreement, a CLIENT classified as professional can at any time request a higher level of protection for part or all Services used by him. This is done by meeting the criteria and by following the steps for changing the classification of the CLIENT stated in the „Client Classification Policy”.

5.7. DELTASTOCK maintains accountability and keeps Financial Instrument and CLIENT accounts in a

way to ensure their immediate segregation among the different CLIENTS and DELTASTOCK. DELTASTOCK will not be liable to its creditors with Financial Instruments and CLIENT money.

5.8. DELTASTOCK will keep/deposit CLIENT money with one or more of the following entities: (i) Central bank; (ii) Credit institution; (iii) Bank licensed in a third country; and/or a (iv) Collective investment scheme meeting the requirements of Art. 34, paragraph 3, item 4 of

the MIFIA, unless it is stipulated in the Agreement that the CLIENT’s money can not be deposited in a collective investment scheme.

In connection with the acts or omissions of the entities listed above, where CLIENT money is

kept/deposited, and the consequences for CLIENTS in the event of insolvency of these entities, the

liability of these entities and DELTASTOCK will be determined by the national legislation.

5.9. The CLIENT agrees and accepts that DELTASTOCK may deposit his/her funds with the entities under Art. 5.8 above, even when they are a connected party to DELTASTOCK.

5.10. The CLIENT money will be deposited with the entities stipulated in Art. 5.8 above, in a regular

client account under the name of DELTASTOCK. 5.11. DELTASTOCK accepts cash payments from CLIENTS for the provision of investment and/or

additional services, and cash funds necessary for trades in Financial Instruments, and respectively makes cash payments to CLIENTS in accordance with the requirements of the Limitation of Cash Payments Act. Money received in cash by or on behalf of CLIENTS, as well as money provided by CLIENTS or received as a result of Services provided to CLIENTS, will be deposited in the bank account referred to in Art. 5.10 above no later than the end of the next business day. Deltastock accepts cash payments from CLIENTS also in cases where the Agreement with the CLIENT has been concluded under Art. 3.7, item (iii) of these General Terms of Business by using a qualified electronic signature.


DELTASTOCK does not accept cash payments from CLIENTS in cases where the Agreement with the CLIENT has been concluded under Art. 3.7, item (iv) of these General Terms, and also pursuant to Art. 3.7, item (iii) of these General Terms, but not concluded via the use of a qualified electronic signature. In these cases, the transfer of funds in relation to receiving and providing investment and ancillary services to the CLIENT under the concluded Agreement shall be made only to and from a payment account whose holder is the CLIENT, and which account is managed by a credit institution licenced in a member state of the European Union; or a credit institution licenced in a member state of the European Economic Area; or a credit institution whose headquarters are in a member state of the Financial Action Task Force on Money Laundering (FATF); or a credit institution whose headquarters are in a member state of the Asia/Pacific Group on Money Laundering (APG); or a credit institution whose headquarters are in a member state of the Eurasian Group on Combating Money Laundering and Financing of Terrorism (EAG); or a credit institution whose headquarters are in a member state of the Committee of Experts on the Evaluation of Anti-Money Laundering Measures and the Financing of Terrorism (MONEYVAL), a monitoring body of the Council of Europe.

5.12. DELTASTOCK will keep analytical accounts for all Financial Instruments and funds held for

CLIENTS. 5.13. DELTASTOCK will explicitly inform CLIENTS through the stated information distribution method,

or prospective CLIENTS through the Website, if their Financial Instrument and money accounts opened in DELTASTOCK are (to be) subject to the legal provision of a third country which is not a Member State of the European Union. Such notification will emphasize that certain CLIENT rights related to Financial Instruments and funds may be differently regulated due to the enforceability of the third country legislation. DELTASTOCK will notify the CLIENT of the possibility that a depositary institution may have rights to collateral, retention or compensation in respect of the CLIENT money, where applicable.

