PEDSL Terms of Service

See other languges:

PEDSL TERMS OF SERVICE

Current Version: Version 2.0, 27 May 2025

Effective Date: 27 May 2025

IMPORTANT NOTE: Derivatives are complex instruments and come with a high risk of losing money rapidly, especially where they include a leverage mechanism. You should consider whether you understand how derivatives work and whether you can afford to take the high risk of losing your money. The information provided by PEDSL through the Platform is strictly general in nature and should not be interpreted as investment advice. Past performance or future forecasts do not constitute reliable indicators of future performance. Please consider our Risk Notice set out in section 1.9 of Part B (Risk Warnings) below.

PEDSL is regulated by the Cyprus Securities and Exchange Commission (“CySEC”) and holds a Cypriot Investment Firm licence under the Investment Services Law 87(I)/2017, as amended, to conduct investment and ancillary services and activities specified in its licence. In relation to the Derivative Services PEDSL may act as dealer on own account, whereby it will execute trades as principal, or alternatively PEDSL may act as a broker / agent – this means that it will receive your orders to enter into trades and will transmit those to a third party venue and execute those orders on that venue as your agent. Details of the licensed services and activities that PEDSL is permitted to conduct can be found on the CySEC website at https://www.cysec.gov.cy/en-GB/home/.

The contact details of CySEC are as follows:

Office address: 19 Diagorou Str., CY-1097 Nicosia, Cyprus.

Telephone: +357 22506600

Postal address: P.O BOX 24996, 1306 Nicosia, Cyprus

Email: [email protected]

You should consult your financial advisor, legal or tax professional regarding your specific situation and financial condition, and carefully consider whether investing, trading and/or holding derivative instruments is suitable for you.

Further, you understand and agree that PEDSL is regulated to provide the investment services, ancillary services and to perform investment activities in relation to financial instruments, and not to perform or provide services in relation to Crypto-assets themselves. Any services provided to you in relation to Crypto-assets by Kraken will be provided to you under separate terms and conditions to which PEDSL is not a party.

PART A: GENERAL TERMS

This Agreement

Your agreement with Kraken. These terms and conditions (the “Agreement”) are a contract between you, the client (“client”, “you”, “your”), and Payward Europe Digital Solutions (CY) Limited, a company registered in Cyprus with registration number HE 356603 and registered address at Athalássas, 62, MEZZANINE, Stróvolos 2012, Nicosia, Cyprus (“PEDSL”, “Kraken”, “we”, “our” or “us”).
How this Agreement is structured. This Agreement is structured as follows:

Part A: General Terms
Part B: PEDSL Product Terms
Part C: Derivative Services Terms
Part D: Definitions and Interpretation

Geographic restrictions. All of our services listed above are available to clients that are resident and located in the EEA. If you are resident or located outside of the EEA, this Agreement does not apply to you. We may change the services that are available in the EEA from time to time by giving notice to you in accordance with section 1.7.
Entering into this Agreement. This Agreement governs the provision of our services to you. By making an application for an Account or by otherwise accessing or using our services or the Platform, you agree that you have read, understood, and agree to be bound by all of the terms of this Agreement (including our policies where applicable). You can print or download a copy of this Agreement at any time.
Data Privacy. This Agreement is supplemented by our Privacy Notice, which is applicable when you open an Account.
Definitions. Unless otherwise set out in this Agreement, capitalised words used in this Agreement will have the meaning given in Part D: Definitions and Interpretation.
Amending this Agreement. We may make changes to this Agreement (including amending our fees or introducing new fees) from time to time. We will:

provide at least 30 days’ notice in advance of any proposed material changes to this Agreement, where we are required to do so under applicable law. The revised Agreement will apply to you 30 days after we provide you with the notice;
make any other amendments to the Agreement at any time by posting the revised Agreement on the Site or by providing a copy of it to you. The revised Agreement will apply to you from the time it is posted on the Site or provided to you (unless stated otherwise).

We will never apply changes retroactively.

You will be considered as having accepted the revised Agreement if you continue to use your Account or any of our services after the changes are applied to you.

If you do not agree with any changes to the Agreement, you should close your Account with us and cease to use our services.

Order of precedence. If there's a conflict between this Part A of the Agreement and any other Part, the other Part will take priority. You may be required to sign additional contracts that will apply alongside this one and relate to similar topics, which are intended to be consistent with this Agreement and each other, but in the event of conflict with this Agreement, this Agreement will take priority. In the event of any translation of this Agreement, the English version will take priority, except as otherwise required under applicable law.
Consent to use of English language. In some jurisdictions, you may have the right to receive this Agreement and/or information related to the Agreement in your local language. To the extent permitted by applicable law, by making an application for an Account or by otherwise accessing or using our services or the Platform, you agree to waive this right and you explicitly consent to receive this Agreement and all information relating to this Agreement in English.
No advice. We do not provide you with any investment, legal, tax or other form of advice, nor can you rely on any statements made by us.

You are solely responsible for any decisions taken in respect of any and all products and services that you choose to use under this Agreement.

You should seek independent financial, legal, regulatory, tax, or other advice before making any investment decisions. If you choose not to seek such advice, you should carefully consider whether the investment or product is appropriate for you.

Eligibility Requirements

2.1 Eligibility Conditions. To use our services and to create an Account, you must meet the following conditions (“Conditions”):

if you are an individual, you must be old enough to legally form a binding contract in your jurisdiction (in most countries, that’s 18 years old, but it may be different where you live);
if you are an entity, you must be duly organised and validly existing under the applicable laws of the jurisdiction of your organisation;
you must have a current and valid email address, mobile phone number, and street address;
you must have full power and authority to enter into this Agreement without violating any other agreement you have made or laws that apply to you;
you must not have been previously restricted from using our services;
you must be located in an EEA jurisdiction; and
if you are an individual, you must not be listed on—or, if you are an entity, not listed on or be directly or indirectly owned or controlled by any person listed on—the Office of Foreign Assets Control of the U.S. Department of Treasury’s Specially Designated Nationals and Blocked Persons List (“SDN”), the U.S. Department of Commerce’s Denied Persons List, Consolidated Non-SDN Lists, the United Nations (“UN”) Security Council Consolidated List, or regional or foreign government watchlists.

2.2 Satisfaction of Eligibility Criteria. To create an Account or use the services, you must meet all of the Conditions and any other applicable eligibility criteria as stated on the Site for each of our services and updated from time to time (together, the “Eligibility Criteria”). Additional Eligibility Criteria may apply depending on your country of residence.

If you stop meeting any of the Eligibility Criteria, you must immediately notify us and stop using your Account and the services. We may require proof that you meet the Eligibility Criteria from time to time. Even if you meet the Eligibility Criteria, we may, in our sole discretion, determine that you are not eligible to have an Account or use the services, in which case your application for an Account will be rejected and / or your access to the services will be terminated.

2.3 Enquiries. You authorise us to make enquiries, whether directly or through third parties:

that we consider necessary to verify your identity,
to confirm the Eligibility Criteria,
to protect you or us against fraud or other financial crime, and
as we determine may be necessary to facilitate compliance with this Agreement and applicable laws.

You understand and agree that we may take action we reasonably consider necessary based on the results of such enquiries, that we have no obligation to inform you of the results of any enquiry and that you expressly waive any obligation we may have to take, or advise you of, any possible remedial measures. By making an application for an Account or by otherwise accessing or using our services or the Platform, you acknowledge and agree that your personal data may be disclosed to credit reference and fraud prevention or financial crime agencies and that these agencies may respond to our enquiries in full.

2.4 Client verification. Under applicable law, we must apply client identification procedures and client due diligence when establishing a business relationship with a client and/or carrying out an occasional transaction with a client (where applicable). You will not be considered our client unless all our internal checks, including anti-money laundering checks, have been duly satisfied. We reserve the right at all times to monitor, review, retain and/or disclose any information as necessary to satisfy any applicable law, regulation, sanctions programs, legal process or governmental request.
2.5 Verification information sources. We will rely on the KYC information and verification processes conducted when you open an account through www.kraken.com and we might require additional information to satisfy any regulatory requirements applicable to the services. We may decide to verify or otherwise re-confirm your identity at any time as long as you hold an Account, using third party verification providers.
2.6 Verification information you provide. You agree to provide us with all information that we reasonably request in order to verify your identity in accordance with our obligations under applicable law.

This may include a copy of your passport, a proof of address or other identifying documents or information that may be requested from time to time, including any other information as set out on the Site. In providing us with this, or any other information that may be required, you confirm that the information is true, accurate and complete, and you have not withheld any information that may influence our evaluation of you for your application for an Account or the provision of services to you.

You must notify us immediately of any material change in the information previously provided to us under this section.

We will retain any documentation or information provided by you to allow us to verify your identity and will continue to hold such information following the termination of this Agreement in accordance with the periods specified under applicable law or regulation.

2.7 Proof of funds. To protect the integrity of our services and to ensure our compliance with applicable law, we reserve the right to:

require proof of source of funds, assets and/or wealth from you;
investigate any suspected breach of this Agreement, or any other suspicious activity or behaviour; and
suspend your Account, including due to repetitive losses and to assess the appropriateness of the services for you.

2.8 Corporate clients. If you are a corporate client, you are entitled to appoint certain representatives who may access and operate your Account on your behalf. You acknowledge and agree that you take full responsibility for all activities undertaken by your users on the Platform in respect of the services. When you appoint users, you must provide us with the full legal names of those users and keep us updated as to any changes to the identity of your users. You represent and warrant that (i) your users comply with applicable provisions of this Agreement when accessing the services; (ii) your users have appropriate skills, knowledge and expertise to use the Platform to access the services; (iii) each user has the appropriate authority to bind you to transactions using our services made under this Agreement; and (iv) that your users meet the applicable Eligibility Criteria.
2.9 Appropriateness assessment. Before accessing our services in relation to PEDSL Products, as part of your Account application you will be asked a number of questions in relation to your trading history, personal circumstances and to test your understanding of our services and PEDSL Products. This is to ensure that PEDSL Products are appropriate for us to provide to you. You must provide accurate and suitable responses to those questions (which we will determine, in our absolute discretion) to be eligible to use the services, and we have no obligation to offer you the chance to retake or otherwise answer again any questions posed during the onboarding process, to the extent that we consider your previous answers to be incorrect or not otherwise demonstrating that the services and PEDSL Products are appropriate for you.
2.10 Client classification. Before accessing our services in relation to PEDSL Products, you will be classified by us as either a Retail Client, Per Se Professional Client or Elective Professional Client, in accordance with applicable law and our Client Categorisation Policy (available on our Site). Retail Clients receive the greatest level of protection under the rules and regulations of the CySEC and you will be classified as a Retail Client unless otherwise notified. You will receive notification of your classification once your Account is opened. If you do not agree with your classification, you can apply for a reclassification. Elective Professional Clients have the right to request a reclassification to a client classification that is entitled to a higher level of protection. The information that you provide to us is relied upon by us when processing your Account application, classifying and dealing with you. You need to inform us immediately in writing of any changes (e.g. change of address, contact details, change in employment or financial status, bank/credit details). For more information, please refer to the Client Categorisation Policy on our Site.

Our Services

3.1 Changing the services. We may in our sole discretion add, amend or discontinue any aspect of our services. Where this change would materially impact your rights, we will notify you in advance to the extent required by applicable law via the email address associated with your Account.
3.2 No advice. Unless specified, our services are provided on a non-advised basis, meaning that we will not provide you with any advice as to the merits of any particular product or service or whether a particular product or service is suitable for you.
3.3 No reliance. You agree not to rely upon any statement or content on our services, Site or Platform, or that is otherwise attributed to us, as a recommendation, advice, or guidance regarding trades, investments, tax, or any other similar issues.

Except as otherwise set out herein, we are not acting as your bank, broker, intermediary, agent, advisor, or as your fiduciary in any capacity, including with respect to the services.

Except for the express statements set out in this Agreement, you acknowledge that you have not relied on any other statements or understandings, whether written or oral, regarding your use and access of our services and Platform.

