Please read the following terms and conditions carefully
The following are the terms and
conditions for use of the Arqaam Capital website (the "Site") and
by accessing this Site you agree to be bound by them. The term
"Arqaam Capital" when used herein refers to Arqaam Capital Limited
(registered in the Cayman Islands) and any or all of its
affiliated, controlled or associated companies worldwide.
Use of Site
Arqaam Capital may in its sole
discretion terminate your access to or use of this Site for any
reason, including without limitation where we believe that you have
not acted in accordance with the terms and conditions of this
Site.
Regulator and responsibility
Arqaam Capital Limited (registered in
the Dubai International Financial Centre ("DIFC")) is regulated by
the Dubai Financial Services Authority (DFSA). Arqaam Securities
LLC (registered in the Emirate of Dubai) is regulated by the
Securities and Commodities Authority of the United Arab Emirates
("SCA"). Neither the DFSA, SCA, the Central Bank of the United Arab
Emirates nor any other regulatory authority have reviewed or
verified any of the information contained in this Site, nor have
any of them any responsibility for it. If you do not understand any
of the contents of this Site, you should contact a legal or
financial advisor.
Accuracy of information
The information contained on the Site
may have been taken from trade and statistical services and other
sources which we deem reliable. We do not represent that such
information is accurate or complete and it should not be relied
upon as such. Any opinions expressed on the Site reflect our
judgement at the date of issue of the relevant report and are
subject to change without notice. Any pricing is indicative and
does not, and is not intended to, constitute either an offer to buy
or sell nor a representation that a purchase or sale can be
effected at that price. Past performance is not indicative of
future results. Arqaam Capital may, where permitted by law, act
upon material available on the Site prior to its publication on the
Site.
Sales and Marketing Restrictions
The restrictions in this section apply
to all communications by or from Arqaam Capital, including all
matters on this Site, on any email, letter, facsimile, SWIFT or
other communication sent by or from Arqaam Capital and in any
Arqaam Capital document.
- (a)No communication by Arqaam Capital should be
construed as a solicitation or offer, or recommendation, to acquire
or dispose of any investment or to engage in any other transaction,
or to provide any investment advice or service unless expressly
provided to the contrary in an Arqaam Capital document in
accordance with its terms. In particular, no communication by
Arqaam Capital is or is intended to amount to an offer of
securities within the meaning of DIFC Law No. 12 of 2004 (the DIFC
Markets Law) or the equivalent laws, rules and regulations made by
the SCA and the Central Bank of the United Arab Emirates.
- (b)Any communication by Arqaam Capital containing
an offer or an invitation to subscribe for or purchase securities,
or otherwise including an investment communication, is directed at
and being distributed only to investors or prospective investors
who meet certain qualifications and to whom any investment or
service may be offered or promoted without breach of any applicable
laws. No communication by Arqaam Capital shall constitute an offer
or invitation to subscribe for, or purchase, any securities in any
jurisdiction in which it is unlawful to make to such person such an
offer or invitation without compliance with any registration or
other legal requirements. The distribution of any such
communication in certain jurisdictions may be restricted and,
accordingly, persons into whose possession such communication comes
are required to inform themselves about, and observe, such
restrictions.
- (c)Any communication by Arqaam Capital is directed
at wholesale customers and not Retail Customers within the meaning
of the DFSA rules and any investment or financial product to which
any Arqaam Capital document relates will only be made available to
a wholesale customer who Arqaam Capital is satisfied meets the
regulatory criteria to be a Client, within the meaning of the DFSA
rules (a "Relevant Person"). If you are not a Relevant Person, you
must not rely or otherwise act on any Arqaam Capital
communication.
