This Client Agreement (“Agreement”) sets out the terms upon which MidChains FZE (“MidChains“) will provide you with brokerage services in relation to Virtual Assets.
1. Introduction
MidChains is authorised and regulated by the Dubai Virtual Assets Regulatory Authority ("VARA") as a Virtual Asset Service Provider ("VASP") offering Broker-Dealer Services, with reference number VL/25/04/008. MidChains is a part of MidChains Group, located in the United Arab Emirates, which includes affiliated entities operating in the fields of Virtual Assets. MidChains FZE is owned by MEEG Holdings Limited, registered in Abu Dhabi Global Markets.
MidChains' registered address is: Premises No. EPO 26.01.20, Floor 26, Sheikh Rashid Tower, Dubai World Trade Centre, Dubai, United Arab Emirates.
2. Definitions
In this Agreement certain words and expressions are given specific meanings, set out below. With the exception of words referring to MidChains and you, words with a specific meaning appear in capital letters. Unless the context otherwise requires, words in the singular shall include the plural and vice versa.
Accepted Virtual Assets — The Virtual Assets or Fiat-Referenced Virtual Assets permitted to be traded on any Virtual Assets exchange and where access has been provided to MidChains to perform the content of this Agreement based on MidChains Order Execution Policy. The list of Accepted Virtual Assets is published on our website https://www.midchains.com/products/
Agreement — This agreement between you and MidChains, as varied from time to time.
AML Policies — MidChains' anti-money laundering (AML) and combatting the financing of terrorism (CFT) policies.
Applicable Law — All laws, regulations, and rules of VARA and the UAE.
Available Balance — In relation to your Brokerage Account and to the relevant sub-accounts, the total available amount of Accepted Virtual Assets or Fiat Currency.
Body Corporate — Any body corporate, including limited liability partnership and a body corporate constituted under the law of a country or territory outside of the UAE.
Brokerage Account — The account set up in your name that reflects your holdings. Each Account may have the following sub-accounts: (a) Fiat currency sub-account(s) that reflects your Fiat Currency balance(s); and (b) Accepted Virtual Assets sub-account that reflects your Accepted Virtual Assets balance(s).
Broker-Dealer Services — Means any of the following: (a) arranging Orders for the purchase and sale of Virtual Assets between two Entities; (b) soliciting or accepting Orders for Virtual Assets and accepting fiat currency, or other Virtual Assets, for such Orders; (c) facilitating the matching of transactions in Virtual Assets between buyers and sellers; (d) entering into Virtual Asset transactions as a dealer on behalf of the Entity for its own account; or (e) making a market in Virtual Assets using client assets.
Business Day — Any day from 9:00 AM to 6:00 PM that does not include Saturday, Sunday and a bank holiday in the UAE.
Calendar Day — Any day which includes Saturday, Sunday and a bank holiday in the UAE.
CDD Procedures — MidChains' customer due diligence and verification procedures.
Client — An Individual / Entity who is a party to this Agreement and to whom MidChains provides Broker-Dealer Services in accordance with and subject to the terms of this Agreement.
Client Account — An account at a third-party bank which (a) holds or is established to hold the Client Money of one or more clients; and (b) is maintained in the name of MidChains.
Client Money — All Fiat Currency held on trust or controlled by MidChains on behalf of the Client, except for (a) money immediately due and payable to MidChains for its own account such as fees for services, (b) amounts payable by MidChains for expenses incurred on behalf of the Client, and (c) other charges due and payable to MidChains.
Client Money Rules — The rules stated in Part Four of VARA's Compliance and Risk Management Rulebook relating to holding Client Money.
Client Virtual Assets Rules — The rules stated in Part Five of VARA's Compliance and Risk Management Rulebook relating to holding Client Virtual Assets.
Complaints Procedure — MidChains' complaints handling process published on and accessible via MidChains' website.
Deposit — An operation involving transfer of Funds to the Brokerage Account.
Entity — Any Person other than a natural person.
Fees — The spread or margin and any other potential fees charged by MidChains as per its Order Execution Policy and payable to MidChains while executing the Instructions.
Fiat Currency — Government issued currency that is designated as legal tender in its country of issuance through government decree, regulation, or law.