5.14. DELTASTOCK is entitled to retain Financial Instruments and money acquired as a result of

executed Orders or instructions of the CLIENT, as well as to close without prior notice part or all of the CLIENT’s open Positions, where the latter has failed to pay outstanding fees, interest, expenses, commissions, Margin, or other liabilities towards DELTASTOCK, including where the total amount of money in the CLIENT’S account has fallen under the minimum level of required Margin. The CLIENT acknowledges, accepts and agrees that in such cases DELTASTOCK will be entitled: (i) To offset CLIENT’s money against financial liabilities of the CLIENT towards

DELTASTOCK, including the amounts blocked as collateral; (ii) To invite the CLIENT by way of notice to meet his/her obligations within a reasonable

period of time, during which the CLIENT will transfer/deposit the outstanding amount to his/her account or will place an Order for closing part or all of his/her current Positions. The notice will advise the CLIENT of the right DELTASTOCK is entitled to under item (iii) below;

(iii) Upon failure of the CLIENT to pay his/her liabilities, including within the additionally provided period of time under item (ii) above, DELTASTOCK will be considered implicitly authorised by the CLIENT to close all of the CLIENT’s Positions at its sole discretion;

(iv) If the liabilities of the CLIENT towards DELTASTOCK and the amounts held in his/her accounts are in different currencies, DELTASTOCK may convert such amounts at the Current Market Prices for the purpose of offsetting.

All expenses, including fees and commission, due to DELTASTOCK in relation to exercising its rights stipulated above, shall be borne by the CLIENT. The remaining amount of funds, after the CLIENT’s liabilities towards DELTASTOCK have been fully settled, will be credited to the CLIENT’s account.

5.15. In the provision of Services, DELTASTOCK is obliged to keep confidential the information

entrusted to it by its CLIENTS, as well as to protect their reputation. The CLIENT is obliged to


protect the trade secrets and reputation of DELTASTOCK, as well as to refrain from disclosing any circumstances known to him/her in relation to the execution of the Agreement signed.

5.16. In addition to the competent supervisory authorities for the purposes of supervision,

DELTASTOCK may disclose information about facts and circumstances concerning the trading account balances and transactions and also about CLIENT money as well as all other facts and circumstances constituting a DELTASTOCK’s professional secret and a CLIENT’s trade secret only as follows: (i) The CLIENT has given his/her consent. (ii) By virtue of law and/or related regulations, by virtue of court decision, or on the basis of a

ruling by another act of public authority issued under the conditions and following the procedure of the Applicable law.

(iii) In fulfilling its obligations under EMIR for reporting data on concluded Derivative

Contracts.

(iv) In fulfilling its obligations under FATCA and related regulations, if the CLIENT’s account is

identified as a “US Account” which should be reported.

(v) In fulfilling its obligations under the TSSPC, in relation to the Automatic Exchange of

Financial Information in the Field of Taxation.

5.17. DELTASTOCK has in place a Policy on Conflicts of Interest and Execution of Personal Deals. This

policy is available on the website. By signing the Agreement, the CLIENT acknowledges that he/she has read and accepts it. The contents of this policy are not part of the Agreement and not complying with it in certain situations, cannot be regarded as a breach of the Agreement and/or the Terms, so far as there is no breach of the Agreement, the Terms or the Applicable Law. The policy sets out the conditions for avoiding conflicts of interest, and when such arise, it stipulates the procedure for their impartial settlement. The purposes of this Policy are, among others, to: (i) Prevent, respectively supervise, the exchange of information between those engaged in

activities posting a conflict of interest when the exchange of that information may prejudice or damage the interests of one or more clients of DELTASTOCK;

(ii) Ensure individual control over persons, whose main duties include the provision of Services in the name of and/or on behalf of CLIENTS or providing Services to CLIENTS, where a conflict of interest may arise, or such may otherwise arise where different interests are being represented, including interests of DELTASTOCK;

(iii) Ensure that there is no direct link between the remuneration of individuals, who discharge certain duties and responsibilities and the remuneration of individuals, who discharge different other duties and responsibilities for DELTASTOCK or the revenue generated by the latter, if a conflict of interests is likely to arise in relation to those activities;

(iv) Prevent or limit the possibility of inappropriate influence being exercised by any person on the manner in which any other person, working under contract for DELTASTOCK, provides investment services and carries out investment activities;

(v) Prevent, respectively supervise, the simultaneous or consecutive involvement of a person, who works under contract for DELTASTOCK, in his/her conduct of various investment or ancillary services and activities, where such involvement may damage the proper management of conflicts of interest;

(vi) Set out other necessary and appropriate, at DELTASTOCK’s own discretion, measures and procedures.