3.4 Supported Fiat Currency. Our services are available only in connection with Fiat Currencies that we support, and we support different types of Fiat Currency in relation to different services. You can check which Fiat Currencies we support in relation to each of our services on our Site, although this may be updated by us from time to time.
3.5 Ending support for Fiat Currency. We may in our sole discretion end our support for any Fiat Currency. You acknowledge and agree that we may take any action necessary to discontinue our support of a Fiat Currency, including cancelling your Orders and requiring you to remove or liquidate your holdings of discontinued Fiat Currency from your Account in a reasonable period of time.
3.6 Operation of Protocols. We do not own or control the underlying software protocols which govern the operation of Crypto-assets. Generally, the underlying protocols are ‘open source’ and anyone can use, copy, modify, and distribute them.

We assume no responsibility for the operation of the underlying protocols and we do not guarantee the functionality or security of network operations. You acknowledge and accept the risk that underlying software protocols relating to any Crypto-asset you receive our services in relation to may change.

Payments and Fees

4.1 Fees. We may charge you fees for our services. Details of our fees can be found on our Site and we may change the fees from time to time in our sole discretion by notice to you. It is your responsibility to ensure that you are aware of our current applicable fees.
4.2 How to pay. Fees must be paid in accordance with the procedures made available via the Platform. Any attempts to pay fees other than via an available method will be rejected. Unless we have agreed otherwise, all fees arising in connection with the provision of our services will be due and payable by you to us immediately. If you fail to pay the relevant fee or you have insufficient Fiat Currency on your Account to cover the value of the fee, then your use of our services may be suspended, and any transaction you may submit may be rejected or cancelled.
4.3 Settlement. All fees or other amounts owed by you to us may be settled by us at our sole discretion on the day they fall due by debiting your Account with the relevant amount payable by you.

If there is insufficient Fiat Currency in your Account, you acknowledge that any amount due and payable from you under this Agreement is a debt immediately due and owing by you to us.

You will be liable in full to us for all losses, costs and expenses we incur due to your failure to pay any amounts which are due from you. Such losses, costs and expenses include our legal costs, interest on overdue payments and third party costs reasonably incurred in recovering any sums from you.

4.4 Deductions and Withholdings. All amounts owed to us will be settled in such Fiat Currency as solely determined by us from time to time and will be free of deduction or withholdings (if applicable). If you are required to effect such deductions or withholdings, then the amount due to us will be increased by such amount as will result in us receiving an amount equal to the amount we should have received in the absence of such deduction or withholding.
4.5 Taxes. Any applicable taxes, duties, disbursements, costs and/or other expenses incurred by us in connection with providing the services to you or otherwise in connection with your Account will be fully reimbursed by you.
4.6 Set off. Without affecting any legal right of set-off under this Agreement or applicable law (and without prejudice to our obligation to ensure negative balance protection for Retail Clients in relation to certain services), you acknowledge and agree that we may set off any and all amounts which are due from you (or, where appropriate, from the relevant entity for whom you are acting) or to you (or, where appropriate, to the relevant entity for whom you are acting) in respect of the services and/or any other services provided to you through the Platform or otherwise. You acknowledge and agree that you (or, where appropriate, the entity for whom you are acting) will not be entitled to exercise any right of set-off or counterclaim against amounts due to us.
4.7 Interest. If any amount you owe (except interest) is not paid within seven calendar days of its due date, we may charge you interest from the due date until payment is received in full at 4% above Central Bank of Ireland base rate from time to time; provided that, where mandated by applicable law, the interest charged will not exceed the maximum interest we are allowed to charge under such applicable law. If you have asked us in writing to pay you an amount that is due and payable by us to you and we have not paid the amount due within five Business Days of receipt by us of that request, we will pay you interest on the unpaid amount at the Central Bank of Ireland base rate from time to time.
4.8 Taxes. You are solely responsible for reporting and paying any applicable taxes arising from transactions using our services. You understand that we may report information with respect to your transactions, payments, transfers, or distributions made by or to you with respect to your activities using our services to a tax or governmental authority to the extent such reporting is required by applicable law. We will withhold or add taxes applicable to your transactions or to payments or distributions made or considered made to you to the extent such withholding or addition is required by applicable law. From time to time, we may require you to provide tax documentation or certification of your taxpayer status as required by applicable law, and any failure by you to comply with this request in the time frame identified may result in withholding and/or remission of taxes to a tax authority. You should conduct your own due diligence and consult your own tax advisors before using any of our services.
4.9 Currency conversions. We may convert from one Fiat Currency to any other Fiat Currency relevant to a particular Service or Order: any Fiat Currency you owe us or we owe you, any Fiat Currency you pay to us, the balance in your Account, or any profit or loss on open positions. Orders will be executed and settled in the Fiat Currency that the Order is quoted in unless otherwise stated. A mark-up may apply during any conversion that may need to take place in order to remit any profit or loss to you. Fiat Currency conversions will be at prevailing market rates reasonably available to us. We are entitled to charge you all commission and costs incurred by us in Fiat Currency conversions, if we are required to carry out any such conversion because you paid in a Fiat Currency other than the one you were obliged to use.

Representations and Warranties

5.1 General representations. When you enter into this Agreement, and each time you use our services, you agree to, and represent and warrant (on an ongoing basis) that you:

have full power and authority to enter into this Agreement and, in doing so, will not violate any other agreement to which you are a party, or applicable law;
have provided and will provide accurate, complete, truthful, and updated information at all times when submitting an application for or using any Account or service and when otherwise prompted by any screen displayed within the services or on our Platform;
comply with all the applicable terms and conditions of this Agreement, including the Eligibility Criteria;
have had the opportunity to take independent financial advice before applying for an Account with us and/or before using any of our services, and you have not relied on any information and/or recommendation provided by us in using any of our services and you acknowledge that any information and/or recommendation provided by us does not constitute or amount to investment advice but is merely a tool for you to make your own investment decisions;
act as principal, solely in your own name and for your own benefit, and will not use your Account for the benefit of any person other than you (except if approved by Kraken, where you are a corporate user);
will only deliver to us monies that belong exclusively to you, and which are free of any lien, charge, pledge and any other encumbrance and are in no direct or indirect way the proceeds of any illegal activity including money laundering or used or intended to be used for money laundering and/or terrorist financing;
are not a politically exposed person and do not have any relationship (for example relative or business associate) with a person who holds or held in the last twelve months a prominent public position. If at any stage during this Agreement you become a politically exposed person, you will inform us as soon as possible;
take responsibility for all activities that occur under your Account, and accept all risks of any authorised or unauthorised access to your account, to the maximum extent permitted under applicable law; and
maintain the security of your account, including by using a strong password for your account that you do not use anywhere else, and will not share your account or password with anyone else.

Events of Default

6.1 Events of Default. It will be an “Event of Default” under this Agreement if, in our reasonable opinion:

you have repeatedly or materially failed to comply with or perform any of your obligations under this Agreement;
you have repeatedly or materially failed to comply with or perform any obligation under any other agreement with us relating to our services to you;
any representation, warranty or undertaking made by you to us under or in connection with this Agreement is untrue, inaccurate, incomplete or misleading in any respect at the time when made by you or later becomes untrue, inaccurate, incomplete or misleading in any respect and you fail to inform us of the true position as soon as reasonably practicable;
if you are an individual, you become deceased, bankrupt or commence action (or have any action commenced against you) to place you into bankruptcy or personal insolvency or you are otherwise unable to pay your debts as and when they fall due;
if you are acting on behalf of a partnership, any of the partners thereof become deceased, bankrupt or commence action (or have any action commenced against them) to place them into bankruptcy or personal insolvency or are otherwise unable to pay their debts as and when they fall due or if any action is commenced to dissolve the partnership;
if you are a legal entity or are acting on behalf of a legal entity, the legal entity becomes unable to pay its debts as and when they fall due, or action is commenced to place the legal entity in insolvency, judicial management, receivership, examinership, administrative management, or any similar or analogous proceedings;
any investigation, claim, action or proceeding of any nature is commenced against you (including investigation into suspected market abuse, manipulation or other criminal conduct), you have breached applicable laws or steps are taken by any person to enforce any security interest against you;
a credible allegation of fraud, misconduct, embezzlement, money laundering, insider trading, market manipulation abuse or other material illegality, breach of regulation or impropriety is made against you or we otherwise reasonably believe that you have conducted any of the foregoing activities or you have used our services with improper intent, which we, acting in good faith and a commercially reasonable manner, believe could reasonably result in reputational harm to us and/or the Kraken brand and/or members of the Kraken Group, compromise the integrity of the markets maintained by us and/or result in losses being sustained by other clients;
the Collateral in your account falls below the applicable Collateral Requirement, or you are, or appear to be, unable to meet your obligations in respect of one or more trades;
we have notified you of a material change to, or discontinuation of, our services in relation to PEDSL Products, either generally or in relation to you specifically, that requires you to close or reduce any open positions in those products, and you have failed to close or reduce such positions within the relevant notice period;
you become ineligible to use any of our services in accordance with our Eligibility Criteria set out in this Agreement; or
we reasonably believe that any of the circumstances set out under the above bullet points are likely to happen and we also reasonably believe that any action described in section ‎‎7 (Consequences of Default) below is necessary, desirable or expedient to protect our interests or the interests of our other clients.

Consequences of Default

7.1 Consequences of Event of Default. In the case of an Event of Default, we may immediately or any time thereafter whilst the Event of Default is continuing, do any one or more of the following without prior notice:

suspend, cancel or terminate any Account or any services provided to you in accordance with section 8.4, or prohibit you from opening any Account with Kraken and/or accelerate any and all of your liabilities to us (including any and all fees, interest, commission, and charges owed by you to us) so that they will become immediately due and payable;
refuse to complete, or place on hold, block, cancel or reverse a transaction you have authorised (even after funds or assets have been debited from your Account);
at such times and manner as we may reasonably determine based on factors including market conditions and portfolio health, sell or otherwise transfer any property which we (or another Kraken entity on our behalf) may hold for you or which has been transferred to us by you and apply the proceeds to the discharge of your obligations, subject to our rights to set-off and net amounts owed as between you and us as set out herein or under applicable law;
apply any positive balance in your Account against any amounts which you owe us, or generally exercise our rights of netting and set-off as set out herein or under applicable law, and to then demand any shortfall from you, or hold any excess pending full settlement of any other of your obligations, or pay any excess to you by way of any methods considered appropriate by us;
vary the applicable Collateral Requirement and/or liquidate or exercise our power to sell the Collateral or part thereof at a price which we consider appropriate in the circumstances;
liquidate, accelerate, and/or close out any outstanding positions in relation to PEDSL Products (including any which have yet to be settled on the date on which we terminate such PEDSL Products) by determining their value in good faith and in our absolute discretion as of the date of such liquidation, acceleration or close-out as soon as practicable thereafter;
restrict your ability to withdraw any Fiat Currency from your Account; and/or
if the Event of Default is due to your potential breach of applicable law (including for fraud, misconduct, embezzlement, money laundering, insider trading or market abuse), we reserve the right (without liability to you or any third party) to unwind or reverse any Orders, freeze any or all amounts allocated to your account, and/or deduct any amounts allocated to your account that relate to or arise out of any services entered into by you in connection with your potential breach of applicable law.

Costs of enforcement. To the extent permitted under applicable law, you will be responsible for the reasonable costs and expenses of collection of any unpaid fees, charges or balance in your Account (including legal counsel’s fees incurred by us), and will be responsible for any other reasonable costs and expenses incurred by us in exercising any of our rights under this section pursuant to any Event of Default.