Fiat-Referenced Virtual Asset — A digital representation of value that can be digitally traded and functions as (1) a medium of exchange; and/or (2) a unit of account; and/or (3) a store of value, but does not have legal tender status in any jurisdiction.
Funds — The amount of Fiat Currency and Accepted Virtual Assets in credit to your Brokerage Account and available for use in Transactions.
Instruction — Any Order, request, response, direction communicated from you to MidChains as stated in this Agreement.
Institutional Investor — Shall have the meaning as stated in Part Four A 4 of VARA's Market Conduct Rulebook as amended from time to time.
IP Rights — All rights in and to the website including all patents, utility models, trade and service marks, rights in designs, get-up, trade, business or domain names, copyrights (whether registered or not), rights in inventions, look and feel, software (frontend and back-end), know-how, techniques, methodologies, trade secrets and other confidential information, rights in databases and all other intellectual property rights of a similar or corresponding character, which may now or in the future subsist in any part of the world.
MidChains, us, we — MidChains FZE, as Broker-Dealer.
Onboarding Procedures — MidChains' online application and registration procedures.
Order — An order addressed to MidChains to buy or sell a quantity of an Accepted Virtual Asset.
Order Execution Policy — A policy published on MidChains website and updated from time to time disclosing the modalities of executing the Client's Orders.
Person — Includes any natural person, body corporate or body unincorporated, including a legal entity, company, partnership, trust, foundation, unincorporated association, government or state.
Qualified Investor — Shall have the meaning as stated in Part Four A 3 of VARA's Market Conduct Rulebook as amended from time to time.
Risk Disclosure Policy — A policy published on MidChains website and updated from time to time disclosing all material risks associated with: (a) MidChains' Services and activities including Order executions while dealing with third-party exchanges; (b) Virtual Assets risks in general; and (c) risks related to uncertainties related to Virtual Assets and Brokerage activities.
Security Measures — All passwords, API keys, signatures associated with and/or required to access or use any third-party exchange and to operate the Client Account.
Services — The provision by MidChains of access to Broker-Dealer Services.
Transaction — A transaction that results in modification of your Available Balance including Deposits and Withdrawals.
UAE — The United Arab Emirates.
VARA — The Dubai Virtual Assets Regulatory Authority.
Virtual Asset — A digital representation of value that can be digitally traded, transferred or used as an exchange or payment tool or for investment purposes, including Virtual Tokens, and any digital representations of any other value determined by the relevant authority.
Virtual Asset Account — The account or wallet that holds the Client's Virtual Assets.
Withdrawal — An operation involving a transfer of Funds from the Brokerage Account.
You, your — Refers to you, our Client.
3. Risk Warnings
We conduct a detailed analysis of the inherent risks applicable to virtual assets (including Accepted Virtual Assets), and shall make all necessary disclosures to Clients in a timely manner and on an ongoing basis through publication of our Risk Disclosure Statement via MidChains website.
This list of material risks will be updated and superseded from time to time. You should always have regard to the latest version available via MidChains website.
By signing this Agreement you acknowledge that you have read and understood the risk warnings set out in this clause together with the Risk Disclosure Statement published by MidChains on its website.
When using the Services you should:
only issue Instructions in relation to Accepted Virtual Assets that you can afford to lose without having to change your standard of living;
cease trading in Accepted Virtual Assets if your financial situation no longer permits it;
ensure that any Transaction is proportionate to your income;
not carry out a Transaction if you are seeking a regular or a safe return.
4. Classification
Before we permit you to access or use the Services, we will classify you as an Institutional or Qualified Investor. Such classification process will be done and finalised while onboarding you as a Client.
5. Using the Broker-Dealer Services
It is a condition of this Agreement and your access to the Broker-Dealer Services that at all times you satisfy all eligibility conditions applicable to access to and use of the Services, and that you answer all questions you are asked in connection with your application accurately and fully, and to the best of your knowledge and belief.
