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Lek Securities Corporation LEK SECURITIES CORPORATION and _____________________________________________________ (Insert name of Broker Dealer) BROKER DEALER PROPRIETARY TRADING AGREEMENT In order to fight the funding of terrorist activity and money laundering, Lek Securities like other financial institutions is required by law to obtain, verify, and record information that identifies each person who opens an account, including legal persons such as corporations and partnerships. When an account is opened, Lek Securities asks for information to identify the person opening the account and in some cases the persons controlling the account. We may also ask for identifying documentation. Lek Securities Corporation One Liberty Plaza – 52nd Floor New York, NY 10006 (212) 509-2300 www.LekSecurities.com Page 1 This Agreement contains the terms and conditions upon which Lek Securities Corporation (“LSC”) agrees to provide services to the Broker Dealer / Proprietary Trader specified on the signature page of this Agreement (the “Proprietary Trader”). Each of LSC and the Proprietary Trader is referred to as a “Party”, and, together as the “Parties”, for purposes of this Agreement. Terms and Conditions 1 Services LSC shall establish one or more cash or margin accounts (the “Account”) in which credit may be extended, designated by the name of the Proprietary Trader. The Proprietary Trader shall make available for delivery from the Account, or provide to LSC, such cash and/or securities as may be required by LSC to settle and clear transactions effected by or on behalf of the Proprietary Trader and for such other purposes as LSC may require. In addition, where the Proprietary Trader has sold securities “short” or otherwise has a delivery obligation with respect to securities that are not available for transfer from the Account, LSC may satisfy the Proprietary Trader‟s obligation to deliver securities to the purchasers thereof by delivering securities on the Proprietary Trader‟s behalf, subject always to LSC‟s right to buy-in the relevant securities for the Account. 2 Applicable Law The Proprietary Trader acknowledges that this Agreement is subject to all applicable laws, rules, and regulations, including, without limitation, those of all U.S. and, if applicable, non-U.S., federal, state and local governmental authorities, self-regulatory organizations, markets, exchanges and clearing facilities (collectively referred to herein as “Applicable Law”). 3 Margin 3.1 The Proprietary Trader agrees that it will, immediately upon demand by LSC, maintain in and furnish to the Account such securities and/or pay such monies to LSC for the credit of the Account as LSC may require in light of outstanding Contracts, Obligations, and potential Obligations (as defined in Section 10.2). Such Collateral requirements shall be set from time-to-time by LSC in its discretion and subject to Applicable Law. The securities that LSC will accept as margin, and their value, shall be as determined by LSC from time-to-time without notice in its commercially reasonable discretion and in light of, among other things, market conditions applicable to the relevant securities, including the size of any position. 3.2 The Proprietary Trader and LSC agree that, to the extent that collateral, credit support, or margin is not furnished by the Proprietary Trader pursuant to this Section 3, the provisions of each Contract entitling a party to request and requiring a party to delivery collateral, credit support, or margin shall remain in full force and effect and may be relied upon. 4 Collateral; Right to Rehypothecate Any securities credited to the Account shall be held by LSC as custodian, subject to any rights or obligations imposed on LSC by Applicable Law. Proprietary Trader expressly grants LSC the right, subject to Applicable Law, without further notice to Proprietary Trader, to hold, register and re-register any Collateral (as defined in Section 10.1) in the name of LSC or in another name, and to pledge, repledge, hypothecate, rehypothecate, sell, lend, or otherwise transfer or use any amount of the Collateral, separately or together with other amounts of Collateral, with all attendant rights of ownership (including the right to vote securities), for the sum due to LSC, or for a greater sum and for a longer time than the Obligations (as defined in Section 10.2) or Contracts (as defined in Section 10.2) with respect to which the Collateral was pledged and without retaining in their possession and/or control a like amount of similar Collateral, and to use or invest cash Collateral at its own risk. For the purposes of returning any Collateral to the Proprietary Trader, LSC‟s obligations shall be satisfied by delivering securities of the same issuer, class and quantity as the Collateral initially transferred. Lek Securities Corporation One Liberty Plaza – 52nd Floor New York, NY 10006 (212) 509-2300 www.LekSecurities.com Page 2 5 Fees and Costs The Proprietary Trader shall pay to LSC, on demand, LSC‟s reasonable costs (including tax costs specifically