ANNEX IV Terms and Conditions for Capital Market Operations.
The user of the platforms [*] (hereinafter, the User) used for similar purposes, fully and completely knows, understands, and accepts these terms and conditions with DMA BROKER S.A., as well as any modifications that may be made in the future.
The User has full knowledge that the law requires legal age to perform stock market operations in Argentina; therefore, they declare to be over 18 years old.
For the purposes of these Terms and Conditions, and with the aim of avoiding any ambiguity or confusion in interpretation, it is expressly established that the terms "User", "Comitente" (Account Holder/Principal), and "Client" will be used interchangeably and, all of them, shall refer to the same human or legal person who has consented to these presents.
The User knows, understands, and accepts that the only intermediary authorized to intervene in the public offering—Own Clearing and Settlement Agent and/or Comprehensive Placement and Distribution Agent of Mutual Funds (FCI)—is DMA Broker S.A.; therefore, they recognize that orders will be processed through DMA. [*] will solely offer its Platform and does not intervene in market operations.
The User knows, understands, and accepts that [*], in its capacity as a Payment Service Provider (PSP) registered under License No. [*] of the Central Bank of the Argentine Republic (BCRA), only makes available its electronic platform (the "Platform") for the management of electronic transactions and other associated functionalities.
By accepting these terms and conditions, the User becomes a COMITENTE (Account Holder) of DMA Broker S.A., a Settlement and Clearing Agent registered with the National Securities Commission (“CNV”) under License No. 236 and a Comprehensive Placement and Distribution Agent of Mutual Funds registered with the CNV under License No. 151, in full accordance with the Rules of the National Securities Commission (T.O. 2013, its amending, complementary, and/or supplementary regulations) and the modalities and scope determined herein.
The COMITENTE knows, understands, and accepts all the conditions established in these Terms, Laws 26,831 and 25,246, their regulatory decrees, and the Rules of the National Securities Commission (T.O. 2013, its amending, complementary, and/or supplementary regulations).
INDIVIDUAL COMITENTE ACCOUNT OPENING AGREEMENT EXPRESSION OF WILL
The COMITENTE agrees to accept that the telephone number, address, and email provided during the digital Onboarding carried out on the platform owned by [*] intended for similar purposes, are considered as established for all legal and procedural purposes, and have full legal effect for all legal acts celebrated between DMA Broker S.A. and the COMITENTE, these means being binding and unquestionable (Art. 284 of the Civil and Commercial Code of the Nation).
1. PURPOSE. APPLICABLE RULES. AUTHORIZATION. MEANS OF NOTIFICATION.
1.1 The COMITENTE requests DMA BROKER S.A. to open a comitente account for the purpose of, through it, performing all operations permitted by the Markets authorized by the National Securities Commission where DMA BROKER S.A. holds membership, a contract, or authorization to intervene on its own behalf or on behalf of third parties. DMA BROKER S.A. will operate within the regulatory framework established by the National Securities Commission for the categories known as Negotiation Agent and Settlement and Clearing Agent; and Comprehensive Placement and Distribution Agent of Mutual Funds. Likewise, DMA BROKER S.A. will provide the COMITENTE with all services inherent to its authorized activity to intervene in the capital market, such as, among others, custody of securities, collection of dividends, rents, coupons, interest, amortizations, subscriptions, and prorations.
1.2 The COMITENTE declares to know and accept that the relationship with their AGENT will be governed by this agreement, Law 26,831 and Decree 1023/13, the 2013 Revised Text of the National Securities Commission and any future amendments that complement and/or replace it, the Regulations, Notices, and other Internal Rules issued or to be issued by the National Securities Commission; the Financial Information Unit (UIF); the authorized Markets and/or Clearing, Settlement, or Depository Houses; and other state agencies that complement or substitute the aforementioned; as well as any other legal provision applicable to the capital market operations object of this contractual relationship.
1.3 The COMITENTE understands that their participation in the capital market through DMA BROKER S.A. is an activity in which they put their assets at risk; therefore, they accept such risks accordingly, and exempt DMA BROKER S.A. from all liability regarding monetary losses that could be caused to their detriment as a consequence of the intervention and/or execution of operations carried out in compliance with the terms, conditions, and regulations in force on the matter. DMA BROKER S.A. does not guarantee under any concept or circumstance the operations, results, or risks assumed by the COMITENTE.
