(CLIENT AGREEMENT)
Governing Law: State of Delaware, United States of America
- Registered Address: 1209 North Orange Street, Suite 100, Wilmington, DE 19801, USA
- File Number: 10372381
- Business License No: 2025715007 (General Services, State of Delaware)
- FinCEN MSB Registration: 31000315645596
- LEI: 984500386C3CN4BF4710
- UK ICO Registration: ZC023067
- SEC/EDGAR CIK: 0002094541
- Kompass Registry No: USNKC00044114
- Official Contacts: support@woufx.com | legal@woufx.com
THIS AGREEMENT IS A LEGALLY BINDING CONTRACT. PLEASE READ CAREFULLY BEFORE ACCEPTING.
This Client Agreement ("Agreement", "Terms") constitutes a full, comprehensive and legally binding contract entered into between:
WOUFX LLC
A limited liability company duly organized and validly existing in full compliance with the Delaware Limited Liability Company Act (State of Delaware, United States of America).
(hereinafter referred to as the "Company", "WOUFX", "we", "us" or "our")
AND
Any natural person over the age of 18 (eighteen) years or any legal entity (hereinafter referred to as the "Client", "you" or "your") who completes registration on the website woufx.com, opens a trading account, deposits funds or performs any trading operations through the Platform.
By clicking "I Agree", registering an account, depositing funds, opening positions or performing any actions on the Platform, the Client confirms that they have fully read, understood and unconditionally accepted this Agreement in its entirety, including all referenced appendices, policies and documents.
TABLE OF CONTENTS
- 1. Jurisdictional and Territorial Restrictions
- 2. Terms and Definitions
- 3. Scope and Nature of Services
- 4. Order Execution Model: 100% A-Book ECN DMB
- 5. Quotes, Spreads and Swaps
- 6. Trading Conditions: Leverage and Margin
- 7. Negative Balance Protection
- 8. Fees and Charges
- 9. Order Execution, Slippage and Manifest Errors
- 10. Deposits and Withdrawals
- 11. KYC, AML/CTF, Sanctions and Anti-Fraud
- 12. Risk Warning
- 13. Technical Risks and Limitation of Liability
- 14. Intellectual Property
- 15. Prohibited Practices and Enforcement
- 16. Termination of the Agreement
- 17. Governing Law and Dispute Resolution
- 18. Notices, Amendments, Order of Precedence, Final Provisions
- Annex A: Copy Trading Terms (Execution-Only)
- Annex B: Risk Disclosure Statement (Expanded)
- Annex C: Platform Specifications (Incorporation by Reference)
1. JURISDICTIONAL AND TERRITORIAL RESTRICTIONS
- 1.1 The Company is registered in the State of Delaware, USA. The Company does not conduct, offer or provide any services to citizens, tax residents or persons physically located within the territory of the United States of America ("U.S. Persons" for purposes of this Agreement).
- 1.2 The Company's services are not intended for distribution, offering, advertising, sale or use within the United States or by any U.S. Person or any person acting on behalf of a U.S. Person.
- 1.3 The Client represents and warrants that at all times of registration, deposit, trading, and withdrawal the Client is not a U.S. Person and is not physically located in the United States.
- 1.4 The Company strictly prohibits provision of services to citizens or tax residents of: the Russian Federation, the Republic of Belarus, the Islamic Republic of Iran, the Democratic People's Republic of Korea, the Syrian Arab Republic, the Republic of Cuba, the Bolivarian Republic of Venezuela, the Islamic Republic of Afghanistan, the Republic of Yemen, the Federal Republic of Somalia, the Republic of Sudan, the Republic of the Union of Myanmar, the Republic of Haiti, and to any persons included in sanctions lists of OFAC, the UN, the EU, the UK, or any other applicable sanctions regimes.
- 1.5 The Client bears full and sole responsibility for compliance with all laws and regulatory requirements applicable in the Client's country of citizenship, tax residency, residence, and physical location.
