Terms & Conditions.
Updated 1 March 2021
Being a Member of STAX Trade, you may participate in the following:
- access and usage of the elements publicly available on our website https://www.stax.trade/;
- access and usage of any designated Member onlyelements of the Website and Web Application(s); and
- the viewing or interaction with any content or information provided through our Website and App.
Our App and Website are intended for use only by Australian residents or any other jurisdiction(s) permitted by law.
This agreement is between STAX Trade Members and STAX Trade.
“STAX Trade", “we", “our" or “us", are references to STAX Trade, associated services and subsidiary Companies, depending on the context. References to “you" or “your" are to the STAX Trade members.
Ownership of our services is contingent upon your acceptance of these Terms. If you do not agree to the Terms contained in this document, you may not use our services. If you do not agree with any amendments to these services you must immediately cease the use of our services.
The terms and conditions of this Member Agreement forms a binding agreement between you and STAX Trade and apply to all websites and applications operated by STAX Trade.
You must read the terms and conditions of this Member Agreement carefully. You should regularly check these Terms as they can change over time.
- ADI means an authorised deposit-taking institution within the meaning of the Banking Act 1959 (Cth);
- Account means an online account opened by the Member via our Website or App;
- AMLCTF Act means the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (Cth) and its associated Rules;
- Agreement means this Member Agreement including the Schedule(s) and any amendments thereto from time to time as may be amended;
- Applicable Law means the Corporations Act 2001(Cth), and any other statute, statutory instrument or general law that is applicable to a party in connection with these Terms;
- App means the STAX Trade share trading platform application accessed either online through a browser or downloaded by a user to a mobile device;
- Broker means a stockbroker who has been selected by STAX Trade to provide execution, clearing and settlement services and notified to Members ;
- Broker Terms means the relevant terms pertaining to the Broker’s execution, clearing and settlement services;
- Business Day means a day on which trading banks are open for business in Melbourne excluding a Saturday, Sunday or public holiday;
- CMA Account means a cash management account provided by an authorised deposit-taking institution;
- Confidential Information means any information in any form including but not limited to written, oral or graphical representations which is information not presently available in the public domain or can be reasonably regarded as information of a confidential nature in accordance with the terms of these Terms;
- Content means any content that is published publicly on the Website or App;
- Corporate Action includes but is not limited to stock splits, mergers and acquisitions, dividends and rights issues;
- Credit Reporting Body has the meaning as defined in the Privacy Act1988 (Cth).
- External Information means information supplied by a third party and made available through our Website and/or App;
- Fees means any fees payable by Members to STAX Trade and or Third Parties in connection with the Services, published by STAX Trade and amended from time to time;
- Funds Balance means a Member’s available cash held in a Trust Account operated by STAX Trade;
- Ineligible Persons means any person that is not permitted by the laws of Australia or the laws of their jurisdiction to utilise our Services;
- Member means a person who has made an application to become a member of STAX Trade, and at the sole direction of STAX Trade, has been accepted as a member and has acknowledged and agreed to our applicable terms and conditions including any Third Party terms and conditions required to facilitate the Trade Facility;
- Member Application Form means the application form required to be completed to become a Member of STAX Trade;
- Personal Information refers to information which may be used to reasonably identify Member of our Services. This includes names, addresses, dates of birth, gender, email addresses, nationality, tax information and telephone numbers. Personal Information may also include information we collect about Member’s individual preferences;
- Promotional Trades means Trades which are at a lower cost with reference to the standard Fees associated Trades on terms specified by STAX Trade from time to time;
- Service Providers means any services providers appointed by STAX Trade from time to time and in its sole discretion to facilitate any provision of the Services;
- Services include services provided and controlled by STAX Trade to Members, including but not limited to share Trade Facility offered by STAX Trade operated in conjunction with its appointed Service Providers;
- Trade means either a sale or purchase of securities by a Member via the Trade Facility;
- Trade Facility means a system whereby you provide a Trade instruction to STAX Trade through your STAX Trade Member account via the Website or App and we submit your instruction to execute the Trade to the Broker and the Trade is executed by the Broker;
- Trust Account has the meaning given to it in clause 5(b);
- Website means the website accessible at https://www.stax.trade/.