- (d)Arqaam Capital expects it clients to make their
own independent decision as to whether to enter into a transaction
and as to whether that transaction is appropriate or proper for it
or its customers based upon its own judgment. Clients should not
rely on any communication (written or oral) of Arqaam Capital or
its directors, officers and employees as investment advice or as a
recommendation to enter into that particular transaction; it being
understood that any recommendation by Arqaam Capital will be of a
non-specific nature on the basis of general trends and certain
assumptions and without reference to the Client's particular
circumstances. No communication (written or oral) received from
Arqaam capital will be deemed to be an assurance or guarantee as to
the expected results of that transaction.
- (e)Arqaam Capital is not licensed to conduct
Islamic Financial Business within the meaning of the DIFC Law
Regulating Islamic Financial Business, DIFC Law No. 13 of 2004. In
particular, Arqaam Capital's license is not endorsed to permit it
to operate an Islamic Window within the meaning of the DFSA rules
and it does not have a Shari'a supervisory board. In offering or
marketing any product, which has been reviewed by a Shari'a
supervisory board, Arqaam Capital cannot and does not represent or
warrant that any such product is Shari'a compliant.
- (f)Any foreign collective investment fund ("FCIF")
(within the meaning of DFSA rules) mentioned in any Arqaam Capital
communication is not subject to any form of regulation or approval
by the DFSA. The DFSA has no responsibility for reviewing or
verifying any document or other Arqaam Capital communication in
connection with FCIFs. Accordingly, the DFSA has not approved any
information about FCIFs or any other associated products nor taken
any steps to verify the information set out on this Site or in any
other Arqaam Capital communication, and has no responsibility for
it. Any FCIFs mentioned in any Arqaam Capital communication may be
illiquid and/or subject to restrictions on their resale.
Prospective purchasers of any FCIF units offered should conduct
their own due diligence on the FCIF and consult an authorised
financial adviser.
- (g)In addition to and notwithstanding the
generality of the foregoing, the following restrictions shall
apply:
Bahrain:Either Arqaam Capital documents or
communications offering securities (i) will not be filed with the
Central Bank of Bahrain ("CBB"), in which case they may not be
circulated within the Kingdom of Bahrain nor may any securities be
offered for subscription or sold, directly or indirectly, nor may
any invitation or offer to subscribe for any securities be made to
persons in the Kingdom of Bahrain or (ii) will be filed with the
CBB, in which case they may be circulated within the Kingdom of
Bahrain and securities may be offered for subscription or sold to
persons in the Kingdom of Bahrain on a private placement basis. A
private placement does not afford an investor of the protection of
regulations of the CBB applying to public offerings of securities,
and securities offered on a private placement basis in the Kingdom
of Bahrain may only be offered in minimum subscriptions of
US$100,000 and will only available to "accredited investors" in
Bahrain, defined as (a) individuals holding financial assets
(either singly or jointly with their spouse) of US$1,000,000 or
more; (b) companies, partnerships, trusts or other commercial
undertakings, which have financial assets available for investment
of not less than US$1,000,000; or (c) governments, supranational
organisations, central banks or other national monetary
authorities, and state organisations whose main activity is to
invest in financial instruments (such as state pension funds). In
either case, no document or communication will be reviewed by the
CBB and the CBB assumes no responsibility for the accuracy and
completeness of the statements and information contained in any
document or communication or for the performance of an entity or
its promoters.
Cayman Islands: No Arqaam Capital document or
communication will be an invitation, whether directly or
indirectly, to the public in the Cayman Islands to subscribe for
securities.
Dubai International Financial Centre: Arqaam
Capital documents or communications offering securities will seek
to rely on the exempt offer rules under the Offered Securities
Rules of the DFSA. Any such document or communication is intended
for distribution only to persons of a type specified in those
Rules. It must not be delivered to, or relied on by, any other
person. The DFSA has no responsibility for reviewing or verifying
any documents or communications in connection with exempt offers.
The DFSA will not have approved such document or communication nor
taken steps to verify the information set out in it, and has no
responsibility for it. The securities referred to in such document
or communication may be illiquid and/or subject to restrictions on
their resale. Prospective purchasers of the securities offered
should conduct their own due diligence on the securities and
consult an authorised financial adviser if they do not understand
its terms.