- 1.6 The Company may verify the Client's jurisdictional and sanctions status at any time and, where required by applicable law or the Company's AML/KYC/sanctions controls, immediately block the account, suspend operations and/or withhold deposits and withdrawals pending completion of AML/KYC/sanctions review, including as required by the Bank Secrecy Act and FinCEN regulations. The Company may report matters to competent authorities where required by law.
- 1.7 Any breach of this Section is a material breach and may result in unilateral termination without prior notice.
- 1.8 The Company is registered with the U.S. Securities and Exchange Commission EDGAR system under CIK 0002094541 and with Kompass under registry number USNKC00044114. These registrations are listed for full disclosure purposes only and do not constitute any form of regulatory approval, endorsement or licensing of the Company's services.
2. TERMS AND DEFINITIONS
- 2.1 "Platform" means the proprietary software and infrastructure owned and/or controlled and/or used under license by the Company used to provide execution-only margin trading services.
- 2.2 "Account" means the Client's trading account opened after completion of mandatory AML/KYC procedures and acceptance by the Company.
- 2.3 "Cash-Settled Spot Price Based Contract" means a cash-settled contract referencing an underlying spot price without physical delivery.
- 2.4 "Liquidity Provider" ("LP") means an independent third-party financial institution providing executable quotes and liquidity used for A-Book execution.
- 2.5 "A-Book ECN DMB" means the only permitted execution model: Electronic Communication Network with access to Direct Market Book/Depth of Market provided by multiple independent LPs, without internalization or dealing desk.
- 2.6 "Commission per Lot" means the Company's trading fee charged as fixed commission per lot (Commission-Only model).
- 2.7 "Spread" means the Bid/Ask difference derived from LP quotes.
- 2.8 "Swap" means overnight financing charge/credit applied on rollover and passed through from LPs.
- 2.9 "Margin" means collateral required to open or maintain positions; "Leverage" means ratio of position notional to required margin (maximum up to 1:200).
- 2.10 Any capitalized terms not defined herein have the meaning assigned in the Company's Legal Information and Full Disclosure and in the Platform specifications.
3. SCOPE AND NATURE OF SERVICES PROVIDED
- 3.1 The Company provides Clients with execution-only access to margin trading in Cash-Settled Spot Price Based Contracts on: Spot Forex, Spot Crypto, Spot Metals, Spot Commodities, Spot Indices, and Spot Stocks.
- 3.2 The Company provides technological infrastructure, account maintenance, order routing to ECN/LP pool, automated calculations, reporting, and technical support.
- 3.3 The Company does not provide investment, financial, legal or tax advice; does not recommend transactions; and does not guarantee profits or protect the Client from losses.
- 3.4 Instrument specifications are published on the Platform and may be amended by the Company with immediate effect upon publication.
- 3.5 The Client confirms review and understanding of specifications before trading.
4. ORDER EXECUTION MODEL: 100% A-BOOK ECN DMB
- 4.1 The Company operates strictly and exclusively under the 100% A-Book ECN DMB model.
- 4.2 All Client orders are routed to external LPs through ECN/aggregation infrastructure and executed at the best available prices and volumes.
- 4.3 The Client may receive raw quotes and, where available, Depth of Market/Direct Market Book data derived from LP liquidity.
- 4.4 The Company does not act as counterparty to Client trades, does not internalize orders, and has no financial interest in Client losses. B-Book/Hybrid/internalization models are strictly prohibited.
- 4.5 The Company may provide execution reports or audit trail confirmations where available and permissible.
5. QUOTES, SPREADS AND SWAPS
- 5.1 Quotes are derived from external LPs and may differ from quotes available on other venues.
- 5.2 Spreads are variable and may widen due to volatility, news events, low liquidity, session boundaries, rollovers, or LP withdrawal of liquidity.
- 5.3 Swap/overnight financing values are determined by LP conditions and market rates and may be positive or negative.
- 5.4 The Company is not responsible for temporary discrepancies between LP sources or third-party reference data.
6. TRADING CONDITIONS: LEVERAGE AND MARGIN
- 6.1 The maximum available leverage may be up to 1:200, subject to instrument, account type, volatility, and LP requirements.
- 6.2 Margin requirements are calculated automatically by the Platform.