2. Membership Application
- You are able to apply as a Member of STAX Trade by completing a Member Application Form and providing all required supporting documentation with membership to be granted at the sole discretion of STAX Trade.
- You acknowledge and agree that as part of becoming a Member, you will be bound by the terms and conditions of STAX Trade including the terms and conditions of any Third Parties associated with facilitating the Services to you.
- You grant us with a limited power of attorney for us to undertake any actions on your behalf required to facilitate the fulfilment of the Services and Trade Facility to you as a Member, which includes but is not limited to opening an account with the Broker on your behalf to facilitate the Trade Facility.
- You agree to pay any Fees associated with Member account opening before becoming a Member.
3. Members Warranties
- Upon becoming a Member with STAX Trade, you warrant that you (including each person on whose account you are acting):
- are a resident of a jurisdiction that permits and is lawful to use our Services; or
- are not acting and/or representing as a nominee for, or otherwise for the account or benefit of, any Ineligible Persons;
- provide true and accurate information about your Personal Information including but not limited to, your primary Country of Residence, State/Territory and Postcode (for Australian residents) or the Region, District/City and Postcode (for Permitted Jurisdictions).
- When establishing an account, Members will be required to populate the requested account information with the displayed fields or on a paper based Member Application Form.
- You warrant that:
- All information populated is genuine and correctly described;
- You are authorised to make instructions on behalf of the relevant entity or the individual described in the account;
- All information provided is accurate, complete and not misleading and that we may rely on that information; and
- You have not engaged in, nor will you participate in any unauthorised activity pursuant to the agreement and/or Australian law.
- You must not engage(or act in conjunction with others to engage) in activity that would be considered to circumvent or exploit the intended purposes of STAX Trade and its Services.
- Disclaimer of Liability
You agree and accept that we disclaim all responsibility for any loss or harm resulting from being a Member, utilising our Services or Trade Facility, using the App and Website or accessing information explicitly or implicitly made or provided by us, to the fullest extent allowed by law, notwithstanding any errors or omissions, including negligence.
4. Trade Facility
- Members that want to utilise the Trade Facility must:
- complete the Member Application Form;
- complete the necessary requirements to open a broking account with the Broker and agree to be bound by the Broker’s relevant terms and conditions;
- do all that is required by the Broker to appoint STAX Trade as your agent for the purposes of providing the Trade Facility to you;
- Provide any information required by the Broker and STAX Trade to meet its obligations in accordance with the AMLCTF Act and authorise STAX Trade to disclose such information to any relevant Third Parties to meet its and or the Broker’s obligations under said Act.
- Any Promotional Trades issued by STAX Trade will be notified to Members from time to time. STAX Trade at its sole discretion can attach any terms it sees fit including but not limited to the expiry of the promotion period and the Fees associated with the Promotional Trade.
- STAX Trade is not responsible to notify or advise you of any Corporate Actions pertaining to any company which you may have shareholdings of and you agree to indemnify STAX Trade for any liability in relation to Corporate Actions. Should you wish to take action in relation to a Corporate Action, STAX Trade may assist by forwarding your instructions to the Broker to be processed in accordance with their terms and conditions. However, STAX Trade reserves the right to not do so if it is deemed unnecessary at its own discretion. Should STAX Trade assist in this regard, you authorise us to do whatever necessary to prevent any failures associated with a Corporate Action.
5. Holding of Funds
- CMA Account
If you choose to open a CMA Account with your Broker trading account, you agree to be bound by the terms and conditions of the ADI and the Broker pertaining to your CMA account;
- Trust Account
If you choose not to open a CMA account:
- STAX Trade will hold your Funds Balance in a designated Trust Account with an ADI for the purposes of operating the Trade Facility in accordance with the laws of Australia;
- STAX Trade is not authorised to withdraw or transfer your Funds Balance out of the Trust Account without your expressed instructions which can be given directly to us or via the Website or App;
- The Trust Account is used specifically for the purposes of operating the Trade Facility and carrying out Member Trade instructions;
- You authorise STAX Trade to withdraw any amounts from your Funds Balance payable in connection with any Trade instructions submitted via the Trade Facility including any Fees payable to STAX Trade and or the Broker and any relevant Third Parties;
- You acknowledge STAX Trade may retain all interest earned on your Funds Balance in the Trust Account and may, at its sole discretion, pass on a portion of the earned interest to you;
- STAX Trade may suspend access to your Funds Balance if it deems necessary to prevent a breach of; these Terms, the laws of Australia or if required to do so by law.
