The following terms and conditions (“Terms”) govern all products and services offered on the Facility (defined below) by the CAL Bangladesh (“CAL”, “us” or “the company”).
BY ACCESSING AND USING THE CAL PORTAL AND/OR CAL TRADE (via web and/or mobile apps)(“Facility”), you agree to be bound by the Terms. “You”, “your” refers to the person(s) that has agreed to use the Facility in accordance with the Terms and in the event of joint account holders, to all holders jointly and severally.
The internet trading facility extended to you under this Agreement are strictly subject to the terms and conditions set forth herein which form an integral part of the Agreement Facility. Using this app or its web facility means you are agreed on these Terms and Conditions.
Definitions and Interpretation
1. In this Agreement, unless the context otherwise requires, the following words shall have the following meanings:
- “Agreement”: Means this Internet Trading Facility Agreement including, the BO Account/Trading Account Terms and Conditions, as may be amended from time to time;
- “Broker”: Means CAL Securities Limited, a private limited company registered under the Company Act, 1994 and carrying on Brokerage business having its Registered Office at Navana FS Cosmo Tower, Floor No. 5th, Plot No. 4/B, Road No. 94, Gulshan-2, Dhaka-1212.
- “Facility” : Means the services offered by the Broker to its clients to trade and deal in securities through its online trading platform;
- “CDBL” : Central Depository Bangladesh Ltd.
- “Client” or “you”: Means the Applicant and/or Joint Applicant (jointly and severally) identified in the Client Registration Form.
- “DSE”: Dhaka Stock Exchange
- “System Provider”: Means Quant Fintech Limited or any other provider of the Broker’s online trading platform
Conditions to using the Facility
2. Client acknowledges that all proprietary and intellectual property rights in the Facility (including the Broker’s website) belongs to the Broker.
3. The Facility shall be used solely for the purpose of operating the BO Account of the Client and shall not be used by the Client to operate the BO Accounts of any other person maintaining a BO Account with CDBL except, as specifically authorized by Stockbroker Rules of the DSE, or to provide third party training or as a service bureau for any third parties.
4. Broker provides access to such online services in reliance upon Client having adopted procedures to prevent unauthorized access to and use of the Facility. You shall operate the Facility in accordance with the User Manual.
5. You shall ensure that there are sufficient funds at all times available in your BO Account to perform any of your trading instructions through the Facility.
6. You agree to settle all service charges, transaction fees, interest, taxes as may be levied by the Broker from time to time in respect of your use of or access to the Facility.
7. You shall procure and maintain the equipment necessary to use the Facility in proper working order with adequate safeguards against malicious threats to the Facility and shall not use faulty, defective or insecure equipment to access the Facility or use the Facility in a harmful manner.
Access and Security
8. The Facility shall be accessed by the Client via User Login ID as assigned by the Broker and a password unique and confidential to the Client. You accept sole responsibility for the use of, confidentiality and protection of the User Login ID and password as well as for all transactions and information changes entered into your account using such User Login ID and password.
9. You shall comply with the Broker’s password policy, which may be updated from time to time. In the event of non-compliance, you remain solely responsible for such failure/breach of contract and the consequences thereof.
10. Client will be liable for all transactions placed through the Facility including, those resulting from the use or misuse of your User Login ID and password. You accept responsibility for the monitoring of your BO Account. You will immediately notify the Broker in writing if you become aware of any suspicious or unauthorized activity including, but not limited to, the following: (i) any loss, theft, or unauthorized use of your password, login and/or account numbers; (ii) any failure to receive a message indicating that an order was received and/or executed; (iii) any failure to receive an accurate confirmation of any execution; (iv) any receipt or confirmation of an order and/or execution which you did not place or; (v) any inaccurate information in your account balances, positions or transaction history.
Responsibilities of the Broker
11. The Broker undertakes to maintain confidentiality of the Client’s User Login ID and password (to the extent the Broker is aware of such details) and not to permit the use of such information by any of its employees.
12. The Broker will take all reasonable and practically possible steps to ensure its internet trading infrastructure is reliable and has adequate security features and controls to manage the risks in operating the system taking into account any law, rules, codes of conduct and prevailing market practices that may be applicable to the Facility.
13. Broker will provide the Facility and services thereunder in accordance with BSEC/ DSE/ CSE rules. Unless due to gross negligence or willful default, neither the Broker or its employees, directors or officers assume any liability or responsibility to the Client or any third party for consequences arising from or in connection with the Facility.
Minimum Hardware and Software Configurations
14. The Facility will be responsive on the following browsing platforms: (i) Mozilla Firefox; (ii) Google Chrome; (iii) Internet Explorer; (iv) Safari or such other platform as may be communicated from time to time. Google Chrome is the recommended browser.