5.18. When the CLIENT submits Orders at his/her own discretion and initiative, and unless otherwise

stipulated in the Agreement, it is considered that DELTASTOCK does not provide to CLIENTS investment advice on the merits of any certain Trade or, generally, when entering into the Agreement. When DELTASTOCK makes available to CLIENTS information regarding the main characteristics and features of certain Financial Instruments or Services, as well as when the company provides statistical data or information regarding the current status of different Financial


Instruments and/or markets via the Website and/or through the Electronic Trading Platform, that information or data is to be considered indicative and should not be taken as a recommendation for entering or not entering into a Trade, a suggestion for investment strategy, or any other form, whatsoever, of provision of investment advice.

5.19. DELTASTOCK may directly or indirectly provide CLIENTS with access to financial information

published by third parties through electronic means. In particular, DELTASTOCK may provide links to third party websites through the Electronic Trading Platform. Such websites are publicly accessible and DELTASTOCK will refer its CLIENTS to those solely for their convenience. DELTASTOCK makes no warranties about the content of such websites or the veracity and completeness of financial information provided by them or by third parties – suppliers of information. By signing the Agreement, the CLIENT confirms that he/she is aware of, understands and accepts that: (i) The financial information may contain, or be subject to, errors, omissions, delays and

inconsistencies; (ii) DELTASTOCK does not provide any warranty on the financial information provided to the

CLIENT through the Electronic Trading Platform or the Website; (iii) The financial information provided by DELTASTOCK will not be deemed as a

recommendation or an investment advice for entering or refraining to enter into Trades.

5.20. DELTASTOCK reserves the right, at its own discretion, to set limits or take other measures it deems appropriate in order to control the trading carried out by CLIENTS through the Electronic Trading Platform. Such limits or measures may be modified, removed, or instituted without prior notice. These limits or measures may include maximum value/quantity/size and price of the Orders, maximum total exposure for a given CLIENT, controls over Orders which are submitted at a price which is significantly different from the prevailing market price, as well as any other measures which may be consistent with market practices, or the Applicable Law, or which DELTASTOCK deems necessary to protect its own interest or that of the CLIENT or other clients.

5.21. In relation to the existing and future relationships with CLIENTS which are or will be conducted primarily over the Internet and unless otherwise agreed, by signing the Agreement, the CLIENT declares that he/she: (i) Explicitly prefers the durable medium to be used to take the form of electronic messages

and scanned documents sent to the CLIENT’s email address provided upon entering into an Agreement;

(ii) Explicitly prefers the provision of information to be carried out through the Website or the Electronic Trading Platform; and

(iii) Is notified by electronic means of the Website address and the exact section of the Website where the relevant information may be found.

5.22. By the fact of entering into an Agreement, the CLEINT declares his/her express consent to the

processing of his/her personal data provided to DELTASTOCK before, at the time or after the Agreement has been signed, or collected by DELTASTOCK after the Agreement has been signed. The CLIENT also expressly consents that DELTASTOCK will be entitled to conduct verification of his/her personal data through checks with independent sources, account taken of the safeguards under the Applicable Law. DELTASTOCK will collect and process its CLIENT’s personal data only for the purposes of entering into, and performance of, an Agreement with him/her, and when doing so, will adhere to the requirements of the Personal Data Protection Act (PDPA) and of other provision of the Applicable Law. Only relevant persons with DELTASTOCK with cleared access will be entitled to access the personal data of the CLIENT. Third parties will be granted access to personal data collected and processed by DELTASTOCK only subject to the provision of the Applicable Law and for the purpose stated therein. The CLIENT furthermore declares his/her express consent that DELTASTOCK may disclose his/her personal data to banks and other credit institutions, and to financial institutions authorised by the competent authority of their domicile,


including to such entities which are established outside the European Union and the European Economic Area, including to introducing brokers or agents (if any, and to enable them to administer their relationship with the Client), provided that such disclosure is necessary for the purposes of performance of the Agreement and provided the Applicable Law is complied with. By signing the Agreement, the CLIENT also declares his/her explicit consent that DELTASTOCK may disclose his/her personal data for the purposes and needs of the Automatic Exchange of Financial Information in the Field of Taxation, under the terms and to the entities referred to in the TSSPC.