6. Trade Facility Instructions
- You acknowledge that STAX Trade acts in its sole capacity as your agent for the sole purpose of submitting your Trade instruction to the Broker in accordance with the operation of the Trade Facility;
- You warrant that any Trade instruction submitted by you or any person claiming to be you whether directly or through the Website or App, can be deemed an authentic and STAX Trade is not required to vet the authenticity of the Trade instruction and can act on the instruction in its capacity in operating and facilitating the Trade Service;
- STAX Trade has the right, without notice or explanation, to not submit your Trade instruction via the Trade Facility. STAX Trade also does not guarantee the submission of your Trade instructions through the Trade Facility notwithstanding it will use its best endeavours to do so. Reasons for the whole, partial or non-execution of your Trade instruction could arise from multiple factors, including but not limited to:
- your instructions being vague, ambiguous or could not be deciphered;
- your instructions would be in contravention of the laws of Australia;
- your instructions would be in contravention of the terms and conditions of STAX Trade or the Broker;
- an act or omission by the Broker;
- your Trade instruction is required to be manually assessed;
- the order was able to be placed on the relevant securities exchange;
- the security is too thinly traded;
- the security is unable to be traded due to a trading halt;
- your Funds Balance is insufficient to process your Trade instruction through the Trade Facility.
- Should the Broker be unable to execute your Trade instruction, STAX Trade will inform you as soon as practicable.
7. Members’ Acknowledgements
- General Advice
Trading or investing in securities and other financial products in any market entails risks. You acknowledge and undertake that:
- STAX Trade does not promise that the investment in securities through its Services will produce positive yield or growth;
- Nothing on this Website, Mobile Application or any other relevant document constitutes investment, political, legal, business, taxation or other advice nor is any explicit or implied suggestion made that the securities you Trade are suitable for your investment goals, financial condition or particular needs;
- STAX Trade does not provide personalised advice or financial product advice, the provision of advice (if any) is of a general nature only. Members should seek independent professional advice prior to participating in the Services or the Trade Facility;
- It is your responsibility to consider your personal circumstances and whether Trading via the STAX Trade, Trade Facility is suitable for you;
- You should always seek your own independent professional advice and rely upon your own judgement about your financial position, needs and objectives when utilising the Trade Facility and any of the Services;
- A Trade may involve the risk of loss, including capital loss;
- We do not provide any guarantees regarding the performance or return of any securities;
- We do not offer financial advice or accept responsibility for financial advice given by others; and
- Past performance does not constitute an indicator or assurance of future success/performance of Securities.
- You authorise the Broker to provide your information to STAX Trade to facilitate the Trade Facility Service to you including but not limited to your Personal Information and shareholding information.
- You acknowledge and agree to be bound by the Broker’s terms and conditions in addition to these terms and conditions.
- You acknowledge and agree that STAX Trade, to the greatest extent permissible by law, is not liable for any loss or damage which you may suffer resulting from:
- any defects in the technological infrastructure at STAX Trade which causes delay, fault or failure in operating the Trade Facility;
- any failure or service interruption of the telecommunications network utilised by STAX Trade and the Broker, which impacts the operation of the Trade Facility;
- your omission or inaccuracy in the provision of information to STAX Trade and or any Third Party relevant to the operation of the Trade Facility;
- any delay, error, fault or omission in the execution of your Trade instruction via the Trade Facility which was not a direct result of the negligence of STAX Trade and its operation of the Website and App;
- your incorrect usage of the Trade Facility including but not limited to any error or omission by you;
- you agree to accept the original terms of any Trade instruction that is filled prior to the Broker receiving and processing any amendments or cancellations that STAX Trade has submitted via the Trade Facility on your behalf.