Kuwait:Any securities offered will not have not
been licensed in Kuwait by the Ministry of Commerce and Central
Bank of Kuwait or any other relevant Kuwaiti Government agency. The
offering of securities in Kuwait on a private placement basis or
public marketing is restricted by Decree Law 31 of 1990, as
amended, and Ministerial Order No. 113 of 1992, as amended. No
private or public offering of these securities will be made in
Kuwait, and no agreement relating to the sale of securities will be
concluded in Kuwait. No marketing or solicitation or inducement
activities will be used to offer or market the securities in
Kuwait.
Qatar: Any offering will not be filed with,
reviewed or approved by the Qatar Central Bank, any other relevant
Qatar or foreign government body or securities exchange.
Oman: Documents or communications offering
securities will neither constitute a public offer of securities in
the Sultanate of Oman ("Oman") as contemplated by the Commercial
Companies Law of Oman (Sultani Decree 4/74) or the Capital Market
Law of Oman (Sultani Decree 80/98), nor will they constitute an
offer to sell, or the solicitation of any offer to buy non-Omani
securities in Oman as contemplated by Article 6 of the Executive
Regulations to the Capital Market Law of Oman (issued vide
Ministerial Decision No 4/2001), and nor will they constitute a
distribution of non-Omani securities in Oman as contemplated under
the Rules for Distribution of Non-Omani Securities in Oman issued
by the Capital Market Authority of Oman ("CMA"). Additionally, no
such document or communication will be intended to lead to the
conclusion of any contract of whatsoever nature within the
territory of Oman. Documents or communications offering securities
will only be sent at the request of the investor in Oman, and by
receiving it, the person or entity to whom it has been issued and
sent understands, acknowledges and agrees that it has not been
approved by the CMA or any other regulatory body or authority in
Oman, nor has any authorisation, license or approval been received
from the CMA or any other regulatory authority in Oman, to market,
offer, sell, or distribute the securities referred to herein within
Oman. No marketing, offering, selling or distribution of any
financial or investment products or services has been or will be
made from within Oman and no subscription to any securities,
products or financial services may or will be consummated within
Oman. Arqaam Capital is not licensed by the CMA in Oman.
Saudi Arabia: Any document or communication
offering securities will include information given in compliance
with the "Offer of Securities Regulations" as issued by the Board
of the Capital Market Authority Resolution Number 2-11-2004 dated 4
October, 2004 and amended by resolution of the Board of the Capital
Market Authority Resolution Number 1-33-2004 dated 21 December,
2004 (the "KSA Regulations"). Any such document may not be
distributed in the Kingdom of Saudi Arabia except to such persons
as are permitted under the KSA Regulations. It should not be
distributed to any other person, or relied upon by any other
person. Any investor in the Kingdom of Saudi Arabia or who is a
Saudi person (a "Saudi Investor") who acquires any securities
pursuant such offering should note that the offer such securities
will be an exempt offer under subparagraph (3) of paragraph (a) of
article 16 of the KSA Regulations. The securities will be offered
to no more than 60 Saudi Investors and the minimum amount payable
by each Saudi Investor must not be less than Saudi Riyal 1 million
or an equivalent amount. Any such offer will therefore be exempt
from the public offer of the KSA Regulations. The Capital Market
Authority will not take any responsibility for the contents of any
offering document, nor will it make any representation as to its
accuracy or completeness, and will expressly disclaim any liability
whatsoever for any loss arising from, or incurred in reliance upon,
any part of such document.
United Arab Emirates: Nothing shall be deemed to
constitute a public offer of securities in the United Arab Emirates
in accordance with the Commercial Companies Law (Federal Law No.8
of 1984 as (amended)) or otherwise, nor shall be intended to be a
public offer. Documents or communications offering securities will
only be addressed to persons who are sophisticated investors.
Further, no document or communication is intended to lead to the
conclusion of any contract of whatsoever nature within the
territory of the United Arab Emirates.