By agreeing to the terms of this Agreement and using the Broker-Dealer Services you warrant and represent that:
you are a Person with full legal capacity and authority to enter into this Agreement;
you have read and understood all documents and other information provided to you in relation to MidChains, and you possess the sophistication, expertise and knowledge necessary to make informed decisions. You acknowledge and agree that all Orders or Instructions placed, and trades effected via our services are of execution-only nature;
you will exercise your own prudence, judgement and discretion in determining whether to instruct us or not;
subject to clause 5.1.6, you are the legal and beneficial owner of any Funds you Deposit into your Brokerage Account;
your access to and use of the Services does not breach any Applicable Law or any laws or regulations that are applicable to you in your country of residence;
you have not previously been suspended or removed from using the Services; and
if you are entering into this Agreement on behalf of an Entity, you have all necessary rights and authority to act for and to bind that Entity to the obligations set out in this Agreement.
Your rights to access and use the Services will not take effect until we have notified you that we have completed our checks, confirmed your identity, confirmed your right to access and use the Services, and provided you with a copy of this Agreement along with its subsequent amendments.
6. Financial Crime Prevention, International Control and Sanctions
MidChains takes its obligations to mitigate the risk of any funds being used for money laundering, terrorist financing and associated financial crimes very seriously. We have tailored and detailed policies and procedures covering, among other areas, transaction monitoring, Customer Due Diligence (CDD) Procedures and AML Procedures. These are kept under review on an ongoing basis.
Your right to access and use the Services is subject to Applicable Law. By accessing and using the Services you agree, warrant, and represent that you are compliant with Applicable Law and with the laws of any jurisdiction in which you are resident, incorporated or operating.
MidChains reserves the right to review and to suspend, restrict or terminate your access or use of the Services if at any time:
you are in, under the control of, or a resident or national of a FATF high-risk or monitored jurisdiction, or a jurisdiction that prohibits the use of any of the Accepted Virtual Assets, or a jurisdiction subject to the United Nations Security Council Sanctions List or the sanctions list of the United Arab Emirates (each a "Sanctioned Country"); or if you are a Person on the U.S. Treasury Department's Specially Designated Nationals List, the U.S. Commerce Department's Denied Persons List, or the UAE, EU or United Kingdom HM Treasury's financial sanctions regime (a "Sanctioned Person"); or
you are in, under the control of, or a resident or national of a country or territory that is unrecognised by at least one member state of the United Nations or has limited diplomatic recognition, or a jurisdiction requiring obligatory national license for Virtual Asset exchange business or special registration which MidChains might not have; or
you are a Person who fails to meet any due diligence standards, requests, or requirements of MidChains, or are otherwise reasonably considered by MidChains to be of high risk.
Depending on your place of residence or the location from which you access the Services, there might be other factors which might limit or preclude your access. It is your responsibility to follow any laws or regulations applicable to you in your country of residence.
MidChains reserves the right to limit or prohibit, at any point in time, the use of the Services for certain jurisdictions if Applicable Law, local laws or regulations, or MidChains' AML Procedures, CDD Procedures or other relevant risk management measures require such limitation or prohibition.
MidChains further reserves the right at any time to apply enhanced due diligence measures in relation to Persons reasonably considered to be of high risk, including Persons who are in, under the control of, or are residents or nationals of a Sanctioned Country, or any Person who is or becomes a politically exposed person ("PEP") or is associated with a PEP.
7. Our Services
MidChains will not be responsible for the price at which the purchase and sale of Accepted Virtual Assets is effected and accordingly you will have no claim against MidChains in respect of such price. MidChains does not guarantee the completion of any attempted sale or purchase of Accepted Virtual Assets.
You will Deposit Fiat Currency and/or Accepted Virtual Assets into your Client Account in such manner as shall be prescribed by MidChains and published via our website. Fiat Currency and/or Accepted Virtual Assets will be considered deposited into your Client Account only after MidChains has actually received them, including verification of their origin.
In response to a Withdrawal request, MidChains shall withdraw Fiat Currency or Accepted Virtual Assets from the relevant sub-account forming part of your Account according to the methods prescribed by MidChains, subject always to MidChains' AML Procedures, CDD Procedures, KYT and Transaction Monitoring. Any such transfer to a Withdrawal destination shall be at your own risk.