1.4 AUTHORIZATION AND CONSENT: Given that DMA BROKER S.A. bears the obligation to respond to the Markets for unpaid balances of its account holders, the COMITENTE expressly authorizes, empowers, and orders DMA BROKER S.A. so that, for the purpose of covering unpaid balances for debts and/or losses of the COMITENTE, and without prior notice of any kind, DMA BROKER S.A. may perform all acts and operations in the name and on behalf of the COMITENTE that it deems necessary to cancel, reduce, and/or avoid an increase in the outstanding debts and obligations of the COMITENTE; including, but not limited to, the COMITENTE empowers DMA BROKER S.A. to take stock market loans (caución bursátil) and/or indebt the COMITENTE; liquidate their holdings partially or totally by selling their negotiable securities; close their open contracts in derivatives markets; or execute new hedging or offsetting operations. The COMITENTE declares to consent to the acts performed by DMA BROKER S.A. for the indicated purposes, and expressly waives the right to challenge them. The COMITENTE accepts that the expenses, commissions, fees, replacements, premiums, costs, losses, interest, taxes, withholdings, legal costs, and any other disbursement incurred to perform the operations described above will be at their exclusive cost and account.
1.5 The COMITENTE recognizes and accepts as a reliable means of notification the email, telephone, and address declared in the digital Onboarding carried out on the platform owned by [*] intended for similar purposes.
1.6 EVIDENCE: Pursuant to the provisions of Art. 284 of the Civil and Commercial Code of the Nation, the parties agree to the use of email, chats, social networks, and the internet in general as unequivocal forms that prove the externalization of their wills. It is the exclusive responsibility of the COMITENTE to keep all information and data provided to DMA BROKER S.A. updated, which will be considered valid and true until the COMITENTE notifies otherwise.
2. OBLIGATIONS OF DMA BROKER S.A.
2.1 Act with honesty, fairness, professionalism, diligence, and loyalty in the best interest of the COMITENTE.
2.2 Have a knowledge of the COMITENTE that allows evaluating their experience and investment objectives, and adapt its services to such ends, orchestrating the necessary means and procedures to avoid any practice that could induce error or, in any way, vitiate the consent of its counterparties or other market participants. Give absolute priority to the interest of the COMITENTE in the purchase and sale of negotiable securities.
2.3 Establish the COMITENTE's investor profile in accordance with the guidelines and aspects provided by the National Securities Commission for such purposes.
2.4 Perform the review of the COMITENTE's investor profile with a minimum annual periodicity or at the first opportunity the COMITENTE intends to operate after said period.
2.5 Refrain from performing operations for the benefit of some account holders and to the detriment of others. In the event of a conflict of interest between different COMITENTES, it must avoid favoring any of them in particular. DMA BROKER S.A. will always prioritize the orders of the COMITENTE over those of DMA BROKER S.A.’s Own Portfolio.
2.6 Require an unequivocal manifestation from the COMITENTE for operations that do not match their investor profile, except when the COMITENTE has proven to DMA BROKER S.A. that they hold the status of a qualified investor.
2.7 Advise the Comitente, when requested, considering at all times the investor profile of the Comitente.
2.8 Refrain from maintaining credit balances of monetary accounts of clients without investing them in liquid assets when managing a portfolio, except when the COMITENTE, in the exercise of their inalienable right of property, has ordered otherwise, or when the investment would cause an evident detriment to the COMITENTE.
2.9 Without prejudice to the provisions of clause 1.4 above, close the account of the COMITENTE and/or liquidate the operations, open positions, and/or holdings registered in their account, take stock market loans (caución), or cover positions in the event of failure by the COMITENTE to comply with the obligations arising from the operations. Comply with other legal, regulatory, and operational provisions applicable to the activity, particularly those provided for in the CNV Rules and the provisions of the Financial Information Unit, internal rules of the Markets and/or Clearing, Settlement, or Depository Houses, and the Code of Conduct of DMA BROKER S.A.
2.10 Settle and pay to the Markets the debit balances on its own behalf or on behalf of the COMITENTE, whether in monetary accounts or negotiable securities accounts, by way of losses, commissions, expenses, fees, replacements, premiums, differences, margins, guarantees, or others established by the regulations of the Markets.
