Res 1991-128 - Laserfiche WebLink

Home Browse Search

CUSTOMER AGREEMENT 130 1 Parties. This Agreement is entered into between Liberty Capital Markets, Inc. ("Liberty") and the customer(s)("Customer") signing below. 2 Puroose of Aereement. This Agreement provides for the establishment of an account for Customer with Liberty for the purchase and sale of securities and shall apply to all such transactions between Customer and Liberty from and after Customer's first transaction with Liberty. 3 Acknowledement of Risk. Because of the volatile nature of the securities markets, the purchase and sale of securities involve a high degree of risk and many such securities are not suitable for all customers. Customer represents that he has read and understands this Agreement and represents that he is aware of the nature and extent of his rights and the risks involved under this Agreement. 4 Terms of Purchase. Sale and Deliverv. 4.1 Customer Purchases. At the time of verbal confinnation of a purchll8e of securities from Liberty, Customer will be advised of the full amount due and the settlement date by which funds must be received. Failure to make such payment by the close of the settlement date shall con- atitute a default by Customer. Upon such default, Liberty will be relieved of all its obligations under the transaction and may recover from Cus- tomer as liquidated damages the difference between the purchase price agreed to by Customer and Liberty's bid price for the securities at the time of default, plus Liberty's buy and sell charges. Receipt and credit by Liberty of Customer's funds after Ilaid aettlement date Ilhall not waive or limit LibertY'1l remedies for default. Customer shall not be entitled to any market gains on a transactions on which he has defaulted. 4 Customer Sales. Upon verbal confinnation of a sale of securities to Liberty, Customer will be advised of the description and the settle- n date on which the securities will be required to be delivered to Liberty. Full payment shall be made to or on behalf of Customer upon deliver t, berty. Failure by Customer to effect delivery by the close of the settlement date shall constitute a default. Upon default, Liberty will be relieved of all its obligations under the transaction and may recover from Customer as liquidated damages the difference between the sale price agreed to by Customer and Liberty's offer price for the securities at the time of default, plus Liberty's sell and buy charges. Receipt of securities from Customer after said settlement date shall not waive or limit Liberty's remedies for default. 4.3 Delivery to Customer or on Customer's Behalf. Upon receipt of good funds from CUlltomer or on Customer's behalf in full payment for the purchase of securities, Liberty shall, according to Customer's instructions, either deliver the securities (i) to Customer; (ii) to Customer's appointed agent or designee; or (iii) to such other banks or depositories used for the purpose of safekeeping Customer securities (collectively referred to as "Bank") to be held on Customer'll behalf. The customer agrees to notify Liberty in writing of any changes in the instruc- tions and assumes liability for any loss or damage incurred by Liberty due to the lack of notification. 4.4 Delivery and Payment to Liberty. Liberty employs the use of a clearing house to receive and deliver all funds and securities. Liberty does not accept funds or securities at its offices and will promptly transmit any such funds or securities received to its clearing house. Cus- tomer will be notified of current delivery instructions in writing from time to time as they may change. 5 Prices and Charees. 5.1 Pricing Policies. Liberty acts as a principal and as such sells to and buys from Customer on its own behalf. It is not an exchange. Liberty quotes a price at which it will sell (offer) and a price at which it will buy (bid). These prices are established by Liberty upon its analysis of each security and frequently change by the second. Liberty's bid and offer prices are not necessarily tied to prices quoted by any other organization. Liberty reserves the right to change its pricing policy at any time. 5.2 Fail Charges. Customer agrees to pay interest at the prevailing overnight financing rates for any failure to submit full payment on or before settlement date. 5.3 Adjustment of Charges. Liberty reserves the right to change prospectively at any time and at its sole discretion the rate of any of its service, shipping or handling fees. 6 Terms of Orders. 6 Discretionary Authority. Liberty and its Account Executives shall neither accept nor exercise any authority to direct or control p .ases or sales in the Customer's account; provided however, this provision shall not limit in any way Liberty's rights under paragraphs 4, 8, 9 of tl .greement. Orders placed by Customer must be for specified quantities of securities at Liberty's prevailing quoted price at the time the order is placed, at specified prices in the case of a limit order, or at prices within specified limits in the case of a stop-limit order and must be confirmed to the customer by Liberty's Account Executive. No other types of orders can be accepted. Limit and Stop-Limit Orders. Under certain conditions, Liberty will accept orders for purchases or sales of securities to be ex- ecuted at prices which are higher or lower than its quoted market prices. Unless otherwise specified, limit and stop-limit orden are effedive for thirty days. However, they may be cancelled early. Limit and stop-limit orders will only be accepted during regular Liberty business hours between 6:00 a.m. and 2:00 p.m., Pacific Coast Time, Monday through Friday (excluding eompany holidays). They will become effective immediately upon being accepted. Limit and stop-limit orders are only subject to execution during regular Liberty business hours. Using a limit order, Customer may place an order to purchase securities froIll Liberty at a specified price which is lower than Liberty's prevailing quoted asked price for that security. If during the time the limit order is open and subject to execution, Liberty's quoted offer price for that security declines to, or below, the price specified in Customer's order, Liberty will sell the security to Customer at that price, or if that offer price is never touched, the first price quoted which is lower than the price specified in Customer's order. Conversely, Customer may place an order to sell a security to Liberty at a specified price which is higher than Liberty's prevailing quoted bid price for that security. In this case, Customer's order will be executed during its tenn ;if Liberty's quoted bid price for the security increases to, or above, the price conto.ined in Customer's order. Execution will be at the price spe~ified, or if such price is never touched, the first price quoted which is higher than the price contained in Customer's order. Like limit orders, stop-limit orden may be used either to buy or sell a security.. However, unlike a limit sell order, a stop-limit sell order is an order to sell a particular security at a price lower than the current Liberty bid price. A stop-limit sell order will be executed at the fint quoted Liberty bid price when and if a bid price equal to or lower than the stop price is quoted by Liberty during the order's tenn. Conversely, a stop- limit buy order is an order to buy a particular security at a price higher than the current Liberty offer price. Such orden will be executed at the first quoted Liberty offer price when and if an asked price equal to or exceeding the stop price is quoted while the order is effective. Thus, the price at which a stop-limit order is executed may be lower than the stop price in the case of a sell order and higher than the stop price in the case of a buy order. Verbal communication of limit and stop-limit orders may be tape recorded by Liberty at the time the order is ac::epted. Written confirma- tion of such orders or their cancellation will not be issued. Trades resulting from execution of limit and stop-limit orders will be confinned in writing