You acknowledge that MidChains does not own or control the underlying software protocols governing the operation of Accepted Virtual Assets. We assume no responsibility for the operation of those underlying protocols and are not able to guarantee their functionality, security, or availability. The underlying protocols may be subject to sudden changes in operating rules ("Forks"), and such Forks may materially affect the value, function, and/or the name of the affected Virtual Asset. Where possible, MidChains will provide the Client with notices and alerts on Forks. However, it is the Client's responsibility to be aware of and decide how to deal with forthcoming Forks. MidChains may, in its reasonable discretion, decline to support either or both branches of a Fork. MidChains is not liable for any change of value of any Virtual Asset, whether as a result of a fork or any similar change, nor for any losses incurred due to a Virtual Asset no longer being deemed acceptable by the relevant authorities.
All Deposits in Fiat Currency and/or Accepted Virtual Assets shall be treated as stated in MidChains' Custody Disclosure policy.
MidChains may utilize third-party service providers and entities within the MidChains Group to provide you with the Services. While engaging third parties, MidChains ensures compliance with applicable laws and retains accountability for all services provided.
Deposits in Fiat Currency and/or Accepted Virtual Assets may be held by third-party custodians that are not under our control. These third parties operate independently of MidChains' control. Thus, MidChains accepts no liability for any default by that third party. In the event of defaults, insolvency or similar proceedings involving a third-party holding a Client's Deposit, the Clients may face partial or total loss of their assets. MidChains accepts no liabilities for any losses caused by defaults of such third parties.
Proceeds such as "airdrops", staking rewards, or similar benefits linked to your Virtual Assets, when received by MidChains, shall accrue exclusively to the benefit of MidChains. Unless separately agreed with you in writing, you consent that we will not pay you or pass on to you any proceeds, airdrops, or staking gains received by us.
8. Use of Broker-Dealer Services
The Broker-Dealer Services that MidChains offers to you include taking a client's trade Orders, executing the client's trade Orders, settlement custody and other customary brokerage services. You understand and agree that MidChains only provides those Services to you to the extent requested by the Client and agreed to by MidChains.
MidChains may rely and act upon written trade Orders and other Instructions provided by you. Unless otherwise specifically indicated by you, all sell Orders will be long sale. Any Order to sell short must be designated as such by you. Subject to applicable law, MidChains may in its sole discretion, without prior notice to you, cancel any outstanding Orders or any other commitment made on behalf of you should MidChains deem it necessary for its protection.
MidChains may execute your trade Orders whether on a principal or agency basis without prior notice to you. When MidChains acts on a principal basis, it will sell Virtual Assets that it owns to you to complete your Orders to buy the Virtual Assets.
MidChains may trade Virtual Assets in more than one marketplace. Unless you requested that an Order be executed in a specific marketplace, MidChains will, in its sole discretion, and subject to applicable regulatory requirements, execute your Orders on any exchange where such Virtual Assets are traded.
You acknowledge and agree that MidChains is your agent to complete all Transactions and you hereby authorize MidChains to act on your behalf in all matters necessary or incidental to the handling of your Account.
You may instruct MidChains on Business Days to execute Instructions from 9:00 AM to 6:00 PM. MidChains shall endeavour to execute any Instruction during such Business Days.
You understand that a Brokerage Account is not an advisory account and that MidChains will act solely in its capacity as a broker-dealer and not as an investment adviser. Any investment advice provided by MidChains is solely incidental to the Broker-Dealer Services and is not rendered on a regular basis.
You further understand that your Virtual Assets and Client Money are totally segregated from MidChains assets and do not benefit from any form of deposit protection.
9. Receiving and Executing Instructions
You hereby authorize MidChains, its associates and their designees to accept any written Instruction provided from time to time by you or any third party that you have authorized to act on your behalf (an "Agent"), including any of your Authorized Representatives such as an officer, partner, power of attorney, or agent. MidChains shall be entitled to rely upon the accuracy and completeness of any such Instructions without any independent investigation, inquiry or verification. In the event of a dispute relating to an Account, MidChains may refuse to accept Instructions with respect to the Account.
E-mail, instant messaging and other electronic communication features (such as WhatsApp, Telegram, Signal) may be available to you as a convenience to enhance your communication with MidChains. Unless otherwise agreed by MidChains, you shall not use these features to request, authorize or effect any transaction, to send fund transfer Instructions, or for any communication that requires non-electronic written authorization. MidChains shall not be responsible for any losses or damages that result if any such communication is not accepted or processed. You acknowledge that your telephone calls to MidChains may be monitored and recorded for training and quality control purposes.