2.11 DMA BROKER S.A. must apply in its performance regarding the knowledge of the COMITENTES, the regulations in force and applicable to the Prevention of Money Laundering and Terrorist Financing.
3. RIGHTS OF THE COMITENTE
3.1 Request confirmation of operations and/or request an explanation of the reasons that made the instructions of the COMITENTE impossible or altered them.
3.2 File complaints or reports in writing before DMA BROKER S.A., the Markets, and/or the Clearing, Settlement, or Depository Houses.
3.3 Request the closure of their account and/or the termination of this agreement, at any time, without needing to invoke any cause. When dealing with an account with more than one holder, the joint signature or acceptance of all holders will be required for its closure and/or termination of the agreement.
3.4 Request the transfer of their operations, open positions, and/or holdings in the Markets and/or Clearing, Settlement, or Depository Houses to the registry and/or depositor account opened in their name with another AGENT.
3.5 Request a copy of this agreement, the code of conduct of DMA BROKER S.A., the result of the comitente's investor profile, and, if applicable, the Regulations or other internal rules of the Markets and/or Clearing, Settlement, or Depository Houses.
3.6 The COMITENTE may enter into agreements with a Global Investment Advisory Agent (AAGI), in which case they must immediately inform DMA BROKER S.A. of the same.
3.7 Other rights established in the legal and regulatory provisions applicable to the activity, particularly in the CNV Rules and in the internal rules of the Markets and/or Clearing, Settlement, or Depository Houses.
4. OPERATIONS
4.1 Execution of Operations
4.1.1 The COMITENTE will participate in the Markets authorized by the National Securities Commission through DMA BROKER S.A. They may do so by issuing specific orders given to DMA BROKER S.A., or directly through the use of a Direct Market Access (DMA) platform. They may also grant DMA BROKER S.A. a portfolio management mandate, without requiring the issuance of orders to DMA BROKER S.A. In this sense, it is understood that [*] will not provide financial advice regarding the Markets or advice of any kind, nor will it receive orders to be executed in the Stock Market from the COMITENTE.
4.1.2 WAIVER: The COMITENTE waives their right to issue orders to DMA BROKER S.A., and the latter is released from executing them when the COMITENTE has chosen to access the Market directly (DMA) using a trading platform with a username and password under the exclusive ownership and administration of the COMITENTE, except when the COMITENTE is unable to use the aforementioned platform due to causes attributable to DMA BROKER S.A.
4.1.3 DMA BROKER S.A. will use its best efforts to execute in the Markets the orders it receives from the COMITENTE within the framework of this agreement, and undertakes to arrange the operations on behalf of the COMITENTE in accordance with the provisions of the regulations and other internal rules of the Markets in which it participates.
4.1.4 The COMITENTE accepts that DMA BROKER S.A., acting as a Negotiation Agent and Settlement and Clearing Agent; and/or Comprehensive Placement and Distribution Agent of Mutual Funds, may register in the Market and/or in the corresponding Registry, Clearing, and/or Depository Houses, as well as before the managing companies and depository companies of mutual funds, the operations it performs on behalf of the COMITENTE.
4.1.5 Regarding the costs, periodicity, and method by which the operations carried out on their behalf will be communicated to the COMITENTE, the provisions of points 7 and 16 of this agreement shall apply.
4.1.6 DMA BROKER S.A. will report the operations carried out in each case via email, at its offices, or through its website, in accordance with the stipulations of point 7 herein.
4.1.7 The COMITENTE recognizes that DMA BROKER S.A. does not guarantee returns of any kind or amount and that the investments made by the COMITENTE are subject and subordinated to market price fluctuations, as well as to changes in operational conditions, limited or zero liquidity, suspension, reduction, or absence of activity in the markets, or defects in the platforms of the Markets, Clearing, Settlement, or Depository Houses, and/or the connections provided by them.
4.1.8 DMA Broker S.A. may process orders in the name and on behalf of the COMITENTE to carry out purchase and/or sale operations abroad of negotiable securities or other financial instruments that are authorized by Securities Commissions or other control bodies of countries included in the list of cooperating countries in matters of tax transparency and that are not considered high risk by the Financial Action Task Force (FATF/GAFI). DMA BROKER S.A. will not act as an intermediary agent, but in compliance with an express mandate granted by the COMITENTE. The operations described above may be processed through intermediaries and/or entities located abroad with which DMA Broker S.A. may enter into agreements, provided that they are regulated by Securities Commissions or other control bodies of countries included in the list of cooperating countries, provided for in subsection b) of Article 2 of Decree No. 589/2013, in matters of tax transparency and that are not considered high risk by the GAFI-FATF (www.fatf-gafi.org). In all cases, the provisions of the National Securities Commission must be complied with.
