1. GENERAL TERMS AND CONDITIONS
1.1. This Introducing Broker Agreement (hereinafter also referred to as the “Agreement” or “IB Agreement”) contains all of the terms and conditions between Fortis Ltd. (hereinafter also referred to as “we,” “us”, “Company”) with a registered address at Suite 305, Griffith Corporate Centre, P.O.Box 1510, Beachmont Kingstown, St. Vincent and the Grenadines, registration number 25256 BC 2019, and the Introducing Broker (hereinafter also referred to as the “Introducer”, “IB” or “you”) participating in Company’s IB Program (hereinafter also referred to as the “Program” respectively), which is exclusively intended for Forex and CFDs trading services.
1.3. Shall any situation not covered by the Agreement arise, the Company shall resolve the matter on the basis of good faith and fairness and, where appropriate, by taking such action as is consistent with market practice. The IB agrees that such a decision of the Company shall be final.
1.4. This Agreement does not imply employment. The IB shall not be considered as the Company’s representative, and the Company shall not bear any responsibility for the IB’s actions (or failure to act).
1.5. The IB Program is available to new and existing platform users registered at Bithoven.com.
2. PURPOSE OF THE AGREEMENT
2.1. This Agreement sets forth the terms and conditions of the relationship between the Company and IB, who will introduce new customers as Referrals to Bithoven.com on a fully disclosed basis to trade leveraged products.
3.1. “Introducing Broker Program” is a remuneration program based on the cost per acquisition (CPA) payment model, which rewards individuals and/or businesses who refer new active customers to Forex and CFD trading on Bithoven.com.
3.2. “Introducing Broker” (or IB) is a qualified person who acts as an intermediary between individual traders and the Company. IBs attract clients, may perform advisory and other functions, while the Company is fully responsible for the back office and providing clients with direct access to financial markets and instruments. For its activities, the IB receives the IB’s Commission, depending on the volume of completed trading operations by attracted Referrals on the Bithoven.com website.
3.3. “IB Commission” is the amount payable by the Company to the IB for their Referrals’ trading operations.
3.4. “Equity” is the current account balance. It is calculated by the formula: Equity = balance + floating profit – floating loss.
3.5. “Company” stands for Fortis Ltd.
3.6. “Website” stands for the website available via https://bithoven.com/ operated by Fortis Ltd.
3.7. “Referral” is a qualifying person who has been referred by the IB via a unique referral link or a banner.
3.8. “CPA Model” is a common internet marketing strategy in which the IB is only paid when the customer is “activated.” To be eligible for a commission, a person must click on a Referral Link. This individual must visit the Company’s website, open a real account, deposit the required amount, and execute trades.
3.9. “Referral Link” is a special link to the Company’s website containing a unique IB identifier. The Referral Link is the main means of attracting and tracking the Clients by the IB.
3.10. “Referral Banner” is a creative inventory that IBs use to promote the Company’s products or services in order to attract new Referrals.
3.12. “Cookie Life Period” — a default parameter for cookies, unless otherwise specified herein, set to 90 calendar days. Take notice that we use the “Last Cookie Wins” rule which implies that if a person clicked on the Referral Link of the Introducer A, but did not make any trade on our website, and then clicked on the Referral Link of the Introducer B and registered an account on Bithoven.com, the individual will automatically be considered by the system as a Referral of the last Introducer, in this case, the Introducer B.
4.1. The IB represents and warrants that all actions to be performed by him/her under this Agreement will comply with all laws, regulations, ordinances, organizational documents or rules applicable to the IB or to the jurisdiction in which the IB or his/her Referrals are resident or carry on business.
5. REWARDS AND PAYMENTS
5.1. Each Referral must be registered through the IB’s Referral Link.
5.2. All IB Commission rewards will be due and payable in the United States Dollars (USD) only. IB Commissions will be allocated to the IB only when the Referral closes a position via the XOH trading platform and the minimal price difference between opening and closing the position is equal or more 20 points for AUDUSD, EURUSD, GBPUSD, NZDUSD, USDCAD, USDCHF, USDJPY trading tools and 150 points with regard to all other remaining trading pairs. Each time the Referral closes a position via the XOH trading platform, the IB is entitled to receive his or her IB Reward in the amount worth 13 USD (thirteen US dollars) per one standard lot round turn for AUDUSD, EURUSD, GBPUSD, NZDUSD, USDCAD, USDCHF, USDJPY trading pairs and 12 USD (twelve US dollars) for all other remaining trading pairs executed by the Referral.