You agree to indemnify and hold harmless MidChains, its affiliates, and each of their respective current and former officers, directors, agents, and employees from and against all losses, liabilities, costs, or expenses, including reasonable attorneys' fees, that may be incurred directly or indirectly arising out of or relating to MidChains' implementation of any instruction given by you or your Authorized Representative.
MidChains will notify you once a Transaction has been executed on your behalf. Multiple Transactions within the same account on the same day may appear together in one trade confirmation.
MidChains will not permit Transactions with a frequency or in amounts that it reasonably considers to have no commercial purpose other than to obtain a benefit from Transaction volumes.
While providing you the Services, MidChains shall act honestly, fairly and in your best interests and in line with the market's integrity.
10. Statements
MidChains will not physically send out statements. Instead, you may view your near-real time statement at any time upon logging into your Account. You may also download PDF statements of a requested period via your Account.
MidChains will publish from time to time on its website the full list of Fiat Currencies and Accepted Virtual Assets and pairings available.
Statements will include the following:
your available balance reported by reference to the Accepted Virtual Assets and/or Fiat Currency held, or the relevant exchange rate if not reported in the currency in which the money is held;
the amount, date and value of each Transaction during the previous month;
any commission or fees that might from time to time be charged on your Account since the previous statement.
Statements will be accessible for up to 10 years after your Account is closed, however we recommend that you download and store your statements locally on a regular basis.
11. Fees and Charges
Based on the Order Execution Policy, and unless agreed otherwise, you hereby agree to pay to MidChains on demand all fees and charges relating to your Brokerage or Client Accounts for any services that you receive from MidChains. This includes, for the avoidance of doubt, the fees or charges of a third party that MidChains incurs in the course of providing Services to you.
MidChains fees and charges are subject to change at any time at MidChains' sole discretion and without notice to you. The full list of fees is published on MidChains website.
You authorize MidChains to automatically debit fees and charges from your Accounts, and to the extent permitted by applicable law, transfer excess funds between Accounts for purposes of paying such fees and charges.
12. Security
You must always observe the security duties in relation to your Security Measures to prevent unauthorised use or fraud. You are advised to:
never access the Services from any public internet access point;
never access the Services in such a way that third parties would be able to see, access or obtain your Security Measures;
keep your Security Measures secret and never record them on any software or utilise any "save password" facility on your internet browser;
never leave your Computer unattended whilst using the Platform or use your Computer in a place where people can view your screen and see your Account information;
if you believe that your Security Measures have become known to a third party, change them immediately; and
note that we may block access to your account for security or legal reasons if we suspect that your account is being used by a third party without your permission.
You must comply with all instructions which we may give you from time to time in relation to the operation of the Platform, Security Measures and security arrangements.
You agree to co-operate fully with us and any relevant law enforcement body in relation to any investigation into any actual or suspected misuse of your security details.
You acknowledge that any use of the Internet may be subject to a cyber attack and/or communication failure. MidChains shall not bear any liability for any damage or interruptions caused by computer viruses, spyware, Trojan horses, worms or other malware that may affect your systems or equipment, or any phishing, spoofing or other virus attacks. MidChains recommends that you use a reputable virus screening and prevention software at all times.
13. Liability
We are not responsible or liable to you if:
you divulge or give any security information and/or your Brokerage Account access and security measures to an unauthorised third party;
any third party overhears any telephone call that you make to us in connection with your Brokerage Account;
you suffer the loss of your seed phrase and/or private keys of your Virtual Assets wallet; or
there is any breach of third-party platforms or exchanges where the Virtual Assets are held.
Except if it arises from our negligence, fraud or wilful default, you will be liable to compensate us in full for any losses, costs, liabilities, actions and/or expenses resulting from your failure to comply with this Agreement, or resulting from any action taken by us or our agents in accordance with your Instructions and this Agreement.
You acknowledge and agree that the exclusions and limitations of liability set out in this clause are integral to the level of Fees payable by you for the Services, and that the limitations and exclusions of liability set out herein are reasonable.
14. Availability of Service
MidChains will use all reasonable endeavours to ensure continuous availability of the Broker-Dealer Services, but you acknowledge that there may be times when the Services might not be available due to unforeseen or technical problems, for maintenance, if we suspect security breaches or fraud, failure of power supplies, failure of equipment, or events generally beyond our reasonable control.