4.1.9 DMA BROKER S.A. reserves at all times the right not to perform the custody of securities, starting ten (10) days after an express communication is made to the COMITENTE stating such circumstance. Operations involving debits (purchases, cauciones and/or placing swaps, exercise of options, etc.) will be executed by DMA BROKER S.A. provided that there are sufficient funds in the COMITENTE's account to pay for them. Operations involving credits (sales, writing of covered options, cauciones and/or borrowing swaps) will be executed by DMA BROKER S.A. provided that on the corresponding date the securities are deposited in its name at Caja de Valores S.A. or another Depository, Clearing, and/or Settlement house. In the event that the COMITENTE has not delivered the traded asset, DMA BROKER S.A. is authorized to repurchase the missing securities, charging the difference in prices, expenses, and corresponding commissions to the current account.
4.1.10 DMA BROKER S.A. is authorized to debit from the COMITENTE's account any sum by way of obligations owed to the Market, losses, commissions, interest, expenses, fees, replacements, premiums, taxes, withholdings, or others as applicable. Likewise, from the moment it originates, any debit balance in the account holder's account will automatically accrue daily interest in favor of DMA BROKER S.A. equivalent to the interest rate of the borrowing stock market loan (caución tomadora bursátil), or the interest rate of that analogous financing product whose possibility of being operated or executed is certain for the purpose of obtaining the money or assets necessary to cover the debit balance of the COMITENTE. Without prejudice to the provisions of section 1.4 above, the debit balance in the COMITENTE's account implies their automatic default regarding the fulfillment of their obligations under this agreement. Credit balances in the COMITENTE's accounts do not accrue interest or yield of any nature, remaining always and at all times available at the discretion of the COMITENTE.
4.1.11 The COMITENTE recognizes and accepts that the ordered transfers are subject to the normal functioning and compliance with the authorizations of the participants of the involved national payment system. DMA is not responsible for delays, errors, or losses caused by factors outside its control. In the event of events affecting the immediate availability of funds, the transfers will be processed as soon as normal system conditions are restored.
5. TOTAL OR PARTIAL DISCRETIONARY PORTFOLIO MANAGEMENT CONTRACT
5.1 The comitente has the power to grant a total or partial Discretionary Portfolio Management mandate to DMA BROKER S.A. to perform operations in the name and on behalf of the comitente in accordance with their investor level. In the case of total discretionary management, it is a broad mandate that authorizes DMA BROKER S.A. to arrange all types of operations with no more limitation than the investor profile of the COMITENTE. In partial portfolio management, it is the COMITENTE who must clearly specify the types of permitted operations and authorized instruments. In both total and partial management, the comitente understands and accepts that DMA BROKER S.A. does not require or need to receive an order or confirmation from the COMITENTE to perform the operations. Portfolio management does not guarantee returns of any amount nor does it exempt the COMITENTE from any of the risks already provided for and expressed in this agreement.
6. TREATMENT OF LIQUID BALANCES OF THE COMITENTE
6.1 Liquid balances at the end of the day remain available to the COMITENTE, and DMA BROKER S.A. may not invest them unless expressly stated otherwise by the COMITENTE, except when the COMITENTE has granted a portfolio management mandate, in which case DMA BROKER S.A. will place the remaining liquid funds in permitted financial instruments, with the results of the placement being in favor of the COMITENTE.
6.2 In the event that the COMITENTE requests the withdrawal of liquid balances, and/or the deposit of their receivables, DMA BROKER S.A. will transfer the corresponding assets to the bank account and/or comitente sub-account in the Collective Depository Agent and/or Custody, Registry, and Payment Agent, as the case may be, that have been declared by the COMITENTE to DMA BROKER S.A. in the digital Onboarding carried out on the platform owned by [*] intended for that purpose.