- You agree and acknowledge that it is your sole responsibility to maintain the confidentiality of your login information. You acknowledge that any Trade instruction submitted through your Member account via the Trade Facility will be your sole responsibility and you warrant not to hold STAX Trade liable for any liability suffered resulting from your Trade instruction. If you believe your account has been compromised, please contact STAX Trade immediately.
8. Disclosure of Fees
All Fees will be published on the Website and App, and are subject to change without prior notice to Members. However, STAX Trade will endeavour to notify Members of any changes to the Fees at a reasonable period prior to any amendments to the current Fees.
9. Trademarks and Intellectual Property
- Unless otherwise noted, all materials, including images, illustrations, designs, icons, photographs, and written and other materials that are part of the App and/or Website are copyrights, trademarks and/or other intellectual properties owned, controlled or licensed by the App and/or Website. The App and/or Website as a whole is protected by copyright, all worldwide rights, titles and interests in and to which are owned by STAX Trade.
- All other trademarks, service marks, product names and company names or logos appearing on the App and/or Website are the property of their respective owners. Any use of such trademarks, service marks, product names and company names or logos, including the reproduction, modification, distribution or republication of same without the prior written permission of the owner of same, is strictly prohibited.
- The materials on the App and/or Website, and the App and/or Website as a whole, are intended solely for personal, non-commercial use by you. You may download or copy the downloadable materials displayed on the App and/or Website for your personal use only.
- No right, title or interest in any downloaded materials or software is transferred to you as a result of any such downloading or copying. You may not reproduce (except as noted above), publish, transmit, distribute, display, modify, create derivative works from, sell or participate in any sale of, or exploit in anyway, in whole or in part, any of the materials on the App/Website, the App/Website as a whole, or any related software without the prior written permission of STAX Trade.
- Any notice, request, demand or other communication may be sent to your postal, facsimile or electronic address last notified to us and the notice, request, demand or other communication shall be taken to have been received by you:
- when sent by email, it will be treated as received when it enters your information system;
- when sent by postal address, it will be treated as having been received on the second business day after posting; or
- when faxed to your facsimile number, it will be treated as received when it is transmitted.
- STAX Trade may terminate this Agreement with immediate effect by written notice or from communications via the App or Website.
- STAX Trade is entitled to refuse registration, terminate or suspend Membership registration at its sole discretion.
- You may terminate your Membership at any time by providing us with notice via email at firstname.lastname@example.org.
- Upon termination of your Membership registration, you will not be entitled to access the Services or Trade Facility.
- You acknowledge that upon termination, you will pay any outstanding amounts owed to STAX Trade and or the Broker within 7 business days of your termination. You agree to indemnify STAX Trade from amounts owed to Third Parties in connection with your usage of the Trade Facility including the submission of your Trade instructions.
- Not with standing the above, your access to the Trade Facility will be terminated when one of the following occurs earliest:
- The termination of your STAX Trade Membership;
- The termination of your brokerage account with the Broker;
- The termination of your STAX Trade Membership resulting from your breach of the Terms.
Your obligations and liabilities will be released arising after such date of termination except for those obligations that survive termination as set out in this Agreement. For avoidance of doubt, you will not be relieved from any liability resulting from any breach of this Agreement that happened prior to termination.
12. Dispute Resolution
- In the event of a dispute, in the absence of evidence to the contrary, STAX Trade’s records of electronic or telephone correspondence records shall be definite proof of the email, internet or telephone (as the case may be) contact information between STAX Trade and the Member.
- Dispute resolution will be conducted in the exclusive jurisdiction of Victoria, Australia.
13. Legal Compliance
You shall use the App and Website for lawful purposes only. You shall not transmit through the App and Website any material which violates or infringes in any way upon the rights of others, which is unlawful, threatening, abusive, defamatory, invasive of privacy or publicity rights, vulgar, obscene, profane or otherwise objectionable which encourages conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any law. We reserve the right, in our sole discretion, to refuse to offer you the Services and/or to terminate your access to the App and Website for any breach of this provision or any other provision of this Agreement.
14. Disclaimer of Liability
- You acknowledge and agree that use of the App and Website is at your sole risk. The App and Website is not warranted to be error free or uninterrupted, and there is no warranty as to the results obtained through use of the App and Website. This site and all contents of the app are provided on an "as is" basis without warranties of any kind, either express or implied, including without limitation warranties of title or implied warranties of merchant ability or fitness for a particular purpose.