We will use reasonable endeavours to inform you without undue delay if any Broker-Dealer Services are unavailable.
We may withdraw or suspend all or part of the Broker-Dealer Services to you where we consider it necessary or advisable to do so.
We are not responsible and shall not be liable to you for any loss, expense, or delay that you may suffer because of any delay, withdrawal or suspension of the Broker-Dealer Services and/or the processing of any Instruction.
15. Tax
You are responsible for accounting for and meeting all tax liabilities you may incur in connection with your Account and as a result of your access to and use of the Broker-Dealer Services.
You acknowledge and agree that MidChains will not provide you with any tax advice. You will be responsible at all times for the payment of all taxes due as a result of your use of the Broker-Dealer Services and for providing any relevant tax authority with any information that is requested from you.
You acknowledge that you may be subject to taxes and costs that are not imposed by us or paid via us. It is your responsibility to ensure the payment of all taxes as they fall due. You further acknowledge and agree that if we are required by any Applicable Law to withhold any Funds and to transfer them to any relevant tax authority then we may do so.
16. Records
We keep records of your Transactions for not less than 10 years from the date of termination of this Agreement and your right to access and use the Broker-Dealer Services. Voice and electronic communications relevant to any of the matters referred to in this clause may be kept for a minimum of 10 years.
You agree that you will not object to the admission in evidence of our records in any legal proceedings on the basis that our records are not originals, are produced by computer or are not in writing.
17. Data Protection
We are committed to meeting our obligations as data controller or processor, and safeguarding the privacy of our customers, and to protecting the personal data we collect and store in the course of providing our Services.
"Personal data" is information or data which identifies you (or other individuals) and is about you, such as your name, postal address, email address, or financial information. Depending on our relationship with you, we will collect and store personal data about you, including identity verification and contact information, investment and financial information, information about any payment cards or other bank accounts you may hold, credit reference and scoring information, and any other personal data provided by you to us, or that we obtain in the course of our relationship.
Further information about the scope, nature and purpose of processing by MidChains is set out in the MidChains Privacy Policy (as updated from time to time), a copy of which is accessible on the website or may be requested from us at any time.
When you apply to access and use the Services, you consent to us using your personal data in accordance with the Privacy Policy. If you provide personal data on any third party, you must ensure that the third party is aware of how we use personal data and consents to our use of the data for these purposes.
You agree that you will comply with all Applicable Law relating to data protection and the Privacy Policy. We may be required to disclose your data to third parties for the purpose of or in connection with our legal obligations under this Agreement, including to third parties used for onboarding, CDD Procedures and AML Procedures; tax authorities; and courts or other representative bodies of law and justice.
You may ask us at any time for a list of relevant third parties.
18. Variation
We may change the terms of this Agreement, including fees and charges, by providing you with at least 30 Calendar Days' notice, where possible. We will explain the reason for the change when we provide you with notice of the change.
We will ensure the most recent version of this Client Agreement and its most recent changes are available on MidChains website and have been provided to you. MidChains FZE will maintain a record of all versions of Client Agreements and be able to identify all changes made between versions.
If you do not want to continue this Agreement because of a change we are making, you have the right to terminate this Agreement immediately and without charge by giving us written notice before the change comes into effect. However, if you do not cancel this Agreement during this period and you continue to access and use the Broker-Dealer Services, you will be deemed to have accepted the notified changes.
19. Termination
You may end this Agreement for any reason by giving us at least 10 Business Days' notice. Notice must be given to us in writing by email to: [email protected] and must include details of any account or other withdrawal destination to which (subject to CDD Procedures and AML Procedures) we may return Funds remaining within your Brokerage Account following deduction of any Fees or other sums properly due to MidChains.
We may end this Agreement immediately in the following circumstances:
we discover that any of the information that you have provided to us is materially false or misleading;
we are required to do so to comply with any applicable regulations or legislation;
(if a natural person) you die;
there is threatening or abusive behaviour made towards our employees;
you become bankrupt or subject to any analogous insolvency procedure in any relevant jurisdiction; or
you have seriously or persistently breached this Agreement or we have reason to believe that you have used, or intend to use your Brokerage Account for fraudulent or other unlawful purposes.