15. To use the Facility, your access device must meet the following minimum specifications, which may be updated from time to time;
- PROCESSOR 2 cores 4 cores
- RAM 4 GB 6 GB
- HARD DISK 40 GB 40 GB
- GRAPHIC DEVICE 700 MB, on board with updated drivers 700 MB, dedicated with updated drivers
- OPERATING SYSTEM Windows 11 64bit Windows 64bit latest updated OS
- .NET FRAMEWORK V 4.0 Full V 4.6 Full
- Risks of Online/Internet Trading
16. Client expressly agrees that the use of the Facility and online services provided thereby is at the Client’s sole risk. Client shall assume full responsibility and risk of loss resulting from the use of services or materials obtained through the Facility and Broker website and you agree to any financial liability for trades executed through the Facility.
17. You understand and accept the risks associated with internet trading including, but not limited to:
• MARKET RISK: Market prices can be volatile and unpredictable. Fluctuations in prices can result in losses if positions are not managed effectively.
• LIQUIDITY RISK: Certain assets may have low liquidity, meaning it could be difficult to buy or sell them at desired prices. Illiquid markets can exacerbate losses or prevent timely exits from positions.
• OPERATIONAL RISK: Online trading platforms are susceptible to technical issues, such as server downtime, connectivity problems, or cyberattacks. These disruptions can prevent traders from executing trades or accessing their accounts.
• REGULATORY RISK: Regulations governing financial markets and trading practices can change, affecting the trading environment. Traders need to stay informed about regulatory developments that could impact their trading activities.
• PSYCHOLOGICAL RISK: Trading involves decision-making under uncertainty and the pressure to make split-second choices. Emotional biases, such as fear, greed, or overconfidence, can lead to irrational decision-making and losses.
• INFORMATION RISK: Traders rely on information to make informed decisions. However, there is a risk of misinformation, incomplete information, or delayed information, which can lead to incorrect trading decisions.
• FRAUDULENT ACTIVITIES: Online trading exposes traders to various forms of fraud, including phishing scams, Ponzi schemes, and fraudulent investment opportunities. Traders need to be vigilant and cautious to avoid falling victim to these scams.
• OVERTRADING: Some traders may be tempted to trade excessively, either due to overconfidence or a desire to recoup losses quickly. Overtrading can lead to increased transaction costs and higher exposure to risks.
18. Broker does not warrant the accuracy of any information pertaining to your BO Account or transactions as reported through the Facility. You agree that the Broker shall not be liable in contract, tort or equity for any direct and/or indirect loss however arising from the inaccuracy or omission in the information obtained from the Facility.
19. UNDER NO CIRCUMSTANCE SHALL BROKER HAVE ANY LIABILITY TO Client FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF OUR MOBILE APPLICATION OR RELIANCE ON ANY INFORMATION PROVIDED ON OUR MOBILE APPLICATION. Clients USE OF OUR MOBILE APPLICATION AND Clients RELIANCE ON ANY INFORMATION ON OUR MOBILE APPLICATION IS SOLELY AT YOUR OWN RISK.
Investment Advice
20. You understand that the Broker provides no tax, legal or investment advice of any kind, nor gives advice or offers any opinion with respect to the nature, potential value or suitability of any particular securities transaction or investment strategy through the Facility. You further understand that while you may be able to access investment research reports including computerized online services, the availability of such information does not constitute a recommendation to buy or sell any of the securities discussed therein.
21. Any investment decisions you make will be based solely on your own evaluation of your financial circumstances and investment objectives. You understand that all orders entered by you electronically are based upon your investment decisions and is your sole responsibility and you will not hold, nor seek to hold, the Broker or any of its officers, directors, employees, agents, subsidiaries or affiliates, liable for any trading losses or other losses incurred by you. You are advised to seek advice from relevant consultants and professionals before acting upon any information made available or accessed via the Facility.
Execution of Orders
22. You understand that entering an order with the Broker, including market orders does not guarantee execution of the order, and you agree that the Broker shall not be responsible for any order that is not executed. The Broker shall not be deemed to have received any order or communication transmitted electronically by the Client until Broker has actual knowledge of such order or communication.
23. Any instructions to the Broker for cancellation, revocation, reversal, amendment or clarification of your earlier instructions can only be affected if your request is received before the earlier instruction is executed.
24. You hereby agree that the Broker’s records and any records of the instructions, communications, operation or transactions made or performed, processed or effected through the Facility shall be binding and conclusive evidence of the transaction.
Representations and warranties of Client
You represent and warrant to the Broker that;
25. All information provided and statements made by you in the Client Registration Form and subsequently are true and accurate and not misleading (whether by reason of omission to state a material fact or otherwise) and you are aware that the Broker has agreed to extend the Facility and services thereunder to you relying on such information and statements. You shall immediately notify the Broker in writing of any material change to such information and the Broker reserves the right to suspend or terminate access to the Facility or this Agreement based on such change.
26. You understand that access to the Facility or any feature thereof may be restricted or unavailable during period of peak demands, extreme market volatility, systems upgrades or other reasons. Broker makes no express or implied representations or warranties to you regarding the usability, condition or operation of the Facility. Broker does not warrant that access to or use of the Facility will be uninterrupted or error free or that the Facility will meet any particular criteria of performance or quality.