related to a transaction) together with LSC‟s fees (including fees for lending securities to the Proprietary Trader and otherwise financing securities positions or strategies), in each case, in respect of the services contemplated by this Agreement. Such fees will be those as may be specified by LSC from time- to-time. The Proprietary Trader hereby acknowledges receipt of LSC‟s Truth in Lending disclosure statement (attached as Schedule I). In addition, LSC will charge the Proprietary Trader fees for any securities lent to the Proprietary Trader or delivered on behalf of the Proprietary Trader at such rate as LSC shall determine in light of the market conditions. LSC shall have the right to debit the Account for any payment due under this Agreement or any Contract. 6 Minimum Equity 6.1 The Proprietary Trader shall maintain minimum equity of $300,000. The minimum equity requirement is subject to periodic review and may be adjusted at the sole and absolute discretion of Lek Securities Corporation based upon such review. The equity does not represent an ownership interest or any investment in Lek Securities Corporation. 6.2 Forthwith upon request of Lek Securities Corporation, Proprietary Trader will pay any margin requirement based on the Depository Trust and Clearing Corporation‟s (DTCC) “Value-At-Risk Volatility” calculation pertaining to Proprietary Trader insofar the margin requirement exceeds the Cash Available in the Account. This margin requirement is a measure of volatility risk for unsettled positions and is performed daily by the DTCC. All payments required to be made pursuant to this section will be paid by Proprietary Trader on same day as the margin call by means of an electronic wire transfer. 6.3 Within thirty (30) days after the termination of this Agreement, Lek Securities Corporation shall refund to the Proprietary Trader the equity in the account plus any accrued interest thereon less any unpaid charges, costs, and expenses and a reasonable reserve, if any, for any known or expected additional costs, expenses, or charges arising out of the clearing relationship. Lek Securities Corporation might withhold such a reserve related to any open dispute or balances owed after the Proprietary Trader has been notified previously of such amount(s) and has had an opportunity within a period during the thirty (30) days subsequent to termination to remedy such dispute or any necessary or negotiated payment. 7 Termination Except where an Event of Default (as defined in section 11) occurs (in which case Section 12 shall apply with respect to termination): this Agreement may be terminated by either Party upon giving written notice to the other; provided, however, that this Agreement shall remain in effect as to any transactions, including unsettled transactions, or Obligations (as defined in Section 10.2) that remain outstanding. The Proprietary Trader shall pay to LSC all reasonable costs incurred by it in transferring any securities and money held by it under or in connection with the termination of this Agreement to the Proprietary Trader or to its order. No party shall incur a penalty upon termination. 8 Representations and Warranties The Proprietary Trader represents and warrants to and for the benefit of LSC as of the date hereof, which representations and warranties will be deemed to be repeated on each date on which an Obligation is in existence or a transaction or Contract is effected for the Account, that: 8.1 the Proprietary Trader has full power and is duly authorized to execute and deliver this Agreement and each Contract, and this Agreement and each Contract has been, or, in the case of Contracts entered into after the date hereof, will be duly executed and delivered by the Proprietary Trader; and the execution, delivery and performance by the Proprietary Trader of this Agreement and each Contract and the fulfillment of the Obligations, do not and will not result in a breach or violation of any law, rule, regulation, order, or award Lek Securities Corporation One Liberty Plaza – 52nd Floor New York, NY 10006 (212) 509-2300 www.LekSecurities.com Page 3 binding on the Proprietary Trader or its property, or the Proprietary Trader‟s organizational documents, or any material contract or other instrument binding on or affecting the Proprietary Trader or any of its property. 8.2 the Proprietary Trader is not in material default under any agreement to which it is a party or by which it or its material assets is or are bound and no litigation, arbitration, or administrative proceedings are current or pending which are material in the context of this Agreement. 8.3 the Proprietary Trader is the lawful owner of all Collateral, free and clear of all liens, claims, encumbrances and transfer restrictions, except such as are created under this Agreement and the Proprietary Trader will not cause or allow any of the Collateral, whether now owned or hereafter acquired, to be or become subject to any liens, security interests, mortgages or encumbrances of any nature other than those in favor of LSC.
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