In any other event, we will give you at least 30 Business Days' notice of our intention to terminate this Agreement and close your Brokerage Account.
Ending this Agreement will not affect your continuing liability to us in respect of any breach of this Agreement, fraudulent or negligent use of your Brokerage Account.
20. Conflicts of Interest
MidChains maintains a Conflicts of Interest Policy which is available to be viewed on its website and/or upon request. In accordance with that Conflicts of Interest Policy, we have in place arrangements to identify and manage conflicts of interest that arise between ourselves and our Clients and between our different clients.
Your attention is drawn to the fact that if and when we deal on your behalf, we, or some other person connected with us, may have an interest, relationship or arrangement that is material in relation to the transaction or service concerned.
In the event of a material conflict of interest being identified, we will undertake to remove that conflict in as appropriate and timely a manner as possible.
If we are unable to remove the conflict, we will notify you of it and advise what options are available to take matters forward.
In order to mitigate the risks associated arising from potential conflicts, MidChains has in place strict segregation of duties, management oversight, adequate professional training, and effective compliance programs.
21. Complaints
Complaints about our Broker-Dealer Services will be dealt with in accordance with our Complaints Procedure which can be found on our website.
Your complaint will be reviewed by our compliance officer and will be addressed in accordance with our Complaints Procedure. If we cannot resolve your complaint on the day of receipt, we will contact you promptly and in any event within one week to acknowledge receipt of your complaint, and to provide you with the following further information:
the contact details of the person who will be responsible for handling the complaint;
the timelines in which MidChains will update you on the progress of handling the complaint (we aim to resolve complaints promptly and in any event within four weeks of receipt, and will resolve the complaint no later than eight weeks from when the complaint was made);
the procedures for referring the complaint to another regulated financial institution, if we consider that another regulated financial institution is entirely or partly responsible for the matter complained of; and
if you are not satisfied with the terms of redress offered by MidChains, you may pursue any other avenues for the resolution of the complaint such as an external dispute resolution scheme, arbitration or the referring the issue to the relevant Courts.
22. General
Any notice, demand or communication given by us under this Agreement will be given via email. You may give notice to us in writing sent to our registered address as set out in this Agreement and marked for the attention of Customer Support.
23. Assignment
You may not assign or transfer any of your rights and/or benefits under this Agreement and you shall be the sole party to the contract between us. You will remain liable until all sums due under this Agreement have been paid by you in full. We may assign our rights and benefits at any time without prior written notice to you.
24. Severability
If any provision of this Agreement is deemed unenforceable or illegal, the remaining provisions will continue in full force and effect.
25. Entire Agreement
This Agreement (together with any documents referred to therein) constitutes the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations, and understandings between them, whether written or oral, relating to its subject matter.
26. Force Majeure
We shall not be in breach of this Agreement nor liable for any loss you may suffer if we are prevented from providing the Broker-Dealer Services by reason of strikes, industrial action, failure of power supplies, failure of banking payment transmission or clearing systems (save insofar as we are legally liable), failure of telecommunications or other equipment, industrial dispute or other causes beyond our reasonable control.
27. No Waiver
Any delay or failure to exercise any right or remedy under this Agreement by us shall not be construed as a waiver of that right or remedy or preclude its exercise at any subsequent time.
28. Cumulative Remedies
Except as expressly provided in this Agreement, the rights and remedies provided under this Agreement are in addition to, and not exclusive of, any rights or remedies provided by Applicable Law.
29. Communications
This Agreement and all documents and information in connection with the Agreement will be provided to you in English and Arabic. In case of a conflict the Arabic version shall prevail before the Courts.
We will communicate with you in connection with the Agreement in English, and we will only accept Instructions and notices from you that were addressed in English.
30. Signatures
Rather than rely on an original signature, MidChains may elect to rely on a signature that is transmitted, recorded or stored by any electronic, optical or similar means (including telecopy, imaging, photocopying, electronic mail, electronic data interchange, telegram or DocuSign) as if it were a valid and binding original.
31. Jurisdiction and Governing Law
This Agreement is governed by the laws of the UAE and you agree to submit to the exclusive jurisdiction of the Courts of Dubai.