7. INFORMATION REGIME WITH THE CLIENT
7.1 DMA BROKER S.A. will report daily to the COMITENTE, through access with username and password to the web extranet that it will make available for such purposes, the following: a) the detail of the operations arranged; b) account statements; c) the accountability and portfolio management.
8. PROHIBITION OF FINANCING
8.1 DMA BROKER S.A. may not grant financing or provide loans to the COMITENTE, except in the case of Underwriting contracts or similar entered into within the framework of primary placements under the public offering regime.
8.2 Payments required by the Markets that DMA BROKER S.A. must make to cover debit balances of the COMITENTE, as required by the law in force and the regulations of the Markets, are not considered financing or loans.
9. MEANS OF CAPTURING ORDERS
The parties agree that, without prejudice to the in-person form, orders to perform operations issued by the COMITENTE will be processed through the link owned by DMA located on the platform owned by [*] intended for that purpose.
10. RISKS ASSUMED AND ACCEPTED BY THE COMITENTE
10.1 The COMITENTE understands and accepts the risk that the eventual scarcity or absence of activity in the trading of negotiable securities, whether temporary, occasional, partial, focused on a product or negotiable security, or comprising one or several days of interruption in the trading sessions, could cause delays or the impossibility to enter orders and/or arrange and/or settle operations, open positions, and/or holdings, and that all this could mean financial damage or losses. In this sense, the COMITENTE exonerates DMA BROKER S.A. from all liability for damages that could be caused.
10.2 The COMITENTE exempts DMA BROKER S.A. from any damage or loss they might suffer due to force majeure or acts of God.
10.3 The COMITENTE knows and accepts that in the presence of circumstances whose severity may infer a possible damage or harm to the Market and/or registered agents and/or third parties in general, the latter may arrange the limitation, cancellation, or transfer of operations, open positions, or holdings, among other measures aimed at avoiding or limiting possible damage or harm to Clearing, Settlement, or Depository Houses.
10.4 The COMITENTE understands and accepts the risk involved in operations in the Markets where Derivatives contracts are traded (futures, options, swaps, indices, among others). They declare to know that the operations they perform in those markets entail the possibility of very high leverage and unlimited losses; therefore, DMA BROKER S.A. disclaims all liability in this regard and the COMITENTE waives making claims against it as a consequence of the results of such operations.
10.5 The COMITENTE knows and understands that the capital market operates indissolubly linked to the Argentine financial system, and that DMA BROKER S.A. has no influence over the participating entities and companies in both. For this reason, and given that the money, negotiable securities, and other assets of the COMITENTE will be in the possession of some of the participants of the financial or capital system, the COMITENTE accepts that they cannot attribute liability to DMA BROKER S.A. for contingencies occurring in the Markets, banks, asset depositories, and other financial and stock market entities that harm the COMITENTE, such as reorganization proceedings (concursos preventivos), bankruptcies, banking restrictions (corralitos), or others that could happen and that import the impossibility of the COMITENTE to recover their receivables.
10.6 The COMITENTE knows and accepts that there are risks derived from failures in communication systems and computer systems, particularly in the trading and back-office platforms of the Markets and/or Clearing, Settlement, or Depository Houses, as well as in the connections to said Markets, whether of the COMITENTE themselves, the providers, or the Markets and/or Clearing, Settlement, or Depository Houses; therefore, they exonerate DMA BROKER S.A. from all liability for damages resulting from such failures, such as, among others, the impossibility to: enter orders, close or take positions, buy, sell, cancel, settle, hedge, update prices and/or quantities, etc.
10.7 The COMITENTE declares and accepts that their investor profile will be CONSERVATIVE.
11. OPERATIONS WITH AND WITHOUT MARKET GUARANTEE. CENTRAL COUNTERPARTY
11.1 The COMITENTE understands and accepts that the Markets and/or Clearing, Settlement, or Depository Houses may or may not act as a central counterparty in the operations as a subject in accordance with their internal rules. In such case, all operations performed by the COMITENTE will be arranged with the Market and/or Clearing House.
11.2 Likewise, the COMITENTE understands and accepts that the Markets and/or Clearing, Settlement, or Depository Houses may act guaranteeing or not the compliance of the arranged operations, in accordance with what their regulations and resolutions dispose. It is the obligation of the COMITENTE to know and ascertain prior to arranging their operations whether they are guaranteed.