Suspension and Termination

8.1 No right to withdraw. As we are a company that provides financial services in financial instruments whose price depends on the fluctuations of the financial market that are outside of our control, your contract with us falls under the exemption of article 11(a) of the Law on Distance Trading of Financial Services Consumers 242(1)/2004, as amended from time to time, which states that although you are a distance marketing financial services consumer, you are excluded from the right to withdraw from this Agreement within a period of 14 calendar days from the beginning of our business relationship, without any penalty and without giving any reason. Nevertheless, the aforesaid does not prejudice your right to terminate this Agreement at any time as provided under this section.
8.2 Your right to terminate. You may terminate this Agreement (and close your Account) at any time and for whatever reason upon giving 14 days’ written notice to us by email to https://support.kraken.com/hc/en-us/forms. Your right to terminate this Agreement will be subject to the settlement of all trades to which you are a party as at the date we receive the notice of termination. In order to comply with anti-money laundering laws that apply to us, we may need to verify your identity before we allow you to withdraw funds. If you choose to close your Account in accordance with this section 8.2, your Account will be closed as soon as reasonably practicable after we have received your request, and all open positions are closed, all Orders are cancelled and all of your obligations under this Agreement have been discharged. You authorise us to cancel or suspend any pending transactions at the time of cancellation.
8.3 Our right to terminate. We may terminate this Agreement (and close your Account at any time and for whatever reason upon giving you two months’ written notice via the contact details provided on your Account. You will need to ensure that you withdraw any legal tender balances from your Account as soon as possible following your receipt of a notification of termination, and in any event by no later than two months following the date of that notification.
8.4 Suspension, Termination and Cancellation. In addition to our termination rights under section 8.3, we may immediately and without prior notice, suspend, cancel or terminate your Account or any services provided to you:

in an Event of Default, as set out in section 7.1;
if we are required by applicable law or a governmental authority to do so; or
if we otherwise feel it is necessary, in our reasonable opinion, in order to protect us, the Site or the Platform.

8.5 Notice of suspension / termination. If we suspend, restrict or close your Account, and/or terminate your use of our Services, we will (unless it would be unlawful for us to do so) provide you with notice of our actions and the reasons for termination, suspension or closure, and where appropriate, with the procedure for correcting any factual errors that led to the termination, suspension or closure of your Account. We will lift the suspension as soon as reasonably practicable once the reasons for suspension no longer exist.
8.6 Consequences of termination or suspension. On termination or suspension of this Agreement for any reason, unless prohibited by applicable law or by any court or other order to which we are subject in any jurisdiction, you will be permitted to access your Account for a maximum of 15 calendar days to close out trades and withdraw your Fiat Currency. You are not permitted to use the services or your Account for any other purpose during this period and we may, in our discretion, limit the functionality of the Platform or access to the Site for you accordingly. If we do not permit you to access your Account after termination or suspension of this Agreement, or if you do not close out trades and withdraw your Fiat Currency, then, unless prohibited by applicable law or by any court or other order to which we are subject in any jurisdiction, we will close your Account and return Fiat Currency held in your Account to a bank account linked to your Account.
8.7 Consequences of termination. Where we consider it reasonably necessary under applicable law, we may freeze the balances of Fiat Currency held on your Account at the time that we terminate your Account. Where we terminate this Agreement as a result of our reasonable suspicion that you are involved in any fraudulent or criminal activity, we reserve the right to take any further or other action against you in such respect.
8.8 Fees on closure. Any fees we charge relating to your use of your Account and our services will be payable by you proportionally up to the termination of your Account. Any fees for transactions made before the closure of your Account (including those transactions that are not capable of being cancelled and have been initiated but not completed before closure of your Account) will not be refunded.

Liability

Release of Kraken. If you have a dispute with one or more users of our services (other than Kraken), you agree that neither we nor our affiliates or service providers, nor any of our respective officers, directors, agents, joint venturers, employees, and representatives, will be liable for any claims, demands, and damages (actual and consequential, direct or indirect) of any kind or nature arising out of or in any way connected with such disputes.
Indemnification. You agree to indemnify us, our affiliates, and service providers, and each of our, or their, respective officers, directors, agents, employees, and representatives, in respect of any costs (including reasonable legal costs and any fines, fees, or penalties imposed by any regulatory authority) that have been reasonably incurred in connection with any claims, demands, or damages arising out of or related to your breach of this Agreement, including any fraudulent, negligent or reckless act, omission or default or your misuse of the services.
Limitation of our liability. Kraken’s total aggregate liability to you for any individual claim or series of connected claims for losses, costs, liabilities, or expenses which you may suffer arising out of, or in connection with, any breach by Kraken of this Agreement will be limited to a maximum aggregate value of the combined value of the Fiat Currency in your Account at the time of the breach by Kraken giving rise to your claim. Where we are considering a specific claim relating to a specific service, this sum will be further limited to the greater of: (i) the total fees paid by you for the service in dispute in the 12 months preceding the event giving rise to the claim; or (ii) (if applicable) the maximum value of the Collateral held in relation to the transaction in dispute.
Exclusion of liability. In addition to the liability cap set out at section ‎9.3 above, you acknowledge and agree that Kraken disclaims and has no responsibility for any of the below listed losses, liability, or damage you may incur, directly or indirectly, in connection with our services:

(i) any loss of profits or loss of expected revenue or gains, including any loss of anticipated trading profits and / or any actual or hypothetical trading losses, (ii) any loss of, or damage to, reputation or goodwill, any loss of business or opportunity, or any other loss of revenue or actual or anticipated savings, (iii) any special, incidental, intangible or consequential damages, and for each of (i)-(iii) whether direct or indirect, even if we are advised of or knew or should have known of the possibility of the same;
(i) any loss of use of hardware, software, or data and/or any corruption of data; (ii) any losses or damages arising out of or relating to any inaccuracy, defect, or omission of Crypto-asset price data; (iii) any error, delay, or interruption in the transmission of such data; (iv) viruses or other malicious software obtained by accessing our Site, Platform, services, software, systems operated by us or on our behalf or any website or services linked to our Site; or (v) interruptions, errors, defects, glitches, bugs, or inaccuracies of any kind in our Site, Platform, services, software, systems operated by us or on our behalf;
any third-party disruptions of or unauthorised access to our Site, Platform or services;
any suspension, restriction or termination of any services or your Account; or
any loss or damage whatsoever which does not arise directly as a result of our breach of this Agreement, whether or not you are able to prove such loss or damage (for example where the cause is due to a technical failure in a Crypto-asset protocol, the fork of a Crypto-asset protocol or an action by another client or a third party).

Applicable law. Nothing in this Agreement will limit our liability resulting from our negligence or wilful default, fraud or fraudulent misrepresentation, deliberate misconduct, or for death or personal injury resulting from either our or our subcontractors’ negligence. Additionally, nothing in this Agreement will limit our liability in relation to our duties under applicable law unless otherwise expressly excluded or limited by this Agreement in accordance with applicable law.
No Warranties. Our services and Platform are provided on an "as is" and "as available" basis, without any warranties, either express or implied. Specifically, we disclaim all implied warranties of title, merchantability, fitness for a particular purpose, and non-infringement. We do not guarantee continuous, uninterrupted, timely, or error-free access to our Platform or services, or to any of the materials contained therein. Any materials, information, views, opinions, projections, or estimates made available through our Platform are for informational purposes only and are subject to change without notice. You are responsible for conducting your own evaluation of the relevance, timeliness, accuracy, adequacy, commercial value, completeness, and reliability of any such materials or information. Accordingly, we provide no warranty and accept no liability for any loss arising, directly or indirectly, from your reliance on such materials or information.

Accessing Our Site

Access to our Site. Access to our Site may be impaired or unavailable during periods of significant volatility or high volume, potentially restricting access to your Account or the Platform or Site. This may affect your ability to initiate or complete transactions and could result in delayed response times from our support team. While we aim to deliver uninterrupted service and ensure transactions are processed efficiently, we cannot guarantee continuous access to the Site, the execution or completion of any orders, the recording or maintenance of open orders, or uninterrupted Account access. Additionally, customer support response times may be extended during periods of significant volatility or transaction volumes.
Processing times. We will make reasonable efforts to ensure that transactions and requests for debits and credits are processed in a timely manner, but we make no guarantees regarding the time needed to complete processing, which may be affected by factors beyond our control.
Site maintenance. We reserve the right to suspend access to the Site or Platform as needed for maintenance, repairs, upgrades, or development without notice, though we will endeavour to notify you of this in advance where reasonably practicable. We will not be liable for any damages resulting from service interruptions, transaction processing delays, the inability to execute transactions, or delayed support responses.

Intellectual Property

Our Content. We or our licensors own (1) our services, Site and Platform, (2) all content, materials, software, and trademarks found on them (including, for example, our pricing data), (3) the selection and arrangement of them, and (4) all intellectual property rights in them (collectively, “Our Content”). Subject to your compliance with this Agreement, we permit you to use our services, and Our Content made available to you as part of our services, but only for approved purposes as permitted by us and for your own benefit. We can take away this permission at any time for any reason. Except as set out in the previous sentence, you do not have and will not acquire any rights to Our Content. If you wish to use Our Content for any other purpose you must seek prior permission to do so by contacting [email protected].
Your Content. You may have the opportunity to transmit content or materials in or through our services or Platform (excluding personal data, “your Content”). You grant us a perpetual, irrevocable, royalty-free, worldwide, fully sublicensable, non-exclusive right and licence to use and exploit your Content in any manner and for any purpose.
Feedback. Provided that you have the rights to do so, you may provide us with feedback, suggestions, or ideas relating to our services or Platform (“Feedback”). You agree that we will own all Feedback, and you hereby irrevocably assign all right, title, and interest in and to all Feedback to us.
Other Content and Services. When using our services or Platform, you may come across links to third-party content, or you may have the opportunity to use third-party services in connection with our services or Platform. We do not control or endorse any third-party content or services and are not liable to you for third-party content or services in any way. Your use of third-party content or services may be subject to additional terms and conditions with third-party providers, and we are not part of those terms or conditions. For example, we use Google’s Places API to mitigate errors in account address records during account creation, which may delay account creation and verification. Your use of Google’s Places API during account creation is subject to Google’s Terms of Service and Google’s Privacy Policy. If any third-party terms and conditions conflict with this Agreement, you agree that the terms of this Agreement will prevail.
Restrictions. When you use our services, you agree not to:

use Our Content to engage in, pay for, or support any illegal, fraudulent, deceptive, or manipulative conduct, including illegal gambling activities, money-laundering, or terrorist activities;
use Our Content in any way or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property rights or other rights of us or any third party, or applicable law, or in a way that is prohibited by this Agreement;
remove, delete, alter, or obscure any trademarks, specifications, warranties, or disclaimers, or any intellectual property or proprietary rights notices from Our Content;
copy, modify, disassemble, decompile, or reverse engineer Our Content (except to the extent such restrictions are prohibited by applicable law);
licence, sublicence, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party Our Content in any way;
take any action or use Our Content in any manner that could damage, destroy, disrupt, violate the security of, interfere with, disable, impair, overburden, or otherwise impede or harm in any manner Our Content, or interfere with any other party’s use of Our Content;
bypass, breach, avoid, remove, deactivate, impair, descramble, or otherwise circumvent any security device, protection, or technological measure implemented by us or any of our service providers to protect Our Content;
use any device, software, or routine that interferes with the function of Our Content or transmit in or through Our Content, or use in connection with Our Content, any virus, trojan horse, worm, backdoor, time bomb, malware, or other software or hardware devices designed to permit unauthorised access to, or disable, erase, or otherwise harm, any computer, systems, or software;
access or use Our Content to build or support products or services competitive to our products or services;
use any web scraping, web harvesting, or data extraction methods to extract any data from Our Content, or create, use, operate, or employ any bots, robots, parsers, spiders, scripts, programs, routines, or any other forms of automation to engage in any activity on Our Content;
develop any third-party applications that interact with Our Content without our prior written consent;
use or attempt to use another client’s account without authorisation;
access or attempt to access any of our services that are not available in your location;
use or attempt to use Our Content for any person other than yourself; or
encourage, permit, or enable any other person or entity to do any of the foregoing.