5.23. CFD trading may be illegal in the jurisdiction in which the CLIENT is located. It is and shall always

remain the CLIENT’s responsibility to know the local laws of his/her country of domicile. By signing the Agreement, the CLIENT: (i) declares that he/she is not a minor, as minors are prohibited from trading with

DELTASTOCK; (ii) guarantees that he/she does not breach any regulations of his/her country of residence by

trading with DELTASTOCK; (iii) he/she is responsible for any taxation requirements of his/her country of domicile.

5.24. Upon any changes to the personal data used to identify the CLIENT at the time the Agreement has

been signed, including changes to the data based on which Due Diligence under the TSSPC was conducted and it has been determined whether the CLIENT’s account is a Reportable Account, he/she is obliged to promptly notify DELTASTOCK and provide the relevant documents to validate the change.

If the CLIENT fails to provide information and/or documents, DELTASTOCK has the right to unilaterally terminate the contract under Art. 12.2.1, item (iii), letter (a) of these General Terms.

5.25. If the CLIENT is a legal entity, it is required, upon expiry of the LEI, to promptly (prior to, or at the

latest, on the date of expiry of the LEI) notify DELTASTOCK about its renewal and provide the relevant document if such has been issued.

5.26. DELTASTOCK identifies whether a CLIENT’s account is a Reportable Account for the purposes of

the Automatic Exchange of Information in the Field of Taxation, including a US Reportable Account, which should be reported, according to the procedures set out in the TSSPC.

If the information provided by the CLIENT is insufficient for identification, and also for the Due Diligence under the TSSPC, DELTASTOCK is entitled to request additional information, including the provision of documents by the CLIENT.

The CLIENT has the obligation to provide the information and/or documents requested by DELTASTOCK within specified time limit, and a refusal to do so will be considered as a failure to fulfil the obligations specified in the Agreement.

In case the CLIENT fails to provide the information and/or documents, DELTASTOCK is entitled to unilaterally terminate the Agreement under Art. 12.2.1, item (iii), letter (a).

6. INFORMATION PROVIDED TO CLIENTS 6.1. General Provisions

Under the present Section 6 shall be provided complete information connected with the Services offered by DELTASTOCK, but this shall not include information provided under Art. 9.5 „Quotes” of these General Terms of Business.

6.1.1. Unless otherwise stipulated in the Agreement, DELTASTOCK will provide information to the

CLIENT, which includes, but is not limited to, information on fees, interest and commissions, Margin requirements and Trading Hours. Such information shall be provided to the CLIENT


through the Website, the Electronic Trading Platform, at a specified by the client Email address, or sent by any other means of distance communication, provided that the following conditions are met: (i) The provision of information by such means is considered appropriate with respect to the

existing and future relationship with the CLIENT; (ii) The CLIENT has not specifically requested to be provided with information on paper.

6.1.2. The CLIENT agrees that DELTASTOCK may provide information by using the company’s Website -

www.deltastock.com. When provided by such means and not directly addressed to the CLIENT, the information shall meet the following requirements: (i) The provision of information by such means is considered appropriate with respect to the

existing and future relationship with the CLIENT; (ii) The CLIENT has been notified by electronic means of the Website address and the exact

webpage on which such information is available; (iii) The information is up-to-date; (iv) The information is accessible on the Website at any time, within a reasonable period, for

CLIENTS to get familiar with it.

6.1.3. The provision of information by electronic means shall be deemed appropriate, with respect to the existing and future relationships with the CLIENT, only in the cases where the CLIENT has specified an email address in the Agreement with DELTASTOCK. The CLIENT acknowledges that when using the Internet, the latter may be subject to events which may affect the CLIENT’s access to the Website. The CLIENT will be solely responsible for the provision and maintenance of the equipment necessary and suitable to ensure the CLIENT’s adequate access to the Website.

6.1.4. When the Applicable Law requires the provision of a written document, such a requirement shall be deemed to be fulfilled in the cases when the document has been sent by fax, provided that the function and recording mode of the used facsimile device is safe from defective reproduction of the statement.

6.1.5. The provision of a written document required by the Applicable Law shall be deemed to be fulfilled

also when the document has been recorded by the use of other technical means, which include a scanned document, CD or DVD recordings, or any other durable medium, provided reproduction of the document from such medium is possible.