5.3. The Company pays the Introducing Broker’s Commission for each closed position on each individual Referral’s trading account introduced to the Company by an Introducing Broker. For instance, if the Referral trades 1 standard-size lot but closes 0.2 lots and afterwards 0.8 lots, it means that the IB will be paid the IB’s Commission for 0.2 lots and 0.8 lots respectively.
5.4. The difference between opening and closing price on the complete transaction should exceed 60 points regardless of it being profitable or not.
5.5. In case the IB’s Commission was received for Buy and Sell orders opened for the same instrument and held in the market simultaneously, while the difference between the opening prices of these orders was less than 60 points, the Company has ground to consider the IB's actions fraudulent and reserves the right to cancel the paid commission at its sole discretion and without any prior notice.
5.6. If the Referral opens Buy and Sell orders at the same time with an equivalent volume and IB receives a Commission for such orders, the Company has the right to cancel the accrued IB’s Commission and disconnect the Referral from the IB Program.
5.7. All IB Rewards are displayed in the IB’s Dashboard and can be managed thereof.
5.8. Net revenue is updated every 24 hours based on the previous day’s enumeration.
5.9. The maximum IB Commission for a closed position cannot exceed 80 USD.
5.10. The accrued IB Commission rewards can be used for leveraged trading on the Company’s Website or withdrawn in any currency supported on the Company’s Website at any time after submitting a corresponding withdrawal request in the IB Dashboard.
5.11. If the introduced Referral uses a payment system that has a high risk of chargebacks, then the Company has the right to delay the accrual of the IB’s Commission to the IB for up to 30 calendar days with the possibility of extending the delay at the Company’s discretion.
5.12. In the event that the trading activity of the attracted Referral is aimed solely at cumulating the IB’s Commission for the IB, then the Company reserves the right to disconnect the IB’s account from the IB Program and annul the accrued IB’s Commission.
5.13. In the event the Company has reasonable inference that the account of both the IB and the Referral belong to one person (for instance, if there is an apparent match of the person’s credentials, email address, IP log links or any other sensitive information), then the Company has the right to deactivate the IB’s account from the Program and annul the accrued IB’s commission from the given Referral.
5.14. In the event the IB’s Referral made a deposit operation on our website and it was identified as a fraudulent transaction or violated our AML/KYC Policy, then the allotted IB’s Commission may be annulled by the Company unilaterally.
5.15. In the event of any dispute or complaint from the Referral, the Company reserves the right to hold back any commissions due to the IB until such issues are resolved. In the event of any trading activity performed by the Referrals, that is deemed suspicious by the Company, then the Company may delay payment (accrual) of the IB’s Commission for until it verifies the relevancy of transaction history. In the event the activities are proved to constitute fraud traffic, the Company has an exclusive right to recalculate or withhold the IB’s commissions accordingly.
5.16. The Company explicitly reserves the right to change the IB’s Commission payout process and procedure at any time and at its sole and exclusive discretion.
5.17. If the monthly Commission accrued by the IB exceeds 50% of the average Equity of the Referrals’ trading accounts for a month, then the Company has the right to annul the excess amount accrued by the IB. The average Equity is calculated according to the formula: the Equity at the beginning of the month for all Referrals’ accounts is added to the Equity for the end of the month for all Referrals’ accounts and divided by 2.
5.18. Bonus funds obtained by the User from other promotional campaigns run by Bithoven.com are excluded from the IB Program's calculations.
6. INTRODUCING BROKER’S PERFORMANCE AND COOPERATION
6.1. From the moment of the acceptance of this Agreement, the IB agrees to fulfill the following obligations:
6.1.1. Perform regular promotion activities and advertising campaigns for the Company.
6.1.2. Put in due efforts to acquire new Referrals to the Company’s Website.
6.1.3. Familiarize new and existing Referrals about the Company’s services, updates, upgrades, and other relevant information relevant to the services offered by the Company.
6.2. The IB takes care on his behalf that his/her activities related with the IB Program are in synch with the local and international legislation acts of his/her country of residence.
6.3. The IB is obligated to notify the Company of any interference into his/her activities immediately by addressing the corresponding notice at [email protected].