Security

Your Data. We hold and process your data including regarding your identity, address, company details, or other information you provide us with. We will hold your data on secure servers which may be located outside of the jurisdiction of the Platform or your local jurisdiction. For more details see our Privacy Notice on the Site. We will protect your data in accordance with good industry practice and we will not sell any of your data or licence it to third parties. We will apply security and verification measures (such as two-factor authentication) from time to time, including when you access your Account, initiate transactions or carry out actions that could present a payment fraud or other security risk.
Security credentials. As part of the Account opening process, you will be required to set up your unique security credentials (“Security Credentials”). Security Credentials may include information such as a username, password, personal email address, phone number, items of memorable information and any other security items we may require from time to time. You should not share your Security Credentials with anyone (except, where you are a corporate client, in accordance with section 2.8 above).
Updating your Security Credentials. If we reasonably believe it is necessary to prevent fraud or for security reasons, we may request that you change or update your Security Credentials at any time and you agree to change or update your Security Credentials if we request you to do so. We will never ask you to confirm your Security Credentials by phone. In the event that someone does so, purporting to be us, you should contact us via https://support.kraken.com.
Your security obligations. You are responsible for keeping your Security Credentials, any other security measures implemented on your Account, and electronic devices through which our services are accessed, safe and secure. This includes taking all reasonable steps to avoid the loss, theft or misuse of electronic devices and ensuring that electronic devices are password protected. Information about how to secure your Account and the measures that we take to verify you is available on our Site. Any loss or compromise of electronic devices or security details may result in unauthorised access of your Account by third-parties and the loss or theft of any funds held in your Account and the misuse of any associated accounts, including linked bank account(s) and credit/debit card(s).
Access using your Security Credentials. Whenever your Account is accessed using your unique Security Credentials, it authorises us to act on any instructions we receive as if they were from you, even if your Security Credentials are being used by an unauthorised third party. Unless we receive a notification from you under this section, we will treat all activity made on your Account as authorised activity. If you make a notification under this section and we request certain information to confirm your identity to us, you must provide it in order to continue using our services.
Security Breach. If you suspect that your Account, Security Credentials or other security measures have been compromised, misused or stolen, or if you become aware of any fraud or attempted fraud or any other security incident (including a cyber-security attack) affecting you and/or Kraken (collectively, a “Security Breach”), you must: (A) notify us immediately via https://support.kraken.com or the contact methods provided in section ‎14.1; (B) provide accurate and up-to-date information throughout the duration of the Security Breach; and (C) take any steps that we reasonably require to mitigate or manage any Security Breach.
Notification of security risks. To ensure the security of your Account, we will notify you of any potential fraud or security risk in connection with the services, Platform or your Account, of which we are aware.

Privacy

Personal Data. You acknowledge that we may process personal data about you (if you are an individual), and personal data that you have provided (or in the future provide) to us about your employees and other associated individuals (if you are not an individual), in connection with this Agreement or the services we provide. We will process this personal data in accordance with our Privacy Notice (as updated from time to time). Accordingly, you represent and warrant that:

your disclosure to us of any personal data relating to individuals other than yourself was or will be made in accordance with all applicable laws, and is accurate, up to date and relevant when disclosed;
before providing any personal data to us, you acknowledge that you have read and understood our Privacy Notice, and, in the case of personal data relating to an individual other than yourself, have (or will at the time of disclosure have) provided the individual with a copy of, or directed the individual towards a webpage containing that Privacy Notice; and
if from time to time we provide you with a replacement version of the Privacy Notice, you will promptly read it and provide updated copies of the Privacy Notice to, or re-direct towards a webpage containing the updated Privacy Notice, any individual whose personal data you have provided to us.

Privacy of Others. If you receive information about another client through our services, you must keep the information confidential and only use it for the purposes stated herein. You may not disclose or distribute a client’s information to a third party or use the information except as reasonably necessary to carry out a transaction and other connected functions such as support, reconciliation and accounting unless you receive the client’s express consent to do so. You may not send unsolicited communications to another client through the Platform, Site or our services.

Communications

How to contact us. You can contact us via:

The Chat Function on the Kraken App or Site; or
Email to [email protected].

How we contact you. We usually contact you via email. You agree and consent to receive electronically all communications, agreements, documents, notices and disclosures that we provide in connection with your Account and your use of our services. You must at all times maintain at least one valid email address in your Account and you must check for incoming messages regularly and frequently. You understand and agree that if we send you an email but you do not receive it because the email address you have provided is incorrect, out-of-date, blocked by your service provider, or you are otherwise unable to receive emails, we will still be considered to have provided the email to you.
Withdrawing consent. You may withdraw your consent to receive communications from us electronically by contacting us via the methods set out in section ‎14.1 above. We recommend you keep copies of all communications we send or make available to you.
Notices. We will send you any legally required notices by email to the primary email address associated with your Account. Any notice will be considered to have been delivered to you if we do not receive a failed delivery message. You must send your notices to https://support.kraken.com/hc/en-us/forms. Your notices will be considered delivered on the Business Day following the submission of that notice to us.
Language. This Agreement, related pre-contractual information and any information or notifications that you or we are to provide will be in English, except as otherwise required under applicable law or requested by you in accordance with applicable law. Any information that you are required to provide should be provided in English, except where otherwise requested by you in accordance with applicable law.

Dispute Resolution

Complaints. If you have a complaint about us or the services we provide, this should be sent to us via the contact details set out in section ‎14.1 above for our support team to resolve. We will try our best to resolve the relevant issue. If you are not satisfied with the response you receive from our support team and you would like to escalate the complaint, you should submit the complaint using the Complaint Submission Form available at https://support.kraken.com/hc/en-us/articles/complaint-handling-process. We will handle your complaint in accordance with the Complaint Handling Process also set out at that link. You are not required to attempt to resolve the complaint with our support team before submitting the complaint using the Complaint Submission Form.
Responding to complaints. We will aim to provide you with an answer or resolution to your complaint at the latest within 15 Business Days. Should this not be possible due to exceptional circumstances not within our control, we will contact you setting out the reasons why the complaint remains ongoing, requesting further information on the complaint (where appropriate) and specifying the deadline by which you will receive a response. In any event, we will send a final reply to you, addressing all points raised in your complaint, at the latest within 35 Business Days of our receipt of the complaint.
Complaints escalations. Notwithstanding the complaints process outlined in section ‎15.1 above, if we have not resolved your complaint to your satisfaction, you may refer a complaint in writing to our Compliance Officer.
Complaints to regulators. In addition, if on receipt of our final reply you are dissatisfied with our handling of any complaint about PEDSL Products, you may refer the matter to the Financial Ombudsman, whose address is Kipranoros 15, 1061, Nicosia, Cyprus. You may also be entitled to submit a complaint to a local Ombudsman or equivalent body. You may also be entitled to use the European Commission's online dispute resolution platform to facilitate the online resolution of your dispute. The platform can be found at http://ec.europa.eu/odr, noting though that we are neither obliged nor willing to participate in EU’s ODR.
Dispute resolution. For any and all disputes or claims you have, you must first give us an opportunity to resolve your claim by sending a written description of your claim to [email protected]. You and we each agree to negotiate your claim in good faith. You agree that you may not commence any proceedings relating to such claim unless you have exhausted the complaint resolution process set out above in this section. If we are unable to resolve your claim at the end of the dispute resolution process and despite those good faith efforts, then either you or we may initiate proceedings as permitted by this Agreement.
Governing law and jurisdiction. Without prejudice to any mandatory rights available to consumers, any dispute or claim arising out of or in connection with this Agreement or our relationship with you (including non-contractual disputes or claims) will be governed by, and construed in accordance with, the following:

If you are a consumer the governing law will be the laws of England and Wales, and any disputes (including any question regarding the Agreement’s existence, validity or termination) will be subject to the exclusive jurisdiction of the courts of England and Wales; or
If you are not a consumer, the governing law (including the governing law of this arbitration agreement) will be the laws of England and Wales, and any disputes (including any question regarding the Agreement’s existence, validity or termination) will be referred to and finally resolved by arbitration under the LCIA Rules, which Rules are deemed to be incorporated by reference into this clause. The seat, or legal place, of arbitration shall be London, UK. The language to be used in the arbitral proceedings shall be English.

General

Abusive Trading. Internet connectivity delays and price feed errors sometimes create a situation where the price feeds displayed on the Platform do not actually reflect the market rates. The concept of arbitrage and “scalping”, or taking advantage of these internet delays is not permitted by us and transactions that rely on price latency or arbitrage opportunities may be revoked by us. We reserve the right to make necessary corrections or adjustments on any Account involved. Any dispute arising from quoting or execution errors will be resolved by us in our sole discretion. If we determine that an abusive trading technique has been used, we reserve the right to take action as we see fit including blocking access to the services, terminating your Account and freezing or reclaiming all funds and assets held in your Account.
Assignment. Your Account is personal to you and is non-assignable. We can assign or transfer any right or obligation under this Agreement, in whole or in part, without your consent, subject to compliance with applicable laws. In addition, if we are acquired by or merged with a third-party entity, we reserve the right to transfer or assign the information we have collected from you and our relationship with you (including this Agreement) as part of such merger, acquisition, sale, or other change of control. Subject to the foregoing, this Agreement will bind and inure to the benefit of the parties, their successors and permitted assigns.
Compensation. If you are an eligible claimant under the rules of the Investor Compensation Fund, your Account will be protected and you may be entitled to compensation from the scheme if we cannot meet our obligations.
Compliance with applicable law. Your use of our services, Platform and Site is subject to your compliance with applicable law, including export restrictions, end-user restrictions, antiterrorism laws, and economic sanctions. You acknowledge and agree to hold us harmless for any losses caused by delays or refusals to process a transaction that result from our obligation to ensure compliance with applicable export controls or sanctions.
Conflicts of Interest. As part of acting in the best interests of our clients, we have implemented, and will on an ongoing basis maintain, robust policies and procedures that identify, prevent, manage, and disclose any conflicts of interest that may from time to time arise between us and any third party or between two or more clients.
Duration of this Agreement. This Agreement has no fixed duration and will last until one of us terminates it.
Employee conflicts. If you are an employee who currently works on a full time or part time basis for Kraken you will not, during the term of the employee's service to Kraken, become a client of any Kraken Group entity (either directly or indirectly, alone or with partners, associates, affiliates or any other third party) without Kraken's approval. Should Kraken consider that the employee is trading with any brand of Kraken without its approval personally and/or via a third party, Kraken will consider all the trading to be abusive and/or improper trading. In such circumstances the employee's Account and any open positions may be closed immediately and any funds or assets held within their Account may be confiscated.
Enforceability. If any part of this Agreement is found to be invalid, illegal, or unenforceable, the rest of the terms of the Agreement will still apply and be enforceable, provided that if any such invalid, illegal, or unenforceable provision can be modified so as to be valid and enforceable as a matter of law, then such provision is not considered severed from the Agreement and instead is considered to have been modified so as to be valid and enforceable to the maximum extent permitted by law.
Entire Agreement. This Agreement and all of its Parts (and including documents incorporated by reference herein) is the complete and only agreement between you and us in relation to the services. It replaces all previous discussions, agreements, and understandings about these services. Each party agrees that it will have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in this Agreement.
Force majeure. We are not responsible or liable for any error, delay, loss, or damage arising from any event beyond our reasonable control (each, a “Force Majeure Event”) and we reserve the right to take or omit to take any actions that we consider appropriate in the circumstances to protect ourselves and our clients as a whole (including suspension of trading, voiding open positions, adjusting prices or changing Collateral Requirements). Force Majeure Events include flood, extraordinary weather conditions, earthquake, or other act of God, fire, war, insurrection, riot, labour dispute, accident, action of government, communications, power failure, equipment or software malfunction, or the suspension or closure of any index / market / exchange or the abandonment or failure of any event upon which we base, or to which we may relate our quotes, with the result that we are in our reasonable opinion unable to maintain an orderly trading market.
Inactive Accounts. We may mark any Account as dormant if it has been inactive for at least one year. If you have positive balances in a dormant Account, it will remain your property (or if you die it will form part of your estate).
Survival. All provisions of this Agreement which by their nature extend beyond the expiration or termination of this Agreement, including the sections relating to suspension or termination, Account cancellation, payments to us, general use of the Platform or Site, disputes with us, and general provisions will continue to be binding and operate after the termination or expiration of this Agreement.
Relationship. Nothing in this Agreement will be considered to or is intended to, nor will it, cause you and us to be treated as partners, joint venturers, or otherwise as joint associates for profit, nor will it authorise you to act as our agent.
Third party rights. Kraken Group entities may enforce the terms of this Agreement. Except as set forth in the preceding sentence, a person who is not a party to this Agreement will not have any rights under or in connection with it.
Waiver. If we choose not to enforce any of our rights under this Agreement at any time, we are not waiving those rights and may enforce our rights at any time.