6.1.6. DELTASTOCK will provide the CLIENT with comprehensible, clear and correct information, which

is not misleading and will be compliant with the statutory requirements. 6.1.7. DELTASTOCK promptly notify the CLIENT by publication on its website about any material and

substantial change in the documents provided to CLIENTS in accordance with Art. 6 of these Terms and any material and substantial change of the circumstances under Art. 9, 10 and 32 of the Ordinance № 38, which are in connection with the provided Services. The notification is done also in a durable medium if the information to which it relates was initially submitted to the durable medium of the CLIENT.

6.2. Information Provided to a Retail Client 6.2.1. DELTASTOCK hereby ensures that the information provided to retail CLIENTS (including any

advertising materials and public statements of members of the managing and supervisory bodies of DELTASTOCK and of relevant persons working for the company) or to potential retail CLIENTS, or which is distributed in a way that may reach such CLIENTS, meets the following criteria: (i) Contains the name of DELTASTOCK;


(ii) It is accurate and does not emphasise on potential benefits from a certain Service or Financial Instrument, without indicating in a clear and express manner the relevant risks;

(iii) It is sufficient and is provided in a way which makes it comprehensible to the common members of the group to which it is addressed or is likely to reach;

(iv) Does not conceal, omit or disparage important announcements, statements or warnings. 6.2.2. DELTASTOCK will provide a retail CLIENT, within a reasonable time before rendering Services

related to the execution of their Orders, with detailed information on the Order Execution Policy and the Policy for Aggregation and Allocation of Client Orders, in accordance with the Applicable Law. This information will be made available on the company’s Website. By signing the Agreement, the CLIENT acknowledges he/she has read, understood and accepts these policies.

6.2.3. Before a retail CLIENT, or a potential retail CLIENT, has entered into an Agreement with

DELTATSOCK, the following information will be made available on the company’s website: (i) The General Terms of Business of DELTASTOCK; (ii) The clauses of the respective Agreement; (iii) The general information about DELTASTOCK;

6.2.4. DELTASTOCK will provide to its CLIENTS up-to-date information on the investor compensation

schemes or deposit guarantee schemes which DELTASTOCK is a member of in relation to its activities in the Republic of Bulgaria and in other member states of the European Union and/or European Economic Area. Such information is available in these General Terms of Business, in the document „Compensation of Investors” issued under Art. 6.2.3. and is also available on the Website.

6.2.5. The CLIENT is provided with information on the Policy on Conflicts of Interest and Execution of

Personal Deals, which is available on the Website. 6.2.6. DELTASTOCK will provide its CLIENTS with a description of the Financial Instruments and the

risks related to them in the „General Description of the Financial Instruments and the Risks Involved” notice. That notice is available on the company’s Website.

6.2.7. DELTASTOCK will provide detailed information on the expenses and fees relevant to the provision

of the company’s Services. The information is contained in (i) the Tariff of Interest Rates, Fees and Commissions, (ii) the company’s Website.

6.3. Information Provided to Professional Clients 6.3.1. Within a reasonable time before Services have been provided to professional CLIENTS,

DELTASTOCK will furnish those CLIENTS with the information referred to in Art. 5.13 and Art. 5.14 above.

7. INTEREST, FEES, AND COMMISSIONS 7.1. All the fees and commissions charged by DELTASTOCK to its CLIENTS for entering into Trades

and for the execution of the Agreement, as well as the due interest between the parties to the Agreement, are stated in the Tariff, which is available on the Website. The CLIENT acknowledges that he/she has been acquainted with the Tariff before entering into an Agreement with DELTASTOCK.


7.2. The CLIENT undertakes to provide DELTASTOCK with the money required for entering into Trades, as well as to indemnify DELTASTOCK for any expenses incurred, along with the interest and damages suffered in relation to the execution of Trades.

7.3. If the execution of a particular Trade is found to be impossible due to reasons outside of the control

of both parties, the CLIENT will pay to DELTASTOCK the incurred expenses and a remuneration corresponding to the fair value of the actual work done.

7.4. The CLIENT undertakes to pay all the fees, commissions, costs and expenses due in connection

with the provision of services under these Terms of Business and the individual Agreement, and to deposit funds, required for the execution of Trades, as well as to indemnify and hold DELTASTOCK, its directors, affiliates, employees, successors and assigns harmless from and against all liabilities, losses, damages, costs and expenses, including third party fees in connection to the provision of services. Also, the CLIENT is informed by DELTASTOCK and acknowledges and agrees that he/she will be liable for any taxes and/or other tax liabilities which may arise in relation to the execution of Trades, as well as he/she will reimburse to and indemnify DELTASTOCK against any tax liabilities, whatsoever, the latter has incurred on behalf of the CLIENT.