11.3 It is the obligation of the COMITENTE to transfer and/or pay and/or cancel within the periods stipulated by DMA BROKER S.A., or when requested by the latter, the monetary balances and balances in negotiable securities accounts by way of guarantees, margins, daily differences, expenses, fees, replacements, premiums, commissions, costs, losses, interest, taxes, withholdings, legal costs, and any other disbursement incurred to perform the operations.
11.4 The COMITENTE instructs DMA BROKER S.A. so that the funds or other assets owned by the COMITENTE, integrated by way of margins and guarantees for the operations registered in their account, if applicable, be transferred in fiduciary property or deposited in custody in fiduciary accounts owned by the Market or Clearing House.
11.5 The COMITENTE understands and accepts that DMA BROKER S.A. may demand sums by way of margins and/or guarantees in amounts higher or in excess of those stipulated by the Markets and/or Clearing, Settlement, or Depository Houses in their internal rules.
11.6 INTRADAY MARGIN CALL. The COMITENTE binds themselves to integrate money or negotiable securities as a guarantee for operations during the course of trading sessions when the Markets and/or Clearing, Settlement, or Depository Houses so require.
11.7 The COMITENTE understands that the margins or other guarantees required by the Markets and/or Clearing, Settlement, or Depository Houses will be retained until the balances originated from the performed operations are cancelled.
12. CANCELLATION OF BALANCES
12.1 The COMITENTE authorizes DMA BROKER S.A. to make, on behalf of the COMITENTE, payments and collections for monetary balances and balances in negotiable securities accounts by way of guarantees, margins, daily differences, expenses, fees, replacements, premiums, commissions, costs, losses, interest, taxes, withholdings, legal costs, and any other resulting from and required by reason of the operation, registration, clearing, settlement, and deposit or holding carried out by the COMITENTE.
12.2 The COMITENTE binds themselves to cancel monetary balances and balances in negotiable securities accounts by way of guarantees, margins, daily differences, expenses, fees, replacements, premiums, commissions, costs, losses, interest, taxes, withholdings, legal costs, and any other disbursement incurred resulting from the operation, registration, clearing, settlement, and deposit or holding carried out by the COMITENTE.
13. BREACHES
13.1 The COMITENTE undertakes to comply with the quotas and/or limits on open positions established by the Markets and/or Clearing, Settlement, or Depository Houses, as well as by DMA BROKER S.A., and accepts that, in case of non-compliance, the Markets and/or Clearing, Settlement, or Depository Houses and/or DMA BROKER S.A. may order the liquidation or transfer of the operations.
13.2 The COMITENTE empowers the Markets and/or Clearing, Settlement, or Depository Houses, if applicable, so that—without need of prior notice—they may liquidate and/or cover totally or partially the operations and/or open positions as of the date of the breach of any of the payment obligations arising from their internal rules.
13.3 Without prejudice to the authorization granted in section 1.4 above, the COMITENTE hereby confers upon DMA BROKER S.A. firm and irrevocable authorization to close the account of the COMITENTE and/or liquidate the registered operations and/or open positions in their account upon failure by the COMITENTE to comply with the obligations emerging from the operations, especially the payment of guarantees, differences, replacements, premiums, or other concepts, as well as for breach of this agreement, in all cases without requiring prior demand or notice.
14. TERMINATION AND ACCOUNT CLOSURE
14.1 DMA BROKER S.A. may, without stating cause, reject this account opening request without incurring any liability. The COMITENTE has the right to revoke this request and agreement within 10 calendar days following its acceptance, in accordance with the provisions of Art. 1110 of the Civil and Commercial Code of the Nation.
14.2 The COMITENTE may unilaterally terminate this agreement and/or close their account at any time and without stating cause, notifying the same 48 hours in advance, and DMA BROKER S.A. may not make any claim for such reason. Without prejudice to the provisions of section 3.3, the termination of this agreement will not proceed and its clauses will remain in force until the COMITENTE has cancelled the unpaid debit balances, for whatever concept, and/or there are operations pending settlement or open positions.
14.3 DMA BROKER S.A. may unilaterally terminate this agreement and/or close the COMITENTE's account at any time and without stating cause, notifying the same 48 hours in advance, except in the cases described above where notice is not required. The COMITENTE waives claiming any damage for this cause. The closure of the account implies liquidating pending operations and cancelling all its obligations and delivering the balance, if any, to the COMITENTE.