6.4. The IB is not allowed to apply any fraudulent advertising methods or unlawful activities to promote the Company’s services, which in its turn can negatively impact the Company. The IB strictly prohibited to use the following:
6.4.1. Spamming, mass emailing.
6.4.2. Using specially programmed bots that distribute the Referral Link or other promotional materials.
6.4.3. Using of scripts/codes/algorithms that will message/invite individuals and send them the Referral Link.
6.4.5. Spreading any misleading information about the Company services.
6.4.6. Registering multiple, duplicate or fake accounts at the Company’s Website.
6.4.7. Creating websites, domains, social media, email addresses containing the Company’s trademark or imitating its belonging to the Company services.
6.5. The IB agrees not to use any prohibited content while participating in the Program. Prohibited content is:
6.5.1. Content which promotes racism, bigotry, hatred, discrimination or physical harm of any kind against any group or individual;
6.5.2. Offensive, abusive, intimidating or harassing content;
6.5.3. Content that is sexually explicit, obscene and/or contains nudity;
6.5.4. Any political and/or religious statement;
6.5.5. Content containing images or reference to drugs, alcohol, tobacco, weapons or firearms;
6.5.6. Content that violates someone else’s privacy.
7. COMPANY’S PERFORMANCE AND COOPERATION
7.1. The Company takes due obligation to guarantee the IB with timely assistance in performing provisions of this Agreement.
7.2. The Company is obligated to pay the corresponding Commission reward to the IB for his/her performance as set in this Agreement.
7.3. The Company is fully responsible for all calculations and the Company’s decision is final in case of any dispute between the parties.
7.4. In case the IB fails to meet the conditions of this Agreement, the Company has an exclusive right to exclude Referrals from the IB’s Referrals list at its sole discretion and without any prior notice.
7.5. The Company has a right, but os not obligated, to inform Referrals that the IB receives a Commission reward on their trades from the Company for the activities, as outlined in this Agreement.
7.6. In case the Company receives a message from a payment system stating that the Referral is suspected of fraudulent activities, the Company has a right to detach the Referral from his/her IB and cancel all accrued IB’s commission associated with the aforementioned Referral. If it is proved that the Referral is not a fraud, then the IB’s Commission will be restored.
8. REGIONAL RESTRICTIONS
8.1. The Company does not render services to residents of certain jurisdictions on the FATF and EU/UN sanctions lists.
9. LIMITATION OF LIABILITY AND INDEMNITY
9.1. The Company will not be liable for any loss or expense incurred by the IB in connection with, directly or indirectly arising from, the acts, omissions or negligence of any third party.
9.2. The IB will indemnify the Company and keep the Company indemnified on demand in respect of all liabilities, costs, claims, demands and expenses of any nature whatsoever which the Company suffers or incurs as a direct or indirect result of any act or omission of the IB in connection with his/her relationship with the Company or any Referral introduced by the IB to the Company or any failure by the IB to perform any of the IB’s obligations under this Agreement or any breach of any provision of this Agreement.
9.3. Unless specifically provided in this Agreement, the Company shall in no circumstances be liable to the IB for any consequential direct or indirect losses, loss of profits, loss of opportunity, costs, expenses, penalties or damages the IB may suffer in relation to this Agreement.
9.4. Subject to the terms of this Agreement, the IB agrees to indemnify and hold the Company and its affiliates, shareholders, officers, directors, employees, agents and representatives harmless from and against any and all claims, damages, costs, penalties (including those stemming from regulators) involving the IB’s activities or his/her Referrals’ accounts including account deficits, loss or losses and expenses (including legal fees) that the Company may sustain or become liable or answerable for or shall pay, as a result of any alleged act, practice, conduct or omission of the IB with respect to the Referrals introduced to the Company by the IB.
9.5. In the event the Company receives any claims, fines and/or incurs any losses related to the activities performed by the IB, then the latter will be obligated to reimburse the Company for all such losses.
9.6. The Referral has the right to request the Company to unlink his or her account from the IB’s account at any time by sending a corresponding request at [email protected].