7.5. No interest will be accrued for the benefit of the CLIENT on the credit balances of his/her Account

with DELTASTOCK, and no such interest will be due to the CLIENT by DELTASTOCK. 7.6. DELTASTOCK will keep record of the CLIENT’s open Positions in CFDs based on currencies and

precious metals and evaluate those in accordance with the Current Market Prices; the CLIENT’s Positions held overnight will be rolled over to the next Business Day. The fees DELTASTOCK charges CLIENTS for rolling over their open Positions to the next Business Day will be determined by the company, taking into account the interest rate differential of the quoted currency and precious metal CFDs. DELTASTOCK may change those fees at any time, following interest rate changes for the respective currencies and precious metals. Any such changes will be disclosed through the Electronic Trading Platform, the Website or upon request. The aforesaid fees will be debited or credited to the CLIENT’s account, depending on whether the CLIENT holds a „short” or „long” Position at the end of the Business Day.

7.7. DELTASTOCK may change at any time the interest rates, fees and commissions the company

charges for the provision of Services, provided a prior notice has been sent to the CLIENT. Such a notice will be sent at least 7 (seven) days before the effective date of the change and will be further announced on the company’s Website. Where the change in the interest rates, fees and commissions has resulted from a change in the interest rates, fees and commissions charged at or by a given market, Liquidity Provider, investment firm, financial institution or other third party used by DELTASTOCK for the purposes of providing Services to the CLIENT. Such change will come into effect immediately after the CLIENTS have been notified through the Website. If, within the above stated 7-day period, the CLIENT does not expressly refuse in writing (including via a message sent to DELTASTOCK as a scanned document) to accept such changes or new interest rates, fees and commissions, they will be considered binding for the CLIENT, with no need of further formal approval or consent by the CLIENT. In case the CLIENT has refused to accept the change, the procedure for termination of the Agreement, stipulated in Art. 12 of these General Terms, shall apply. When changes to the Tariff of Interest Rates, Fees and Commissions of DELTASTOCK are in favour of the CLIENTS, DELTASTOCK can notify them at least 3 (three) days prior to the entry into force of the amendments.

7.8. DELTASTOCK will collect any payments due by the CLIENT to the company by directly debiting

his/her account.


7.9. Any fees and interest due by DELTASTOCK to the CLIENT will be credited directly to his/her account with the company.

7.10. When the CLIENT pays an obligation to DELTASTOCK in a currency different from the one

required for the relevant obligation, all damages suffered, as well as any losses incurred by DELTASTOCK in relation to that obligation, including, but not limited to, exchange rate differences and exchange commissions, will be at the CLIENT’s expense.

8. INSTRUCTIONS AND COMMUNICATION BETWEEN THE PARTIES. ORDER EXECUTION. 8.1. Language of Communication 8.1.1. Any correspondence and communication between the CLIENTS and DELTASTOCK, including the

provision of information by the latter, will be conducted in English or other languages specified on the Website.

8.1.2. The Agreements by and between the CLIENT and DELTASTOCK may be concluded in the

languages specified on the Website. The CLIENT agrees that where the Agreement (together with the applicable General Terms, appendices and declarations) is concluded in a language other than Bulgarian or English, the Bulgarian or English version of the Agreement will prevail in case of inconsistencies or disputes. The CLIENT shall state beforehand which one of the two versions will prevail.

8.2. General Provisions on Placing of Orders 8.2.1. The CLIENT will place Orders through the Electronic Trading Platform, over the telephone or at a

DELTASTOCK office. 8.2.2. Regardless of the means used for the submission of Orders, the CLIENT undertakes to submit

Orders following precisely the relevant requirements, and in the exact manner set out by DELTASTOCK under the Applicable Law. DELTASTOCK will incorporate the minimum required Order requisites in the format accessible through the Electronic Trading Platform, in the Order forms, and will also require those requisites to be specified by the CLIENT whenever Orders are submitted over the telephone. If the Order content and the submission requirements are not met, that Order will not be placed with DELTASTOCK and the latter will be exempt of the obligation to execute the order. In those circumstances, the company will not be liable for not having executed or having incorrectly executed, such an Order.