- You acknowledge and agree that, by your use of the App and Website, that your use of the App and Website is at your sole risk, that you assume full responsibility for all costs associated with all necessary servicing or repairs of any equipment you use in connection with your use of the App and Website, and that we shall not be liable for any damages of any kind related to your use of the App and Website.
- We shall not be liable for:
- indirect, incidental, consequential, reliance or special damages for harm to business, lost profits, lost savings or lost revenues, whether or not we have been advised of the possibility of such damages.
- any damage that you may suffer arising out of use, or inability to use, the Trade Facility, Services or products provided hereunder unless such damage is a caused intentional act of STAX Trade.
- unauthorised access by third parties to your transmission facilities, premises or equipment or for unauthorised access to or alteration, theft, loss or destruction of users’ network, systems, applications, data files, programs, procedures, or information through accident, fraudulent means or devices, or any other method.
- These limitations of liability shall apply regardless of the form of action, whether in contract, warranty, strict liability or tort, and shall survive failure of an exclusive remedy.
- You agree that, to the maximum extent permitted by law, we disclaim liability for all loss or damage arising as a result of being a Member, your usage of the Trade Facility and Services, using the App or Website accessing information expressly or implicitly made or given by us, notwithstanding any error or omission, including negligence.
- The provisions of this clause will survive any transaction completed with you and any change or elimination of this Agreement and/or the App and Website.
- A party who receives the Disclosing Party’s Confidential Information (Receiving Party) must not, without the express prior written consent of the Disclosing Party:
- directly or indirectly divulge or communicate or otherwise disclose the Confidential Information of the Disclosing Party, in whole or part, to any third party; or
- use any of the Confidential Information of the Disclosing Party for any purpose other than exercising its rights or fulfilling its obligations under this Agreement.
- A Receiving Party must take all precautions that are reasonably necessary to prevent any unauthorised disclosure of the Disclosing Party’s Confidential Information to third parties or unauthorised use of such Confidential Information and shall inform the Disclosing Party of any suspected or actual unauthorised disclosure or use of such Confidential Information.
- A Receiving Party will not be in breach of its obligations with respect to disclosure of the Disclosing Party’s Confidential Information if it discloses information that:
- is, or subsequently enters, the public domain;
- it is required to disclose by law; or
- was developed independently by it, without the use of any of the Disclosing Party’s Confidential Information.
- In addition to any other indemnities contained in this Agreement, you agree to indemnify and hold us, the company and our directors, officers, agents, representatives and employees harmless against any actions, claims, demands, proceedings, costs, damages, expenses, liabilities and losses(including without limitation legal costs on a solicitor and client basis)paid, suffered or incurred by us directly or indirectly as a result of:
- us undertaking your instructions in respect of any dealings in securities;
- any failure by you to comply with these terms and conditions;
- your use of STAX Trade or any Third Party information in violation of these terms and conditions;
- any breach of your representations and warranties set forth in these terms and conditions.
- Each indemnity in these terms and conditions is a continuing obligation, which is independent of and separate from your other obligations and survives termination of these terms and conditions.
The non-existence of or delay in exercising any power or right of a party does not operate as a waiver of that power or right, nor does any single exercise of a power or right preclude any other or further exercise of it or the exercise of any other power or right. A power or right may only be waived in writing, signed by the party to be bound by the waiver.
Any provision in this Agreement which is invalid or unenforceable in any jurisdiction is to be read down for the purposes of that jurisdiction, if possible, so as to be valid and enforceable, and is otherwise capable of being severed to the extent of the invalidity or unenforceability, without affecting the remaining provisions of this contract or affecting the validity or enforceability of that provision in any other jurisdiction.
19. Governing Law
This Agreement is governed by the laws of the State of Victoria and all parties agree to submit to the exclusive jurisdiction of the courts of the State of Victoria, Australia.
We may from time to time change the rules that govern your use of our Website and App. Your use of the App and Website following any such change constitutes your agreement to follow and be bound by the rules as changed. We may change, move or delete portions of, or may add to, the App and Website from time to time including, but not limited to, content and equipment and/or software needed for access or use.