- 6.3 Margin Call and Stop Out/Close-Out levels are defined in the Platform and may vary by account type and instrument.
- 6.4 The Company may increase margin requirements or set instruments to close-only mode during periods of elevated risk.
7. NEGATIVE BALANCE PROTECTION
- 7.1 The Company provides Negative Balance Protection (NBP) to eligible retail Clients.
- 7.2 In the event of a negative balance, the Company may credit the account to restore the balance to zero.
- 7.3 NBP does not apply to: (i) losses from fraud or chargebacks; (ii) prohibited trading practices; (iii) non-trading debts; or (iv) cases prohibited by applicable law.
8. FEES AND CHARGES
- 8.1 The Company's trading revenue is commission-only. Commissions per lot are disclosed in the Platform specifications.
- 8.2 The Company does not charge hidden fees.
- 8.3 Bank, payment system and PSP fees are charged by third parties and are borne by the Client.
9. ORDER EXECUTION, SLIPPAGE AND MANIFEST ERRORS
- 9.1 Orders are executed at the best available market prices. Positive or negative slippage and partial fills may occur.
- 9.2 The Company may cancel, correct or unwind a transaction only in the case of a Manifest Error supported by objective evidence.
- 9.3 The determination of a Manifest Error is based on Platform server logs and, where available, Liquidity Provider confirmations.
10. DEPOSITS AND WITHDRAWALS
- 10.1 Deposits and withdrawals are available only via methods displayed in the Client dashboard.
- 10.2 Withdrawals are made only to bank accounts or wallets belonging to the verified account owner.
- 10.3 Processing times are estimates only. Crypto: 1–24 hours. Bank: 2–7 business days.
- 10.4 Processing timelines may be longer due to AML/KYC/sanctions review or other compliance procedures.
- 10.5 The Company is not responsible for delays after funds leave the Company's control.
11. KYC, AML/CTF, SANCTIONS AND ANTI-FRAUD MEASURES
- 11.1 The Company conducts mandatory identity and address verification.
- 11.2 The Company performs sanctions screening and may block, restrict, suspend, or terminate accounts.
- 11.3 The Company may report suspicious activity to competent authorities as required by the Bank Secrecy Act and FinCEN regulations.
- 11.4 The Company retains required documentation and records for at least five (5) years.
- 11.5 FinCEN does not recommend, approve, or endorse any business that registers as a Money Services Business (MSB).
- 11.6 All regulatory registrations and identifiers of WOUFX LLC are used exclusively for transparency and compliance purposes and do not imply any additional licensing.
12. RISK WARNING
- 12.1 Margin trading involves a high level of risk and may result in partial or total loss of the Client's funds.
- 12.2 Information on the Platform or website does not constitute advice. The Company does not guarantee profits or protection from losses.
13. TECHNICAL RISKS AND LIMITATION OF LIABILITY
- 13.1 The Platform depends on third-party infrastructure. 100% uptime is not guaranteed.
- 13.2 The Company is not liable for losses arising from internet delays, device failures, malware, or third-party outages.
- 13.3 The Company shall not be liable for any indirect, incidental, special, consequential, exemplary or punitive damages.
- 13.4 The Company's aggregate liability shall not exceed the total trading commissions paid during the three (3) months preceding the event.
- 13.5 Nothing in this Agreement excludes liability for fraud or willful misconduct where prohibited by law.
14. INTELLECTUAL PROPERTY
- 14.1 The Platform, website content, software, APIs, databases, analytics, trademarks, and logos are the intellectual property of the Company or its licensors.
- 14.2 The Client must not reverse engineer, decompile, copy, scrape, or otherwise misuse the Platform.
- 14.3 Unauthorized use of the Company's trademarks or content is prohibited.
15. PROHIBITED PRACTICES AND ENFORCEMENT
- 15.1 The Client must not engage in market manipulation, spoofing, layering, abusive latency arbitrage, exploitation of pricing errors, fraud, or collusion.
- 15.2 The Company may investigate suspected misconduct using server logs, execution trails, and analytics.
- 15.3 Where misconduct is identified, the Company may set accounts to close-only, cancel trades, withhold withdrawals, suspend or terminate accounts.