8.2.3. When placing Orders for trading CFDs, the CLIENT will submit those Orders, provided they have

been compliant with the minimum content requirements as stipulated in Art. 34 of Ordinance No 38, applied mutatis mutandis, account given of the specifications of CFDs and the Financial Instruments subject of these General Terms.

8.2.4. DELTASTOCK reserves the right, at its own discretion, to require additional information with

regards to a placed Order or instruction, where such information is necessary for the execution of the Order or instruction, or for the purposes of compliance with the Applicable Law, including information required by supervisory bodies and institutions. Until such additional information is received by DELTASTOCK, the latter will not be obliged to execute the Order or instruction and will not bear any liability in that regard.

8.2.5. DELTASTOCK will not misuse any information concerning pending client Orders and will take

reasonable measures to prevent such misuse by any person working for DELTASTOCK.


8.2.6. When executing client Orders for Trades in Financial Instruments, DELTASTOCK will fulfil the

following conditions: (i) Promptly and accurately record and allocate Orders; (ii) Promptly execute identical Orders consecutively following their receipt, unless the

characteristics of the Order or the prevailing market conditions make this impossible, or the interests of the CLIENT require otherwise;

(iii) Notifying retail CLIENTs about any difficulty which might have arisen, obstructing the proper execution of Orders, as soon as becoming aware of such difficulty;

(iv) Adhering to the applicable internal rules and policies of DELTASTOCK. 8.3. Submission of Orders at a DELTASTOCK Office 8.3.1. The CLIENT will submit Orders at the registered address of DELTASTOCK or at its office(s)

specified on the Website, by filling out a written form. DELTASTOCK will deliver a signed copy of the accepted Order to the CLIENT.

8.4. Submission of Orders through the Electronic Trading Platform 8.4.1. Deltastock enables the CLIENT to place Orders through the Electronic Trading Platforms, with the

access to them being through web, computer and/or mobile applications which provide reliable CLIENT identification. By virtue of the Agreement concluded with the CLIENT, DELTASTOCK will provide him/her with a unique username and password. The unique username and password provide the CLIENT with a completely autonomous access to the Electronic Trading Platform. The CLIENT undertakes to keep the username and password in strict confidentiality and not to share them with third persons. The password is known only to the CLIENT and none of DELTASTOCK’s employees servicing clients will have access to it. The CLIENT may change the password at any time and the CLIENT is advised to do so periodically, for security reasons. The CLIENT undertakes all necessary measures to provide protection with due care for the username and password against loss, theft or other illegal interfering in his/her credentials by third parties.

8.4.2. In case of loss, theft, embezzlement or unauthorised use of the username and/or password, or

other illegal interfering by third persons, the CLIENT must immediately notify DELTASTOCK and must request a new username and/or password.

8.4.3. DELTASTOCK will provide the CLIENT with new versions of the Electronic Trading Platform free

of charge. 8.4.4. The CLIENT undertakes to use the latest versions of the Electronic Trading Platform once they

become available on the Website. If the CLIENT fails to comply, DELTASTOCK will not be liable for any resulting damages sustained by the CLIENT. The technical requirements for using the Electronic Trading Platform, as well as additional useful information will be available on the Website.

8.4.5. DELTASTOCK will not be held liable if all of the above conditions have been met, but the

identification data and information had been submitted by an unauthorised person. In this case, the CLIENT bears all the risk of adverse consequences resulting from those actions.

8.4.6. When submitting orders, the CLIENT may use Scripts.


8.5. Submission of Orders over the Telephone 8.5.1. The CLIENT may submit Orders to DELTASTOCK by telephone at the numbers specified on the

Website. 8.5.2. DELTASTOCK will accept Orders submitted over the telephone as valid only if the CLIENT has

communicated to a DELTASTOCK employee the required identification data and information outlined in his/her Agreement with DELTASTOCK. Such data will comprise: full name of the individual CLIENT, respectively full and correct legal entity name, personal identification number of the CLIENT – natural person, or registration number of the CLIENT – legal entity, or equivalent data; number of the identity card, passport or other identity document of the natural person, or respectively of the Representative of the legal entity, account number with DELTASTOCK.