Forward Looking Statements
Any statements in any document or
communication that are not historical facts are forward-looking
statements. These forward-looking statements are based on current
expectations, estimates and projections, and rely on beliefs and
assumptions. Words such as "expects", "targeted", "anticipates",
"should", "intends", "plans", "believes", "seeks", "estimates",
"forecasts", "projects", variations of such words and similar
expressions are intended to identify such forward-looking
statements. These statements are not guarantees of future
performance and involve certain risks, uncertainties and
assumptions which are difficult to predict. Therefore, actual
outcomes and returns may differ materially from what is expressed
or forecasted in such forward-looking statements.
No warranty
Although Arqaam Capital has taken all
reasonable care to ensure that the information provided on this
Site is accurate, we give no warranties of any kind. ALL CONTENT
AND THE WEB SITE ITSELF ARE PROVIDED "AS IS" WITHOUT ANY WARRANTY
OF ANY KIND. ARQAAM CAPITAL MAKES NO REPRESENTATIONS OR WARRANTIES
AND, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, HEREBY
EXPRESSLY DISCLAIMS ANY AND ALL EXPRESS, IMPLIED AND STATUTORY
REPRESENTATIONS AND WARRANTIES OF ANY KIND TO USER AND/OR ANY THIRD
PARTY INCLUDING, WITHOUT LIMITATION, ANY WARRANTY AS TO ACCURACY,
TIMELINESS, COMPLETENESS, MERCHANTABILITY, FITNESS FOR A PARTICULAR
PURPOSE, NON-INFRINGEMENT, AND/OR FREEDOM FROM COMPUTER VIRUS.
Opinions and any other content on the Site are provided by us for
personal use and informational purposes only and are subject to
change without notice. Nothing contained on the Site constitutes
investment, legal, tax or other advice and is not to be relied on
in making an investment or other decision. You should obtain
relevant and specific professional advice before making any
investment decision.
No liability
Arqaam Capital will accept no liability
in any event including (without limitation) negligence for any
damages or loss of any kind, including (without limitation) direct,
indirect, incidental, special or consequential damages, expenses or
losses arising out of, or in connection with your use or inability
to use the Site, or in connection with any error, omission, defect,
computer virus or system failure, or loss of any profit, goodwill
or reputation, even if expressly advised of the possibility of such
loss or damages, arising out of or in connection with the access
of, use of, performance of, browsing in or linking to other sites
from this Site. We do not exclude our duties or liabilities under
the DFSA or SCA rules. We reserve the right to modify, suspend or
discontinue, temporarily or permanently, the Site or any part of
it, with or without notice, at any time. You agree that we shall
not be liable to you or to any third party for any such
modification, suspension or discontinuance of the Site.
Copyright
The entire content of this Site is
subject to copyright with all rights reserved and the information
held is for your own personal use only. You may reproduce this
information in hard copy solely for your personal use. The
information may not otherwise be reproduced, distributed or
transmitted to any other person or incorporated in any way into
another document or other material. The information and software on
this Site may not be taken out of context or presented in an
unfair, misleading or discriminating manner. You agree not to
remove any copyright notice or other notice signifying Arqaam
Capital or any third party's intellectual property rights. Except
as expressly provided herein, nothing contained on this Site shall
be deemed or construed to confer any license or right, expressly,
by implication, estoppel or otherwise, under any of Arqaam
Capital's intellectual property rights.
Trade marks and Service marks
Our logos, trade marks and service
marks on this Site may not be used without our prior written
consent.
Translations
This Site and any Arqaam Capital
document or communication may be translated into other languages.
Any such translation shall have the same meaning as the English
language version. To the extent that there is any inconsistency
between the English language version and any translated version,
the English language version will prevail, except, to the extent
(but only to the extent) required by the laws of any
jurisdiction.
Governing law
English law governs these terms and
conditions and you agree that the English Courts shall have
exclusive jurisdiction to determine any matter or dispute in
connection with or arising out of this Site and these terms and
conditions.