PART B: PEDSL PRODUCT TERMS

PEDSL Services

PEDSL Services. The services provided by PEDSL can be accessed via the Platform and comprise of:

the receipt of Orders from you via the Platform in relation to Derivatives and the subsequent transmission of those Orders to Execution Venues as agent on your behalf for execution against a Counterparty (“Derivative Services”); and

the provision of supplementary supporting services where requested by you or necessary for the purposes of executing the above service (“Supporting Services”).

PEDSL Products. The PEDSL services enable you to submit Orders in relation to Derivatives. For more information about each of the PEDSL Products, please refer to the Key Information Documents and the Site. Specific terms apply to PEDSL Products as set out in Part C of this Agreement.
Supporting Services. Supporting Services may be provided by either us or third parties appointed by us, and will be delivered on a best efforts basis.
Limitations to Services. The Platform is not an exchange or a market. This means that:

you can only enter into trades and investments with us on the Platform, and not third parties;
all trades opened on the Platform can only be managed or closed on the Platform;
all products which you purchase on the Platform can only be sold on the Platform, and not a third party platform;
you will generally not be able to transfer products into your Account, out of your Account or to a third party at any time. However, we reserve the right to permit and support this functionality in our discretion, including, for example, the ability for you to transfer certain products between your Account and wallets operated by another entity in the Group; and
our prices will be different from the prices provided by other brokers, the market price, as well as the current prices on any exchanges or trading platforms.

Therefore, you expressly consent to us executing orders in the manner described in this Agreement and the Order Execution Policy.

Target Market. As we provide our services on an execution-only basis, we are unable to assess whether you meet the target market we have identified for our PEDSL Products. Information about our identified target market is available on our Site and you are encouraged to consult that to determine whether the PEDSL Products are likely to be compatible with your investment needs and objectives, knowledge and experience and risk tolerance.
Discontinuing PEDSL Services. We may in our sole discretion terminate support for any of our services or PEDSL Products. In this case we will notify you in advance to the extent required by applicable law via the email address associated with your Account. If you do not close out any outstanding Orders in relation to affected PEDSL Products and services during this time, we may close out those Orders from your Account and credit or debit your Account accordingly.
Policies applicable to PEDSL Services. By accessing or using our PEDSL services or PEDSL Platform, or by creating a PEDSL Account, you are considered to have read, understood and agreed to our policies and disclosures, as available on the Site, as follows:

Order Execution Policy;
Investor Compensation Fund Policy;
Risk Disclosure;
Conflicts of Interest Policy;
Client Categorisation Policy;
Complaints Handling Policy; and
Cookie Policy.

Further information. Further information about our services can be found on our Site or copies can be requested from our support team. You specifically consent to the provision of Key Information Documents through our Site. You may request a hard copy of Key Information Documents free of charge at any time. Elective Professional Clients should read the notice warning of the investor compensation rights and protections which you may lose as a result of your classification as an Elective Professional Client. “Elective Professional Clients” are clients who request to be treated as Professional Clients and who meet the qualitative and quantitative tests as set out in our Client Categorisation Policy.
Risk Warnings. There are substantial risks associated with using our services, including submitting Orders. You should carefully consider whether using our services is suitable for you in light of your circumstances, knowledge, and financial resources. Certain of these risks can be found: (1) on our Legal Disclosures page, which is incorporated into this Agreement by reference; and/or (2) in the Risk Disclosure document available on our Site and incorporated into this Agreement at Appendix 1 to this Part B; however, these lists of risks are not complete and cannot address all risks associated with your use of the services.

Orders

Submitting Orders. To enter into or close a PEDSL Product, you must submit an Order via the Platform. The Order types that we currently offer are detailed on our Site. We will handle your Orders in accordance with our order handling procedures, which are detailed on the Site. We will determine in our sole discretion whether or not to accept any Order. We will notify you if an Order is rejected, but we will not be required to explain why your Order was rejected. Each Order that you submit will be binding on you, and represents your intention to enter into a contract in relation to the specified PEDSL Product and assume the relevant obligations under that PEDSL Product contract.
Rejecting Orders. At our sole discretion we may reject, cancel, correct or close any Orders, or restrict your ability to place new Orders or increase the size of existing Orders:

at any time or immediately after the Order submission, to correct any error or malfunction, including if, in our opinion, such Orders were executed at unreasonable prices or constitute market abuse or unduly influenced market prices or occurred because of a malfunctioning of the services or were erroneously submitted by a client;
at any time or immediately after the Order submission, if you do not have sufficient Fiat Currency in your Account;
at any time if, in our opinion, such Orders have been submitted erroneously or constitute market abuse or could unduly influence market prices;
at any time if necessary to comply with applicable law, or if you have not provided us with information we reasonably request to comply with applicable law (for instance, if there is suspicion of money laundering, terrorist financing, breaches of international sanctions, fraud, or any other financial crime);
if we are requested to do so by a third party, such as an Execution Venue or a regulatory authority;
at any time to perform scheduled maintenance and system upgrades.

Liability. We will not be liable to you in respect of Orders that we reject, cancel or close pursuant to this section.
Authorisation. When you submit an Order, you authorise us to execute a transaction in accordance with the Order and to charge you any applicable fees and taxes. We cannot guarantee any Order will trade at any particular exchange rate and the exchange rates that may be used for your Order may differ from rates provided by third parties. We are not responsible for matching any third-party rate or providing you any particular rate. The actual rate at which an Order is executed may be different from the current market exchange rate indicated by our Platform at the time of your Order, and we are not liable for any such difference or any price fluctuations. Any rate shown on our Platform is only valid during a specific period and may not be current. If the Order type you choose for an Order is set to execute only at a certain price or only if certain contingencies are met (for example, a limit order), we cannot guarantee that the Order will ever be executed in whole or in part.
Order confirmations. We will notify you of the Orders we have executed via e-mail and/or through automatic confirmations on the Site. A list of all successfully executed Orders will also be available on your Account. Proceeds from a successfully executed Order will be credited to your Account, less any applicable fees, and the Fiat Currency you traded for such proceeds will be removed from your Account.
Order errors. In the event of an error, whether via our Platform or otherwise, in an Order conﬁrmation, in processing your purchase, in funding your Account, in transferring Fiat Currency, or any other transaction, we reserve the right, and you authorise us, to correct such error, including by revising the transaction (including charging the correct price), cancelling the transaction, or taking any other action to resolve the error (including exchanging Fiat Currency in your Account for alternative types of Fiat Currency and deducting any applicable fees and taxes to correct the error).
Recurring and custom Orders. You may have the option to submit Orders on a recurring or custom basis using our services. If you elect to make recurring or custom Orders, you authorise us to initiate recurring or custom electronic purchases or sales using Fiat Currency in your Account in accordance with your selections. Your authorisation will remain effective until you change your recurring or custom Order settings in your Account. Changes in your recurring or custom Order settings may take up to one day to become effective. You agree to keep your payment method updated in your Account as long as you have recurring or custom Orders active or scheduled. You should regularly check the status of your recurring and custom Orders. You acknowledge that:

the amount of any position you open or close in each recurring Order will depend on the market price at the time of the Order and will only be determined once the Order is executed;
while we will attempt to fulfil custom Orders at the chosen price once the custom Order is triggered, there is no guarantee that the Order will execute at the price chosen in the custom Order and the custom Order may not execute immediately after it is triggered;
we may reject, cancel, suspend or delay a recurring or custom Order (in whole or in part) for any reason at any time without incurring liability and we will not be liable for any recurring or custom Order or any failure to make a recurring or custom Order;
we will not verify the information or details of your recurring or custom Orders and so you agree that the information and details of your recurring and custom Orders as provided by you are accurate and complete and as such may be treated and acted upon by us.

Termination of recurring and custom Orders. We may, at any time and without liability, terminate recurring or custom Orders by providing notice to you, unless such notice is prohibited by law.
Order cancellation. All Orders are final, non-refundable and non-cancellable, including before or after we execute an Order, unless otherwise provided in this Agreement. In some circumstances, you may have the opportunity to request cancellation of an Order before we execute it, but we may refuse any cancellation request at our sole discretion. If your Order is not executed successfully or your payment method does not have sufficient Fiat Currency to complete the Order, you authorise us, in our sole discretion, to cancel the Order or to use alternativeFiat Currency in your Account as necessary to complete the Order or resolve any resulting shortfall or negative balance, including to exchange Fiat Currency in your Account for alternative types of Fiat Currency and deduct any applicable fees and taxes.

Your Account

Funding. Our services require you to have a positive balance of Fiat Currency in your Account. Your Account cannot be funded by third parties, even if those third parties hold a Kraken Account.
Withdrawals. You can submit a request to withdraw available Fiat Currency from your PEDSL Account at any time.. In order to withdraw Fiat Currency to an external bank account, the money must first be withdrawn from your PEDSL Account to your Kraken spot Account. Direct withdrawals of Fiat Currency from your PEDSL Account are not supported. Instructions for submitting withdrawals will be displayed on your Account within the Platform.
Restrictions on withdrawals. You cannot withdraw Fiat Currency that are required to cover any minimum balance requirements, any amounts needed to satisfy any of your open positions, or any fees owed by you.

Records and Reporting

Transaction reporting. From time to time we may be subject to requirements to report trades made via PEDSL under applicable law, including the European Market Infrastructure Regulation No. 648/2012 on derivatives and all related delegated, supplementing or successive regulations, as amended ("EMIR"), Regulation No. 600/2014 ("MIFIR"), and under applicable CySEC rules (the “Reportable Transactions”). Where we or an Execution Venue are subject to such reporting obligations, you irrevocably authorise us to report all of your Reportable Transactions to CySEC or any other applicable reporting entity or Execution Venue, as may be required and to promptly provide us with all information which we request in order to comply with our obligations or the obligations of an Execution Venue. Where such reporting obligations apply, when reporting information in relation to your Reportable Transactions, we will assume - unless you notify us to the contrary - that you have not exceeded the clearing thresholds specified under EMIR.
Reporting via Account. We will provide you with adequate reporting on your Orders. For this reason, we will provide you with online access to your Account via the Platform, which will provide you with sufficient information in order to comply with CySEC rules and applicable laws in regard to client reporting requirements.
Order execution reporting. We will promptly provide you with the essential information concerning the execution of your Order as soon as possible and no later than the first Business Day following execution or, where the confirmation is received by us from a third party, no later than the first Business Day following receipt of the confirmation from the third party. You will find all information required by applicable law in relation to the execution of your Orders on your Account. Furthermore, we will supply you, on request, with information about the status of your Order.
Incorrect or missing reporting. If you have a reason to believe that a report / trade confirmation is wrong or if you do not receive a report / trade confirmation when you believe you should, you should contact us within ten Business Days from the date the report / trade confirmation of the Order was sent or ought to have been sent. If you express no objections during this period, the content is considered as approved by you and will be considered conclusive.
Account statements. Account statements and confirmations are available to you via the Platform where the statements are stored. A statement of account or certification or confirmation issued by us in relation to any Derivatives or other matter will be final and binding on you, unless you submit in writing your objection within two Business Days from receipt of the statement of account or certification or confirmation.
Ex-post disclosure. In order to improve transparency for clients on the associated costs of their investments and the performance of their investments against the relevant costs and charges over time, an annual ex-post disclosure will be provided to you on a personalised basis.