16. TERMINATION OF THE AGREEMENT
- 16.1 The Client may terminate this Agreement by requesting account closure.
- 16.2 The Company may terminate or suspend the Agreement immediately in the event of breach, false information, or sanctions/AML risk.
- 16.3 Termination does not affect obligations that survive termination.
17. GOVERNING LAW AND DISPUTE RESOLUTION
- 17.1 This Agreement is governed exclusively by the laws of the State of Delaware, USA.
- 17.2 Disputes shall be settled by binding arbitration administered by the American Arbitration Association (AAA) in Wilmington, Delaware.
- 17.3 The Client waives any right to participate in a class action or collective proceeding.
- 17.4 The Company may seek equitable relief in Delaware courts for IP, confidentiality, or cybersecurity matters.
- 17.5 Claims must first be sent to legal@woufx.com.
18. NOTICES, AMENDMENTS, ORDER OF PRECEDENCE, FINAL PROVISIONS
- 18.1 Notices may be delivered electronically via email and/or Client dashboard.
- 18.2 The Company may amend this Agreement by publishing updates. Continued use constitutes acceptance.
- 18.3 This Agreement prevails over other documents except where AML/KYC/sanctions policies or mandatory law require otherwise.
- 18.4 Severability: if any provision is invalid, the remainder remains effective.
- 18.5 This Agreement is provided exclusively in English, which is the sole controlling language.
ANNEX A — COPY TRADING TERMS (EXECUTION-ONLY)
- A.1 If Copy Trading is enabled, it is provided strictly on an execution-only basis.
- A.2 Copied orders may execute at different prices due to latency, slippage, and LP liquidity changes.
- A.3 The Client remains solely responsible for selecting signal providers and monitoring account risk.
- A.4 The Company may suspend or restrict copy trading features.
ANNEX B — RISK DISCLOSURE STATEMENT (EXPANDED)
- B.1 Leverage magnifies outcomes and may cause rapid liquidation.
- B.2 Stop-loss orders may not prevent losses during gaps or fast markets.
- B.3 Execution depends on external liquidity. Partial fills, slippage, and LP rejection may occur.
- B.4 Technical and connectivity failures may prevent timely order placement or closure.
- B.5 Crypto reference markets may experience extreme volatility and outages.
- B.6 The Client may lose all funds in the account. Past performance is not indicative of future results.
ANNEX C — PLATFORM SPECIFICATIONS (INCORPORATION BY REFERENCE)
- C.1 Instruments, specifications, trading hours, commissions, swaps, margin requirements, and risk limits are published within the Platform.
- C.2 The Company may update specifications due to market conditions and LP requirements.
- C.3 If any specification conflicts with mandatory law or AML/KYC/sanctions requirements, the latter prevail.
3A. CORPORATE STRUCTURE DISCLOSURE
- 3A.1 WOUFX LLC is the sole contracting entity and remains fully responsible for all obligations toward the Client.
- 3A.2 Certain functions may be performed by WOUFX Technologies Ltd. (Saint Lucia, Registration No. 2026-00018) under an intercompany services agreement.
- 3A.3 WOUFX Technologies Ltd. maintains an operational office at: Pindou 10, Thalia Block 2, Office 102, 8220 Chloraka, Paphos, Republic of Cyprus.
3A.4 WOUFX Technologies Ltd.:
- (a) provides technology infrastructure and system support;
- (b) administers agreements with approved Liquidity Providers;
- (c) performs clearing and settlement support functions;
- (d) may act as authorized operational payment processing agent.
- 3A.5 WOUFX Technologies Ltd. does not enter into brokerage agreements with Clients, does not act as counterparty, does not internalize orders, and does not operate any B-Book or Hybrid structure.
- 3A.6 All Client contractual rights and obligations remain exclusively with WOUFX LLC.
- 3A.7 The Company does not provide services to U.S. Persons and does not conduct brokerage activity within the United States.
CONTACT INFORMATION
- Technical Support: support@woufx.com
- Legal Department: legal@woufx.com
- Website: woufx.com
Questions about this document: legal@woufx.com