14.4 After the closure and/or termination of the agreement has occurred, the restitution of balances in favor of the COMITENTE, whether in money or other securities, will occur from the moment they are liquid and free to be transferred.
15. TREATMENT OF CLAIMS AND REPORTS
15.1 The COMITENTE may submit claims, inquiries, reports, or concerns to DMA BROKER S.A. by email or postal mail sent to and from the established and/or binding addresses. All claims and/or reports will be analyzed and evaluated by the designated Public Relations Officer, who will involve the Board of Directors. The resolution regarding said claims and/or reports will be communicated to the COMITENTE at their established and/or binding email address, and the National Securities Commission will be informed through the AIF within the established timeframes. Likewise, the COMITENTE may resort to the National Securities Commission (CNV) by completing the “Electronic Complaints Form” found on said entity's website (www.cnv.gov.ar) or by postal mail to the National Securities Commission; located at 25 de Mayo 175, 6th Floor, CP: 1002; Autonomous City of Buenos Aires, Argentine Republic. They may also apply in person between 10:00 AM and 3:00 PM.
15.2 In the event that the COMITENTE wishes to submit claims, inquiries, reports, or concerns, they must contact DMA BROKER S.A. from their established address through the means enabled for this purpose, namely: via contact telephone +54 0341 4240668 or email to the address info@dmabroker.com.ar. All claims and/or reports will be analyzed and evaluated by the designated Public Relations Officer, who will involve the Board of Directors. The resolution regarding said claims and/or reports will be communicated to the COMITENTE at their established and/or binding email address, and the National Securities Commission will be informed through the AIF within the established timeframes. Likewise, the COMITENTE may resort to the National Securities Commission (CNV) by completing the “Electronic Complaints Form” found on said entity's website (www.cnv.gov.ar) or by postal mail to the National Securities Commission; located at 25 de Mayo 175, 6th Floor, CP: 1002; Autonomous City of Buenos Aires, Argentine Republic. They may also apply in person between 10:00 AM and 3:00 PM.
15.3 When the COMITENTE notices errors or omissions in the content of the information provided by Caja de Valores S.A. in the account summaries issued by this depository entity, the COMITENTE is authorized to file the corresponding claim before the CNV within thirty (30) days of receiving the account statement.
16. COMMISSIONS AND FEES
16.1 The commissions, rates, fees, and other costs incurred by the COMITENTE will be detailed and published on the website of DMA BROKER S.A. www.dmabroker.com.ar or whichever replaces it. This site will indicate each of the corresponding costs for the different operations, the periodicity, whether they are fixed and/or variable in nature, and the effective date. DMA BROKER S.A. may modify the commissions, rates, and costs by notifying the COMITENTE of such circumstance via email. Likewise, the updated data for such concepts will be published on the website of the National Securities Commission.
17. DECLARATIONS. MODIFICATIONS.
117.1 The COMITENTE declares under oath that, for the purpose of complying with current regulations on the Prevention of Money Laundering and Terrorist Financing issued by the UIF (Financial Information Unit) and the CNV (National Securities Commission), all funds and securities used to perform transactions through DMA BROKER S.A. are of licit origin and have not and will not have any link to terrorist financing. Likewise, the client undertakes to provide all information and/or documentation that may be requested by DMA Broker S.A. in the future in compliance with the aforementioned regulations.
17.2 The COMITENTE declares under oath that all personal information provided in this agreement is correct and true, and that they have not omitted or falsified any data, this being a faithful expression of the truth.
17.3 The COMITENTE declares under oath to accept that all information provided through the platform owned by [*] and in this agreement will be considered valid and current until the COMITENTE modifies it by reliably notifying DMA BROKER S.A. of such modification.
17.4 The COMITENTE declares to know that DMA BROKER S.A. reserves the right to modify the clauses and conditions of this agreement, and must notify the COMITENTE of such circumstance by email, clearly indicating the changes made, so that within the following 10 business days the COMITENTE may express their agreement or rejection. Silence shall be understood as an expression of conformity.
17.5 The COMITENTE declares under oath that they are not domiciled in countries, jurisdictions, domains, territories, associated states, or special tax regimes considered non-cooperative for the purposes of tax transparency, in accordance with the AFIP list and the current regulations of our country on the matter.