Safeguarding of Client Assets

Client Money Rules. Any Fiat Currency you transfer to us, or which is transferred to us on your behalf, or which is transferred by us to a third party (such as an Execution Venue) in connection with the provision of Derivative Services to you, which is ‘Client Money’ within the meaning of the provisions of the CySEC's Directive DI87-01 for the Safeguarding of Financial Instruments and Funds belonging to Clients (the “Client Money Rules”), will be held with a central bank, credit institution as defined in article 2(1) of the Business of Credit Institutions Law, bank authorised in a third country, or qualifying money market fund. Your money will be segregated from our own money in accordance with the requirements of the Client Money Rules and in the event of our insolvency, it will be excluded from our assets.
Holding Client Money. In accordance with applicable law, before depositing Client Money in an account or receiving funds through payment service providers, we, at all times, will exercise due skill, care and diligence in the selection, appointment and periodic review of those banks and other third parties holding Client Money. We take into account the expertise and market reputation of such institutions with the view of ensuring the protection of your rights, as well as considering any legal or regulatory requirements or market practices related to the holding of Client Money that could adversely affect your rights. However, it is understood that there are circumstances beyond our control and so we do not accept any liability or responsibility for the solvency, acts or omissions of any bank or other third party holding money, or for any resulting losses to you as a result of the insolvency or any other analogous proceedings or failure of the bank or other third party where Client Money will be held.
PEDSL obligations. In accordance with applicable law, for safeguarding Client Money, we will:

keep accurate records and accounts as are necessary to distinguish Client Money from our own and other clients;
regularly conduct reconciliations between our internal accounts and records and those of any third parties where Client Money is held;
provide clients with information in relation to the Client Money that we hold on their behalf at their request, whether via an online system or otherwise;
at all times keep Client Money segregated from our own money;
not use Client Money in the course of our own business;
not grant security interests, liens or rights of set-off over Client Money that would enable a third party to dispose of Client Money in order to recover debts that do not relate to the client or provision of services to the client, unless this is required by applicable law in a third country jurisdiction in which the Client Money may be held (in which case we will amend this Agreement accordingly to reflect this);
take the necessary steps to ensure that Client Money deposited with a bank or other third party is held in an account identified separately from any accounts used to hold our funds; and
introduce adequate organisational arrangements to minimise the risks of the loss or diminution of Client Money, as a result of misuse, fraud, poor administration, inadequate record keeping or negligence.

Omnibus accounts. You understand and agree that we may hold Client Money and the money of other clients in the same account (an omnibus account).
Interest. We do not pay interest on Client Money unless we have expressly agreed to do so in writing. You waive all rights to interest.
Transferring Client Money. You agree that we will have the right to transfer Client Money to third parties (such as an Execution Venue) in connection with the provision of Derivative Services to you without notice, and to our successors or assignees or transferees or buyers, subject to providing ten Business Days’ prior written notice to you.
Inactive Client Money. Notwithstanding section 16.10 of Part A (Inactive Accounts), if there has been no movement on your Account balance for a period of at least six years (notwithstanding any payments or receipts of charges, interest or similar items) and we are unable to trace you despite having taken reasonable steps to do so, you agree that we may cease to treat your money as Client Money. We will make and retain records of all balances released and undertake to make good any future valid claims against released balances.
Professional Clients. Where you are a Professional Client, notwithstanding the above, any transfer of ownership of money by you to us from time to time for securing or otherwise covering present or future, actual or contingent or prospective obligations may not be treated as Client Money within the Client Money Rules, in which case we will retain full title in the ownership of those monies, and you will have no claim over the same. We will arrange for the transfer of ownership of any monies not required for securing or otherwise covering present or future, actual or contingent or prospective obligations back to you and those monies will forthwith fall within, and be treated under, the Client Money Rules.

Market Abuse

Market abuse. We may from time to time hedge our liability to you by opening analogous positions with other institutions. One of the consequences of this is that if you place Orders on markets relating to underlying Crypto-assets, your Orders can (through our hedging) exert a distorting influence on trading in the underlying Crypto-asset, in addition to having an impact on our prices for PEDSL Products that derive their value from the value of an underlying Crypto-asset. The purpose of this section is to remind you that trading behaviour which amounts to market abuse (including insider dealing or market manipulation) is illegal in Cyprus and in other jurisdictions related to the PEDSL Products, and that we may take appropriate action in accordance with applicable law and this Agreement.
Representations and warranties. You represent and warrant to us:

you will not knowingly place and have not placed an Order or traded a PEDSL Product that contravenes any legislation or other applicable law, in particular in relation to insider dealing. For this section you agree that we may proceed on the basis that when you place an Order relating to an exchange traded instrument you may be treated as if you were dealing in securities within the meaning of the market abuse legal framework; and
you will not place and have not placed any Order or traded a PEDSL Product with us, or otherwise when you deal with us, and carried out a course of conduct in doing so, that would amount to market abuse and/or market manipulation and/or any other unlawful activity by you (or by you acting jointly or in collusion with another person). In assessing whether you have done so, you may (where relevant) be considered to have dealt directly in the underlying Crypto-asset to which your PEDSL Product and/or Order relates.

Your obligations. As a client you will not:

use the services in contravention of any laws related to insider dealing, market manipulation or market conduct or behaviour considered to be market abuse;
adopt any practices in relation to your access of the Platform or use of the services that are abusive, manipulative, disorderly, fraudulent, misleading or otherwise not in compliance with the promotion of fair, efficient and orderly trading activity; or
act in any way to damage the fairness, integrity or functioning of the services.

PEDSL policies. We may implement any measures, procedures or arrangements that we determine, in our sole discretion, to be necessary to limit the possibility of the behaviours detailed in this section.
Further information. Further information can be obtained from the CySEC website at www.cysec.gov.cy.

APPENDIX 1 TO PART B – RISK DISCLOSURE

PAYWARD EUROPE DIGITAL SOLUTIONS (CY) LIMITED

Payward Europe Digital Solutions (CY) Limited (formerly I.F. Greenfields Wealth Ltd) is authorised and regulated by the Cyprus Securities and Exchange Commission with licence number 342/17.

GENERAL RISK DISCLOSURE STATEMENT

Introduction

This notice has been published by Payward Europe Digital Solutions (CY) Limited (“PEDSL”). PEDSL (formerly I.F. Greenfields Wealth Ltd) is authorised and regulated by the Cyprus Securities and Exchange Commission with licence number 342/17.

In this notice “we”, “us” and similar expressions means PEDSL and, where the context so admits, any of its affiliates (the “Kraken Group”). This notice has been published pursuant to our obligations under the Markets in Financial Instruments Directive (Directive 2014/65/EU), as transposed to local law pursuant to the Investment Services and Activities and Regulated Markets Law of 2017 (L. 87(I)/2017), to provide you with a general description of the risks of financial instruments.

This notice describes generally the most significant risks of investing in financial instruments such as derivatives. Any investment in financial instruments involves a degree of risk, though some financial instruments are riskier than others. Prices can fall as well as rise and there is a risk you may lose your entire investment in any financial instrument.

This notice cannot disclose all the risks and other significant aspects of financial instruments. You should also read any relevant documentation, for example terms of services and offering documents which may include more information on the risks relating to a financial instrument.

You should not make any investment decision unless you understand the nature of your exposure to risk and potential loss and you should carefully consider whether any financial instrument is suited to your circumstances before making any investment decision. Unless otherwise agreed in writing, we will not provide investment advice to you and any communication with you should not be relied upon as such. No investment decision should be made in reliance on such communications, which do not include all risk factors or other matters that may be material, do not take into account individual investment objectives, financial conditions, or needs, and are not personal recommendations or investment advice, or a basis to consider PEDSL or any entity of the Kraken Group to be a fiduciary or other type of advisor.

Products

PEDSL offers financial instruments which are derivative contracts, often, but not always, linked to crypto-assets. A derivative is a contract entered into between parties for the exchange of payments calculated by reference to an underlying asset, such as a crypto-asset. A derivative can be traded on an exchange (exchange-traded).

Exchange-traded derivatives

Exchange-traded derivatives (such as futures and options) are typically standardised derivatives contracts traded through an exchange or other recognised trading venue. Transactions in exchange-traded derivatives may expose you to the following specific risks:

Leverage risk: Futures contracts are leveraged instruments as the amount of initial margin required is smaller relative to the potential gains or losses under the contracts. Whilst leverage can enhance your profits, it can also exacerbate your losses.

Margin risk: A relatively small market movement will have a proportionately larger impact on the margin you have deposited or will have to deposit: this may work against you as well as for you. You may sustain a total loss of initial margin funds and any additional margin deposited with the firm to maintain your position. However, if the market moves against your position or margin levels are increased, you may be called upon to pay substantial additional collateral on short notice to cover losses incurred under the futures contracts and maintain your position. Failure to provide collateral may lead to the contracts being closed out which could crystallise a loss position.

Market risk: Trading Derivatives exposes you to market risk. This is the risk that you suffer a loss as a result of a position in the derivatives moving against you. If you hold a long position and the crypto-asset price declines or if you hold a short position and the crypto-asset price increases, you may lose the full value of your investment. The markets of crypto-assets can be volatile, which means the prices of the products can change rapidly and are therefore unpredictable. Further, the legal and regulatory status of crypto-assets and derivatives is uncertain and may be prone to change.

Liquidity risk: Trading Derivatives exposes you to liquidity risk. This is the risk that you suffer a loss because you cannot close out a Derivatives position because there is no demand to take the other side of that trade.

Credit risk: Trading Derivatives exposes you to credit risk. This is the risk that one or more of your counterparties to a Derivative contract have deposited insufficient collateral into their account(s) such that you may not receive some or all of the assets or funds they owe you.

Operational risk: Our trading platform utilises computer systems for the order routing, execution, and matching of trades. As with all facilities and systems, they are vulnerable to temporary disruption or failure. Your ability to recover certain losses may be subject to limits on liability imposed by the system provider, the market and/or member firms.

Legislative and Regulatory Risk: Changes or actions in your country or state of residence may adversely affect:

the use, transfer, and value of your collateral;
the operations and profitability of some services;
the tax treatment of the services; and
your ability to close derivatives trades in a timely manner or at all.

No title ownership of underlying Crypto-asset. In entering into Derivatives, you are not entering into a sale or purchase agreement to purchase crypto-assets themselves. Derivatives do not give you any rights to receive physical delivery of any underlying crypto-asset and we may not be holding a hedging position on the underlying crypto-asset (and if we did, you would have no right to such hedging position). Instead, it is a contract that provides an agreed position with respect to the future price of a crypto-asset that may result in a profit or a loss for you.

Insolvency

In the event of our insolvency or default, or that of any other brokers involved with your transaction, it may lead to positions being liquidated or closed out without your consent. In certain circumstances, you may not get back the actual assets which you lodged as collateral and you may have to accept any available payments in cash.

Taxation

Your investment may be subject to the impact of taxes as imposed in your jurisdictions. You should consult your own professional tax advisers on the implications of making an investment in, holding, or disposing of investments in crypto-asset derivatives.

Appropriateness

Before we open an account for you, we are required to make an assessment of whether the product(s) and/or services you have chosen are appropriate for you, and to warn you if, on the basis of the information you provide us, any product or service is not appropriate. You may be able to re-take the appropriateness test once you have educated yourself with the products.

Position Monitoring

You should further ensure that you are able to monitor positions on your account at all times, as you are solely responsible for this. We are not responsible for monitoring positions on your account.

Fees and Costs

Our fees and charges are set out on our webpage under: https://support.kraken.com/hc/en-us/articles/360048917612-Fee-schedule. Before entering into a transaction, you should make sure you clearly understand all commission, fees and other charges for which you will be liable. These charges will affect your net profit (if any) or increase your loss.