27. In the event access to the Facility or any feature thereof is restricted or unavailable, you will use other means to place your orders or access information such as calling the Broker and/or Broker representative/ Relationship Manager (RM).
28. You have the legal capacity to, and is authorized to, enter into this Agreement and perform your obligations hereunder. You have the necessary skill, capacity and understanding of the internet, its functionality and of the use of the Facility.
Limitation of Liability and Indemnity
29. To the extent permitted by applicable law, under no circumstance shall the Broker or anyone else involved in creating, producing delivering or managing the Facility and Broker website be liable for any direct, indirect, incidental, special or consequential damages that result from the use or inability to use the Facility or out of any breach of any warranty including without limitation those for business interruption or loss of profits.
30. Without limiting the generality of above, Broker shall not be responsible or liable for any loss or damage incurred or suffered by you by reason of or arising from: (i) Any errors in the transmission of your instructions or any other instructions data or information transmitted by you through the Facility or (ii) errors in transmission by Broker of any data or information through the Facility; (iii) the unavailability of Facility; (iv) any breakdown or malfunction of any equipment system or software used in connection with the Facility including, but not limited to, any electronic terminal server or telecommunication device or system.
31. The Broker shall not be liable for any loss caused directly or indirectly by any situation or circumstance beyond its control including, but not limited to, government restrictions, CSE or market rulings, suspension of trading, computer, communications, telephone or system failure, war, strikes, earthquakes, flood, accident, power failure, equipment or software malfunction.
32. The Client hereby indemnifies the Broker and its employees and officers against all liabilities, claims, loss, damages of any kind which may be incurred by any of them and all action, proceedings which may be brought against any of them in connection with the provision of the Facility or services thereunder in the absence of any fraud, gross negligence or willful default on the part of the Broker or its employees.
Termination
33. The Broker may in its sole discretion terminate or restrict your access to the Facility and may terminate the Agreement at any time. Upon termination of this Agreement, any software license granted to you herein shall automatically terminate. You accept that in view of the nature of the transactions and dealings involved in providing the Facility, it may not be possible for the Broker to give you advance notice of such restriction or termination.
34. The Client may terminate the Agreement with written notice to the Broker provided, there is no payable outstanding or security deliverable by the Client to the Broker.
35. Termination of the Agreement shall not affect any rights or obligations which have accrued prior to termination or which may arise out of or in connection with acts done or omitted prior to termination.
Miscellaneous
36. Exchange Control. The use of the Facility outside of Bangladesh is subject to the Exchange Control Regulations of the Central Bank of Bangladesh or any fiscal or exchange control requirements operating in the country where the transaction is affected or requested and the laws and regulations of Bangladesh and the country where the transaction is affected or requested. You hereby agree that you are using the Facility at your own initiative and are responsible for your compliance with applicable laws.
37. Supplemental to Client Agreement. This Agreement is supplemental to, and does not supersede the main Client Agreement. Save and except as modified expressly or by implication by this Agreement, the rules of the DSE or the terms of the Client Agreement shall apply mutatis mutandis to the extent applicable to dealings between the Broker and Client pursuant to or otherwise relating to the Facility.
38. Confidentiality. The Broker shall maintain strict confidentiality of the Client’s personal and trading information and any information shared through the Facility. Such information may be disclosed by the Broker if required to do so under applicable laws or with the prior written consent of the Client.
39. Amendment. Broker reserves the right to add, modify, delete or vary any these terms or any information pertaining to the Facility from time to time with written notice to the Client.
40. Governing law and dispute resolution. This Agreement shall be governed and construed in accordance with the Rules and Regulations of Bangladesh Securities and Exchange Commission (BSEC), Dhaka Stock Exchange Limited (DSE), Chittagong Stock Exchange Limited (CSE), Central Depository Bangladesh Limited (CDBL) and other prevailing laws and regulation of Bangladesh and the courts of Bangladesh shall have exclusive jurisdiction in respect hereof.
41. Notice. Any legal notice to be given by one party to the other in connection to this Agreement shall be in writing and delivered to the registered address or email address set out below;
The Broker:
To: Managing Director
Address: Navana FS Cosmo Tower, Floor No. 5th, Plot No. 4/B, Road No. 94, Gulshan-2, Dhaka-1212.
E-mail: info@calbd.com.bd
The Client:
the address / email address provided in the BO Account opening form or
to such other address as the party to be served may have notified the other in accordance with the provisions of this clause.
Notwithstanding the above, communication relating to orders, margins, maintenance calls and other similar matters in the ordinary course of business may be communicated verbally.
42. Waiver. A party may waive any rights under this Agreement only by written waiver duly signed by such party, and no failure to exercise or delay in exercising a right under this Agreement shall constitute a waiver of such right.
43. Severability. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision of this Agreement
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