18. TOTAL DISCRETIONARY PORTFOLIO MANAGEMENT MANDATE
The COMITENTE hereby entrusts, empowers, and authorizes DMA BROKER S.A. to, in the name and on behalf of the COMITENTE, without any limitation and in the broadest and most general manner possible, manage and trade the assets and/or wealth that the COMITENTE has delivered or may deliver in the future to DMA BROKER S.A., investing them on account, order, and risk of the COMITENTE in negotiable securities of any type in accordance with the provisions of Law 26,831, according to the best knowledge and understanding of the MANDATARY, and whenever it deems appropriate to place, trade, convert, negotiate, or dispose of them in any other way, including the constitution of guarantees, margins, and/or payment of differences in derivatives markets.
That is to say, the COMITENTE authorizes DMA BROKER S.A. to discretionarily perform, in correspondence with the declared investor profile, all those investments and operations, dispositions, and other acts with the delivered assets, in the manner it deems convenient according to its exclusive professional judgment and decision, without the need to require a specific and individual order or instruction or prior consent. Likewise, DMA BROKER S.A. may invest liquid funds for the benefit of the COMITENTE in instruments, including mutual funds, always in accordance with the declared investor profile, limiting its actions to the scope of the Argentine capital market regulated by the National Securities Commission, to the markets authorized by said control body, and provided that the placement of its assets is in negotiable securities defined in accordance with Article 2, first paragraph of Law 26,831.
In foreign markets, DMA BROKER S.A. may perform purchase and/or sale operations through intermediaries and/or entities located abroad with which the COMITENTE enters into agreements, provided that they are regulated by securities commissions or other control bodies of countries included in the list of cooperating countries, provided for in subsection b) of Article 2 of Decree No. 589/13, in matters of tax transparency and that are not considered high risk by the FATF/GAFI.
The COMITENTE understands and accepts that the total discretionary management of their investment portfolio by DMA BROKER S.A., as authorized herein, carries the risk of losses to their assets and wealth, the amount of which cannot be estimated a priori, which escape the complete domain and control of DMA BROKER S.A. insofar as they will be subject to market price variations, and that therefore DMA BROKER S.A. does not grant them any guarantee of profitability, nor a limit on possible losses, remaining harmless against claims for the execution of loss-making business, and the COMITENTE may not in any case challenge the operations carried out by DMA BROKER S.A., and exempting it from the obligation of prior advice, warning, clarification, or specific consent in relation to the management of the COMITENTE's portfolio. DMA BROKER S.A. may not grant financing or provide loans to the COMITENTE except for the exceptions textually enumerated in the rules (NT 2013 and amendments) of the National Securities Commission.
DMA BROKER S.A. will inform the COMITENTE about the status, composition, balances, losses, and gains of their portfolio in the manner and terms stipulated in this agreement. The COMITENTE authorizes DMA BROKER S.A. to deduct and/or debit from the assets and/or from the COMITENTE's account the commissions, remunerations, expenses, and/or costs that DMA BROKER S.A. must incur by reason of managing the COMITENTE's portfolio. This mandate will remain in effect until either party reliably notifies the other of its desire to revoke or resign.
19. COMMISSIONS
The maximum current commissions are available for consultation on the website www.dmabroker.com.ar
20. ORIGIN OF FUNDS
The COMITENTE undertakes to supply DMA Broker S.A. with all documentation and information requested by the latter for the purposes of satisfying the proper knowledge of the COMITENTE regarding their activity and the source of origin of the funds delivered for operations. To this end, the COMITENTE declares to know and accept the regulations for the prevention of money laundering and terrorist financing, Law 25,246, its amendments and complementary provisions, and the rules of the Financial Information Unit.
21. APPLICABLE JURISDICTION
In the event of any dispute, discrepancy, or issue arising from this agreement, the parties agree to submit to the mediation of the Arbitral Tribunals of the Rosario Board of Trade (Bolsa de Comercio de Rosario), and to the jurisdiction of the Provincial Courts of the city of Rosario, waiving any other jurisdiction that might correspond.
Jujuy 1983 Piso 2 Of. 3 | Rosario, Santa Fe, Argentina | Tel: +54 0341 424 0668 | www.dmabroker.com.ar |
info@dmabroker.com.ar