PART C: DERIVATIVE SERVICES TERMS

Derivative Services

Derivative Services. Derivative Services enable you to enter into certain types of trading contracts that reference Crypto-assets as the underlying reference asset, sometimes on the basis of an agreed future price of a particular Crypto-asset, with or without a fixed expiry date (“Derivatives”).
Execution Venues. We facilitate and enable the trading of Derivatives by clients on Execution Venues. We may be required to provide certain information to the Execution Venue with respect to your dealings with us under the Derivative Services. This may include information about your Derivatives positions and information about you. If you are a Professional Client, we may provide your Legal Entity Identifier to the Execution Venue.
PEDSL as agent. With respect to the provision of the Derivative Services, you hereby appoint us as your agent to act on your behalf to procure the execution of your Orders on Execution Venues. Any Derivatives entered into by you as part of the Derivative Services will be executed on the Execution Venue on an agency basis, either directly by us or via a third party member of the Execution Venue to whom we transmit your order, and will constitute a bilateral contract between you and the Counterparty. We will not be a Counterparty to any Derivatives. All Derivatives that you enter into will be initiated and managed by you through the Platform.
Execution only. The Derivatives Service is an execution-only service. This means that: (a) you will be responsible for all investment decisions and actions with respect to the Derivatives that you enter into, and you acknowledge that you have not received any investment advice or recommendation from us; (b) you can only enter into Derivatives via the Platform; (c) you cannot transfer Derivatives to other platforms or enter into secondary trading in respect of Derivatives; and (d) any open positions in relation to Derivatives in your Account can only be managed or closed as Derivatives. You should verify all transaction information before submitting any instructions to us. We will have no liability or responsibility for ensuring that the information you provide us is accurate and complete. Derivatives Orders cannot be reversed once we have accepted the Order.
Disruption to Derivative Services. We cannot guarantee uninterrupted or error-free operation of the Derivative Services or that we will correct all defects or prevent disruptions or unauthorised access. We may suspend or discontinue the Derivative Services in our sole discretion at any time. In the event of any disruptions, suspension, or discontinuance of the Derivative Services, any open positions may be closed and you may realise a loss in respect of those positions.

Orders

Order Acceptance. You acknowledge and agree that (a) we have sole discretion about the types of Derivatives that you can submit Orders for, and (b) whether your Order for a Derivative is accepted will depend on the ability of the matching engine of the Execution Venue to find an appropriate Counterparty in respect of that Order.
Counterparty. You will be anonymous to your Counterparty, and likewise your Counterparty will be anonymous to you. We will not provide you with any information about such Counterparty, nor will we provide any information to the Counterparty about you.
Order Execution. We will endeavour to execute Orders as soon as it is reasonably able to do so, depending on the market conditions. Orders will be executed at the first price reasonably available to us based on our Offer Price or our Bid Price. We are required to take sufficient steps to achieve the best possible result for you, on a consistent basis, when providing the Derivative Services. Our Order Execution Policy provides further information regarding the execution of Orders and the relevant market factors that we take into account as part of our best execution obligation. This policy, which may be amended from time to time, forms part of our Agreement with you and is available on our Site.
Best execution. We understand that the best execution result is one that produces the best possible financial result for you, and that the "best possible financial result" is the best possible result in combination across all your trades. This means that some trades, taken individually, may be less favourable. Best interests are not solely determined by price, and we also consider other factors, such as the speed of the trade and the likelihood of the trade being successful, to be important. We monitor the effectiveness of our Order Execution Policy on a regular basis to ensure that we meet our best execution obligations.
Your responsibilities. When using the Derivative Services, it is your responsibility:

to familiarise yourself with Crypto-assets and the specifications for the Derivatives available on the Platform before you start trading;
to monitor your open positions and to reduce your position or deposit additional Collateral to ensure compliance with your Collateral Requirement so as to avoid a losing position being closed out;
not to deposit more than you can afford to lose; and
not to build positions that are beyond your financial capacity to maintain.

Pricing and Fees

Pricing. Our prices for Derivatives are determined based on the price of the underlying Crypto-asset, which we obtain from a variety of third-party data vendors and exchanges, including Execution Venues. For each Derivative, we will usually quote an Offer Price and a Bid Price, which can be obtained from our Platform. You may only submit an Order at the current and valid price quoted by us. The pricing will vary according to the type of Derivative that the Order relates to and is set out on our Site and may be updated by us at any time in our sole discretion.
Pricing feeds. The prices of our Derivative Services and PEDSL Products depend on fluctuations in the financial market and are outside of our control since they are received by feed providers. Any amendments to our prices will be effective immediately. Please see our Order Execution Policy for further explanation as to how we calculate our prices for Derivatives.
Inability to calculate. There may be instances when it is not possible to calculate a price for a Derivative. Should this occur, that Derivative will read as “closed” or “suspended” on the Platform and you will not be able to place an Order for that Derivative.
Inability to execute. If the Platform informs you that a price is “indication only” or “invalid”, you may not submit an Order in relation to that price.
Spreads. The spread is the difference between our Offer Price and our Bid Price (for the same Derivative) and may change regularly according to the price of the underlying Crypto-asset and market conditions.
Fees for Derivative Services. We may charge fees in relation to any aspect of the Derivative Services including as may be required to facilitate the positions you have open or initiate, and in relation to all Orders, Position Liquidations, Position Assignments, Position Covered Liquidations, and Position Unwinds. This fee may be charged in Crypto-assets or Fiat Currency in our discretion depending on the Derivative Services you have elected to consume.

Transaction Limits

General. Your transaction and trade size limits may vary depending on your payment method, verification steps you have completed, and other factors including how much leverage you are maintaining within your Account. We reserve the right to change applicable limits as we consider necessary. No Order which exceeds our set maximum trade size for a particular market can be submitted unless agreed otherwise by us. No Order which is less than our minimum trade size for a particular market can be submitted unless agreed otherwise by us.
Derivative Services. The Derivative Services are subject to certain specific restrictions, limits and parameters on placing Orders for new Derivatives as may be determined by us from time to time, in order to ensure appropriate liquidity provision and to ensure appropriate risk management. You agree that we may operate such restrictions as we see fit, acting reasonably.
Open Positions. A maximum aggregate trade size may apply for open positions in any given market. Please see our Site for further information.

Collateral

Collateral. For each open Derivatives position and each open Order to buy or sell Derivatives that would establish a position or increase an existing position, you need to provide Collateral. The amount of Collateral you must provide is determined by us and is shown to you on the Platform(the “Collateral Requirement”)..
Collateral Requirement. Our Collateral Requirement is important with respect to your use of the Derivatives Services, and you should familiarise yourself with it via the Platform, before entering into any Derivatives. The Collateral Requirement will set out how Collateral is calculated, how to maintain appropriate Collateral levels, close-out processes and when and how they are implemented, how the Liquidity Pool operates, and other important requirements. By entering into a Derivative, you agree to comply with, and be subject to, the Collateral Requirement in place at the time you enter into that Derivative. It is your responsibility to know the current Collateral Requirement applicable to your open positions at all times. We reserve the right to make amendments to the Collateral Requirement in our sole discretion at any time without prior notice, and you hereby consent and agree to any and all such amendments and further agree to unconditionally abide and be bound by them. Unless the notification we provide expressly states otherwise, alterations to the Collateral Requirement will become effective immediately upon our giving notice to you, which you agree may be by any of the following means: post, telephone, email, text message, or posting on the Platform.
Valuation of Collateral. Collateral in your Account will be valued at fair market value as determined by us, and adjusted by a discount to provide for potential fees for Supporting Services that you will have access to. In particular, haircuts may be applied to non-USD denominated collateral to account for the fees incurred in its conversion. More information can be found here. Due to market conditions, including lack of liquidity and high price volatility, your Collateral may be converted at a rate inclusive of the discount.
P&L Model. We calculate the profit and loss of your open Derivatives positions based on our proprietary model (the “P&L Model”), which reflects our view of the fair market price of the Derivatives. We may change the specification of the P&L Model at our sole discretion at any time.
Eligible Collateral. The Collateral you must provide from your Account can comprise any combination of: (i) the Fiat Currency deposited; (ii) your realised profit or loss from past positions in PEDSL Products that are now closed; and (iii) the unrealised profit or loss from your open position in the Derivatives as calculated by the P&L Model. A complete list of eligible Collateral is available on our Site.
Maintaining Collateral. It is your responsibility to constantly monitor your Collateral and to ensure that it is equal to, or higher than, your Collateral Requirement at any given time. If this is not the case, it is your responsibility to immediately deposit additional Fiat Currency into your Account and/or to cancel open Orders and/or to trade out of existing positions in Derivatives such that your Collateral is equal to or higher than your Collateral Requirement.
Loss-making positions. When you hold an open Derivatives position which is marked at a loss, we reserve the right at any time and without advance notice to you, to liquidate any open Derivative positions and convert the proceeds, or convert any Collateral that is deposited, in a currency which is not the same currency as the currency required to close out a Derivative as stated on the Platform, into that stated currency. If such a conversion is required, we may use the services of a third party, which may result in additional fees being charged to your Account. Our choice of and contracting terms with a third party are at our sole discretion.
Leverage. Different amounts of leverage apply to different Derivatives. We can change the leverage (and therefore the Collateral Requirement) we offer at any time, but always with regard to the need to ensure that our PEDSL Products remain suitable for those clients they are offered to. The amount of leverage which you can access at a particular point in time can be viewed on the Platform. Further details on the applicable leverage limits are included within our Order Execution Policy, which is available on our Site.
Execution Venue Required Margin. An Execution Venue may only accept certain types of Collateral ("Required Margin").
Required Margin for Retail Clients. Where you are a Retail Client and the type of Collateral you hold is ineligible to serve as Required Margin, we may fund the Execution Venue with the equivalent amount of Required Margin on your behalf to enable you to meet your Collateral Requirement obligation to the Execution Venue without converting your Collateral held with us. If your position is closed at a loss (either by you or by us, for instance where you are unable to meet the Collateral Requirement), we may convert your Collateral into the asset or currency in which Required Margin is denominated and liquidate the converted Collateral (in accordance with section 7) to the extent required to repay the amount of Required Margin that we funded to the Execution Venue.

For the avoidance of doubt, any Required Margin that we credit to you under this section 5.10 will be: (1) provided under our MiFID II authorisation and not under any consumer credit regulations, and (2) held in accordance with the Client Money Rules and the provisions of section 5 of Part B (Safeguarding of Client Assets).

Required Margin for Professional Clients. Where you are a Professional Client and the type of Collateral you hold is ineligible to serve as Required Margin, we may convert your Collateral into Required Margin, in accordance with the terms of the TTCA (see section 6 below).

Security Interest

No third party security interest. You cannot and must not create security over your Derivatives, Collateral or Account unless you have obtained our prior approval in writing. You represent and warrant that the Collateral in your Account is free and clear of all liens and encumbrances other than those arising hereunder, and that you have the right to grant a first priority security interest hereunder.

RETAIL CLIENTS

Secured Assets. For Retail Clients, all Collateral and all other securities, cash, financial assets, security entitlements, general intangibles and other property delivered by you to the PEDSL Platform, including in your PEDSL Account (“Assets”) will be held by us or another Kraken entity, notwithstanding any provision or instructions to the contrary, as security on a continuous basis and will be subject to a general lien and right of set-off in favour of us for any and all of your obligations, liabilities or monies whatsoever at any time now or hereafter owing, due, incurred or payable by you to us under this Agreement or otherwise, whether present or future, actual or contingent, solely or jointly or whether as principal or surety ("Obligations").
Security Interest. As continuing security for the Obligations, you hereby charge by way of first fixed charge and assign by way of security (the "Security Interest"), in favour of us, all of your rights, title and interest in the Assets. The Security Interest is a continuing security and will remain in full force and effect notwithstanding any settlement, compromise or intermediate payment made in respect of your Obligations. You will take all action that may be necessary and that we may reasonably request so as at all times to maintain the validity, perfection, enforceability and priority of the Security Interest, and to enable us to protect, exercise or enforce our rights hereunder. Notwithstanding any other terms of this Agreement, no part of the Assets may, unless and until your Obligations have been duly paid and discharged in full, be withdrawn, assigned or otherwise disposed of or encumbered except where you have requested and obtained our prior consent.
No title transfer. We will not conclude TTCAs with any client who is a Retail Client for securing or covering present or future, actual or contingent or prospective obligations of such client.