8.5.3 DELTASTOCK will not be held liable if all of the above conditions have been met, but the

identification data and information had been submitted by an unauthorised by the CLIENT person. In this case, the CLIENT bears all the risk of adverse consequences resulting from those actions. DELTASTOCK will act in a prudent and diligent manner in order to properly identify the person submitting the Order.

8.5.4. The CLIENT agrees that pursuant to the Applicable Law, all Orders submitted by him/her over the

telephone will be recorded and archived by DELTASTOCK in order to verify and guarantee the authenticity and security of the information provided. Such recordings may be subsequently used in case of inconsistencies and disputes between the parties to the Agreement. The CLIENT agrees that such recordings may be used as evidence in legal proceedings.

8.5.5. Orders placed over the telephone will not be accepted if they are submitted by a representative of the CLIENT who has not certified in advance their power of attorney to DELTASTOCK.

8.6. Order Cancellation. Liability for Submission of Orders and Instructions. Authorised

Representative 8.6.1. The CLIENT may submit an Order to cancel a previously placed Order until the moment of

execution of the Order placed earlier. Cancellation Orders are submitted in the same way and through the same means of communication as general Orders. DELTASTOCK will act immediately upon receipt of the cancellation Order. The CLIENT acknowledges, agrees, and accepts that order cancellation requires certain technological time and that the execution of the Order placed earlier may outrun the execution of the cancellation Order, in which case the CLIENT will eventually bear any unfavourable consequences. The CLIENT may cancel instructions given to DELTASTOCK, provided that their execution has not been initiated.

8.6.2. DELTASTOCK will not be held liable for any potential damages incurred by the CLIENT as a result

of: (i) Incomplete and/or incorrectly submitted Order or instruction by the CLIENT; (ii) Temporary or permanent breakdown of the CLIENT’s Internet connection; (iii) Temporary or permanent failure in the usage of other means of communication; (iv) Technical flaws of devices used by the CLIENT, including, but not limited to, hardware

failures of the PC system used by the CLIENT, software problems, etc… 8.6.3. In the event of technical failure, including failure of quotes, the CLIENT is required to immediately

contact DELTASTOCK prior to undertaking any actions related to his/her submitted Orders or opened Positions. In the case where Orders are executed (respectively non-executed) in error,


during the time when a technical failure occurs in the Electronic Trading Platforms, DELTASTOCK will investigate and assess the executed (respectively non-executed) Orders and will make a decision on whether the Trades are valid or not. The CLIENT will be informed about the decision within 3 (three) business days from the ascertainment of the technical malfunction.

8.6.4. The CLIENT bears the entire risk of damage resulting from Orders, instructions and information

submitted on his/her behalf by using his/her identification data, including Orders and instructions by persons to whom the CLIENT has disclosed his/her username, password or other identification data.

8.6.5. DELTASTOCK has the right to refuse to execute Orders or instructions of the CLIENT, without

being required to state its reasons, including, but not limited to, situations where such execution would breach statutory provisions on countering money laundering, on trading on inside information, or other legal requirements, including, but not limited to, MIFIA, the Law on Measures Against Market Abuse With Financial Instruments (LMAMAFI), Act on the special investment purposes companies - Special Purpose Investment Companies Act (SPICA), or in the presence of other important circumstances, including such arising from the present General Terms of Business and the Agreement. The CLIENT will be notified of the refusal immediately. In such cases, DELTASTOCK will not be held liable for any damages incurred by the CLIENT.

DELTASTOCK has no right to execute Orders of the CLIENT, without being required to give any reason, if the CLIENT, respectively his/her representative, refuses to submit the declaration under Art. 35 of Ordinance No 38, or if he/she declares that the transaction which is subject of the Order is a concealed purchase or sale of Financial Instruments, and the refusal to submit the declaration shall be certified with a separate document signed by the CLIENT. In this case, DELTASTOCK will not be liable for any damages incurred by the CLIENT.

8.6.6. If upon receiving an Order or instruction from a CLIENT, DELTASTOCK finds out that, due to

circumstances beyond DELTASTOCK control, it is practically impossible to execute such an Order or instruction for a certain period of time, DELTASTOCK has the right to postpone or refuse to execute the Order or instruction. In such cases, DELTASTOCK will inform the CLIENT through t