10. FORCE MAJEURE
10.1. The Company may, in its reasonable opinion, determine that a Force Majeure Event exists, in which case the Company will, in due course, take reasonable steps to inform the IB. A Force Majeure Event includes without limitation any act, event or occurrence (including, without limitation, Market Disruption, acts or restraints of government(s) or public authorities, war, derelict weapons of war, nuclear, radioactive, biological, chemical, biochemical or electromagnetic weapons or contamination, revolution, strikes, lock-outs or other forms of industrial action, fire, flood, natural disaster, explosion, unavoidable accidents, terrorist action, failure of a utility service or transport network, the suspension or limitation of trading by any execution venue, or any breakdown, failure, defective performance or malfunction of any telecommunications, settlement or other equipment or systems If the Company determines in its reasonable opinion that a Force Majeure Event exists (without prejudice to any other rights under this Agreement) the Company may without prior written notice and at any time take or omit to take all such actions as the Company deems to be reasonably appropriate in these circumstances.
11.1. In the event that a situation arises that is not covered under this Agreement, the Company will resolve the matter on the basis of good faith and fairness and, where appropriate, by taking such action as is consistent with market practice.
11.2. No single or partial exercise of, or failure or delay in exercising any right, power or remedy (under these terms or at law) by the Company shall constitute a waiver by the Company of or impair or preclude any exercise or further exercise of, that or any other right, power or remedy arising under this Agreement or at law.
11.3. Any liability of the IB to the Company under this Agreement may in whole or in part be released, compounded, compromised or postponed by the Company in its absolute discretion or any liability not so waived, released, compounded, compromised or postponed. A waiver by the Company of a breach of any of the terms of this Agreement or of a default under these terms does not constitute a waiver of any other breach or default and shall not affect the other terms. A waiver by the Company of a breach of any of the terms of this Agreement or a default under these terms will not prevent the Company from subsequently requiring compliance with the waived obligation.
11.4. The rights and remedies provided to the Company under this Agreement are cumulative and are not exclusive of any rights or remedies provided by law.
11.5. If any term of this Agreement (or any part of any term) shall be held by a court of competent jurisdiction to be unenforceable for any reason then such term shall, to that extent, be deemed severable and not form part of this Agreement, but the enforceability of the remainder of this Agreement shall not be affected.
11.6. The IB shall inform the Company of any other business activities entered into by the IB during the term of this Agreement and shall provide the Company with information, as requested, regarding such activity.
11.7. The IB agrees to inform the Company about all the facts and circumstances, it becomes aware of, that may result in undesired consequences (risks) for the Company.
12. OTHER CONDITIONS
12.1. In case of any arguments arising within the scope of the IB Program, the Company’s opinion prevails and will be final.
12.2. The IB agrees to utilize the entire code for the banners, links and other promotional materials (including the tracking codes therein) and shall not in any way alter or remove any part of the code.
12.3. The IB will be solely responsible for all accomplished marketing activities. All marketing activities must be professional and in full compliance with all applicable laws and regulations, and in accordance with this Agreement.
12.4. The Company makes no representations or warranties, either expressed or implied, with respect to the Program, or any service or information provided through the Program.
12.5. The IB is responsible for reading this document from time to time to ensure that the use of the Program remains in compliance with the IB Agreement.
12.6. All disputes arising from this Agreement shall be settled by negotiation. If no consensus is achieved between you and Company, the dispute shall be exclusively resolved in the courts of Saint Vincent and the Grenadines and the IB agrees to cover all the expenses involving the litigation process.
12.7. This Agreement as well as any other additional agreements (both present and future) are made in English. Any other translations are provided for convenience purposes. In the event of any discrepancy or inconsistency between the original English text and provided translations available on the site, the original English version shall take precedence.
12.8. The IB indicate full acceptance of this Agreement and all of the terms and conditions contained or referenced in this Agreement hereof.
12.9. The Company may modify any of the terms and conditions within this Agreement at any time and at its sole discretion due to changing market conditions, the risk of fraud or misconduct or any other factors Company may deem relevant. These modifications may include changes in the scope of the available IB Commission rewards and the Program rules. The IB accepts a liability to check up all modifications in the Agreement.
12.10. The IB acknowledges that Forex and CFDs are leveraged products and involve a high level of risk. It is possible to lose all your invested capital. These products may not be suitable for everyone and you should ensure that you understand the risks involved. Seek independent advice if necessary.
13.1. All IB content available through the network shall be free of copyright issues, and the Company shall not be held responsible for any copyright issues that may arise between IB and third parties.