PROFESSIONAL CLIENTS

Title transfer collateral arrangement. Professional Clients may post Fiat Currency as Collateral on the PEDSL Platform. By trading on the PEDSL Platform as a Professional Client, you may opt to sign up to the TTCA Terms (as defined below). If you do so, you agree to the risks and terms disclosed by us to you in the TTCA Terms and agree that: (a) we will not hold money which you put into your PEDSL Account in accordance with the Client Money Rules and applicable law; and (b) the Fiat Currency that you put into your PEDSL Account will be transferred to us by way of full title and ownership, and free of any encumbrance, security interest, lien or other restriction, for covering all of the present, future, actual, contingent or prospective obligations you owe to us from time to time (a title transfer collateral arrangement or “TTCA”).
TTCA Terms. Where title to the Fiat Currency will pass to us pursuant to the TTCA, as a Professional Client you will no longer have a proprietary claim to that Fiat Currency and we can deal with it in our own right, and you will rank as a general unsecured creditor of ours. Terms relating to the TTCA will be set out in a document (the “TTCA Terms”) which is required to be agreed by you during onboarding, and which will be made available to you on our Site. The TTCA Terms, which you will be deemed to have agreed to by trading on the PEDSL Platform, are considered an integral part of this Agreement if you are a Professional Client, and may be amended at any time by us by providing notice to you and posting revised TTCA Terms on the Platform. By trading on the PEDSL Platform, you acknowledge and agree that you understand English and that you consent to receive the TTCA Terms and related communications in English.

RETAIL CLIENTS AND PROFESSIONAL CLIENTS

Position Liquidation. If at any time the balance in your PEDSL Account falls below the Collateral Requirement, we may enforce the Security Interest (if you are a Retail Client) or otherwise utilise Fiat Currency transferred to us under the TTCA (if you are a Professional Client) by means of Position Liquidation pursuant to this Agreement.
Event of Default. If at any time an Event of Default occurs with respect to you, we may immediately enforce the Security Interest (if you are a Retail Client) or otherwise utilise Fiat Currency transferred to us under the TTCA (if you are a Professional Client) without notice or further demand.
Exercising Security Interest. In exercising our rights to enforce the Security Interest (if you are a Retail Client), we will be entitled, without notice or further demand, immediately to exercise all our rights, powers and remedies in accordance with applicable law as chargee and assignee of the Assets and to: (A) demand and receive all and any monies due under or arising out of your PEDSL Account; (B) exercise in relation to the Assets all such rights as you were then entitled to exercise in relation to the Assets or might exercise; and (C) apply, set-off or transfer all or any part of the Assets in or towards the payment or other satisfaction of the Obligations or any part of them.
Authorisation. For Retail Clients, in exercising our rights to enforce the Security Interest and without limiting any other rights or remedies under this Agreement or applicable law, you hereby irrevocably authorise us to sell, appropriate or otherwise realise any and all Assets and to apply the proceeds of sale in order to satisfy your obligations in such order and manner as we think fit, including in or towards payment of all costs and expenses incurred by us in connection with such sale or realisation. If we exercise our right of appropriation to any Assets, we will be entitled to determine their value in good faith and in a commercially reasonable manner.

Liquidation

Position Liquidation. If your Collateral is lower than your Collateral Requirement we may, at any time and without advance notice to you, at our sole discretion, cancel your open Orders in Derivatives and/or liquidate some or all of your open positions in Derivatives using any of the methods set out in this section (“Position Liquidation”). We will liquidate long positions by selling them to another client on your behalf, and we will liquidate short positions by buying them back from another client on your behalf. We will liquidate all positions at the best available price at the time of Position Liquidation, and you agree to accept this price.
Position Liquidation process. The Position Liquidation process will vary according to the Execution Venue and Order type. Further details of the Position Liquidation process are available on the website for the Execution Venue.
Position Assignment. If we cannot liquidate some or all of your open positions in Derivatives, for example due to lack of demand from other clients to buy or sell, we may assign some or all of your remaining open positions to another client who has previously agreed to receive assignments of positions for this purpose (“Position Assignment”). We will select the price at which your position(s) are assigned such that your remaining Collateral is zero.
Position Covered Liquidation. If we cannot assign some or all of your open positions in Derivatives, for example because there is insufficient demand for Position Assignment, and if market conditions permit, we may attempt to liquidate your remaining open positions to another client, and to cover any remaining negative balance of required Collateral from the Liquidity Pool (“Position Covered Liquidation”).
Position Unwind. If we cannot assign some or all of the open positions in Derivatives (for example, if there is insufficient demand for Position Assignment), we may in our sole discretion without prior notice, arrange on your behalf for the unwinding of some or all of the open positions (“Position Unwind”). The open positions in Derivatives will then terminate at the unwind price, determined by us in our sole discretion, for each of the open positions such that:

if you are subject to Position Unwind, all of your remaining Collateral is liquidated and split equally between the relevant Counterparties in proportion to the size of the open positions with each relevant Counterparty; or
if a Counterparty is subject to Position Unwind, the remaining Collateral of the Counterparty is liquidated and split equally between claimant Counterparties, including you, in proportion to the size of the open positions held by each claimant Counterparty. As a claimant Counterparty, you may receive a payment that may or may not cover the whole liability the Counterparty has. You agree to forfeit any claims in excess of this payment.

Portfolio Auction. If you hold open positions in several Derivatives and your Collateral is lower than your Collateral Requirement, we may try to neutralise your positions by liquidating or opening futures positions to offset options positions. If we cannot make both your portfolio neutral and raise its value above the Collateral Requirement, we may sell your portfolio into auction.

Risk Acknowledgement

Risk acknowledgment. You understand, acknowledge, and agree that:

before using the Derivative Services, you will read and you agree to this PART C: DERIVATIVE SERVICES TERMS and Appendix 1 to PART B: PEDSL PRODUCT TERMS in full;
You are solely responsible for, and you assume in full, all risks regarding the use of the Derivative Services, including all risks disclosed in this section, as well as additional risks; and
using the Derivative Services means you have determined that such use is appropriate for you.

PART D: DEFINITIONS AND INTERPRETATION

In this Agreement, unless the context requires otherwise:

words defined in applicable law will have the same meaning as in applicable law, unless defined below;
words importing the singular will be considered to include the plural and vice versa;
use of the words “include” or “including” are not to be interpreted as words of limitation and the use of these or similar words will not be given a restrictive meaning because they are followed or preceded by particular examples;
references to statutory provisions, regulations, notices or applicable law will include those provisions, regulations, notices or rules as amended, extended, consolidated, substituted or re-enacted from time to time; and
defined words used in any Part of the Agreement will have the same meaning as set forth below unless they are expressly defined differently, in which case, the definitions in that Part will apply.

Section and Part headings are for guidance only and will not affect the interpretation of the Agreement.

Term	Meaning
“Account”	means the account held in your name on the Platform via which you receive our services.
“Agreement”	means these terms and conditions between you and us
“API”	means application programming interfaces
"Assets"	means all Collateral and all other securities, cash, financial assets, security entitlements, general intangibles and other property delivered by you to the Platform, including in your Account
"Bid Price"	means the lower of the two prices quoted by us for the same market in relation to Derivative Services
“Business Day”	means any day other than a Saturday or a Sunday or a public holiday in Cyprus
“Client Money”	means any Fiat Currency that is considered to be client money in accordance with the Client Money Rules
"Client Money Rules"	means the CySEC's Directive DI87-01 for the Safeguarding of Financial Instruments and Funds belonging to Clients
"Collateral"	means a specified minimum amount of Fiat Currency approved by us to qualify as collateral, maintained in your Account at all times during the term of an open Derivative Order
"Collateral Requirement"	means the amount of Collateral that must be provided to open or maintain a Derivatives position, as determined by us and shown to you on the Platform
"Counterparty"	means the counterparty to an Order entered into by the client
"Crypto-asset"	means any digital currency, stablecoin or other digital representation of value that is able to be transferred and stored using distributed ledger technology, and that is available in connection with our services, but does not include NFTs
"CySEC"	means the Cyprus Securities and Exchange Commission
"Derivative Services"	means the receipt of Orders from you via the Platform in relation to Derivatives and the subsequent transmission of those Orders to Execution Venues as agent on your behalf for execution against a Counterparty
"Derivatives"	means trading contracts that reference Crypto-assets as the underlying reference asset
“EEA”	means the European Economic Area
"Elective Professional Client"	means a client who requests to be treated as a Professional Client and who meets the qualitative and quantitative tests as set out in our Client Categorisation Policy
“EMIR”	means the European Market Infrastructure Regulation No. 648/2012 on derivatives and all related delegated, supplementing or successive regulations, as amended
“Event of Default”	means any of the circumstances listed in section 6 of Part A (Events of Default)
"Execution Venue"	means a regulated market, a multilateral trading facility, a systematic internaliser, a market maker or other liquidity provider or an entity that performs a similar function in a third country to the functions performed by any of the foregoing, as defined under Delegated Regulation 2017/565, which was selected by us, based on the provisions of our Order Execution Policy, to execute your Orders
"Fiat Currency"	means government-issued currency that is not backed by a commodity, including U.S. Dollars, British Pound, and Euro, or any electronic representation of such a currency, and that is available in connection with our services
“Investor Compensation Fund”	means the compensation fund established in Cyprus for clients of investment firms pursuant to the Investment Services Law 144(I)/2007, as amended, and Directive 144-2007-15, and supervised by the Cyprus Securities and Exchange Commission. Further information is available here
"KYC"	means Know Your Customer
“Liquidity Pool”	means the pool of Kraken’s funds set aside to support our equity protection process for certain PEDSL Products to increase Position Liquidations and Position Assignments before a Position Unwind is required (further information is available at https://support.kraken.com/hc/en-us/articles/futures-liquidity-pool)
“MIFIR”	means Regulation (EU) No 600/2014 of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments and amending Regulation (EU) No 648/2012
"Obligations"	(in relation to section 6 of Part C (Security Interest) any and all of your obligations, liabilities or monies whatsoever at any time now or hereafter owing, due, incurred or payable by you to us under this Agreement or otherwise, whether present or future, actual or contingent, solely or jointly or whether as principal or surety
"Offer Price"	means the higher of the two prices quoted by us for the same market in relation to Derivative Services
"Order"	means a request made via the Platform to enter into or close out a contract for a PEDSL Product
"P&L Model"	means our proprietary model used to calculate the profit and loss of your open Derivatives positions
"PEDSL Products"	means any or all of the Derivatives, as appropriate
"Platform"	means our online platforms for the provision of our services
"Position Assignment"	means where we cannot liquidate some or all of your open positions, and so we assign some or all of your remaining open positions to another client who has previously agreed to receive assignments of positions for this purpose
"Position Covered Liquidation"	means where we cannot use Position Assignment and we instead attempt to liquidate your remaining open positions to another client, and to cover any remaining negative balance of required Collateral from the Liquidity Pool
"Position Liquidation"	means where your Collateral is lower than your Collateral Requirement and we cancel your open Orders and/or liquidate some or all of your open positions
"Position Unwind"	means where we unwind some or all of your open positions
“Professional Client”	has the meaning given in Annex II of Directive 2014/65/EU of the European Parliament and of the Council of 15 May 2014 on Markets in Financial Instruments and amending Directive 2002/92/EC and Directive 2011/61/EU (“MiFID II”)
“Reportable Transactions”	means trades made via PEDSL that must be reported under applicable law, including EMIR, MIFIR, and applicable CySEC rules
“Retail Client”	means any client that is not categorised as a Professional Client
“Security Credentials”	means your unique security credentials that are required as part of the Account opening process
"Site"	means kraken.com and our associated websites, APIs and mobile applications
"Spread"	means the difference between the Offer Price and Bid Price for the same market
“Supplemental Protocols”	means metacoins, colored coins, side chains, or other derivative, enhanced, or forked protocols, tokens, or coins or other functionality, such as staking, protocol governance, and/or any smart contract functionality, which may supplement or interact with a Crypto-asset
"Supporting Services"	means the provision of supplementary supporting services where requested by you or necessary for the purposes of executing services in relation to PEDSL Products
"TTCA "	means a title transfer collateral arrangement
"TTCA Terms"	means terms relating to the TTCA that will be set out in a document and made available to you on our Site