Warning: Money laundering is a very serious international offence and customers should note that any suspicious transactions will be reported to the appropriate authorities in relevant countries without further reference

Any individual or business (“Principal”) that wishes to enter into transactions for the purchase and sale of currency and/or opening a Client Currency Manager Account with the Intermediary and its partners, agrees that such service and transactions will be conducted under these terms and conditions (“terms”).

1.1 The Principal hereby appoint and authorise CG Botha, t/a Tax Consulting South Africa, FSP: 38421 (“the Intermediary”) to enter into and perform any obligations pursuant to any over the counter and/or exchange traded foreign exchange spot, forward option, and swap transactions, the opening of customer foreign currency accounts with Investec (acting through its Corporate and Institutional Banking division) Registration Number 1969/004763/06 (Investec) on behalf of the Principal (the Transactions) and/or any other accounts as may be required for purposes of the Transactions and to facilitate payments to or from those accounts on behalf of the Principal in settlement of the Transactions; and

1.2 The Principal hereby authorises the duly authorised representatives of the Intermediary to execute, negotiate, finalise and sign and/or dispatch any and all documents related to the Transactions, including, but not limited to, trade confirmations and any ancillary documents that may be required to give effect to the Transactions.

1.3 The principal hereby warrants that any transactions undertaken on its behalf by the Intermediary shall comply with any rulings, regulations and legislation, in respect of the South African Reserve Bank Exchange Control Regulations and, further the principal warrants that it is not, as at the signature date hereof, and shall not, during the currency of this mandate, be, in contravention of any Exchange Control Rules, regulations and/or legislation. The principal further undertakes to furnish Investec with all documents required by the Exchange Control Department of the South African Reserve Bank prior to the maturity date of any transaction.

1.4 The principal acknowledges that Investec does not participate in any fee sharing arrangement with the Intermediary and as such no fees shall be payable by Investec in respect of any transaction(s) entered into between the Intermediary and Investec.

1.5 The principal acknowledges that Investec shall quote the market related base rate (“base rate”) in respect of transactions entered into by the Intermediary on behalf of the principal, the determination and amendment of which shall be solely within Investec’s discretion, which base rate shall be the rate at which Investec will convert the currency.

1.6 Notwithstanding the provisions of clause 1.4 and 1.5 above, the principal hereby expressly authorises its Intermediary to charge an agency fee, of no more than 1%, which shall be an additional charge to the base rate and as such expressly permits Investec to pay the Intermediary such Intermediary fees as accrue in respect of transactions executed by the Intermediary on behalf of the Principal.

1.7 The Principal hereby indemnifies Investec against any and all claims, loss, demands, liability, costs and expenses of whatsoever nature and howsoever caused and arising, which may at any time be made against Investec by any person or which Investec may sustain or incur arising directly or indirectly out of or in consequence of any payments facilitated by Investec on behalf of the principal.

2.1 The Principal acknowledges that the Intermediary and Investec have concluded, an Intermediary agreement (the Intermediary Agreement) pursuant to which the Intermediary is obliged to provide Investec with certain documents, information and undertakings in respect of the Principal, in order to enable Investec to satisfy itself that the Intermediary and Principal are in compliance with all applicable laws and regulations.

2.2 The Intermediary will accept orders from the Principal to buy and sell currencies for spot or forward delivery where the Principal agrees to take physical delivery of the purchased currency on the specified delivery date (“value date”). All orders are subject to exchange control rules governing the movement of forex in South Africa.

2.3 The Intermediary may accept orders from the Principal to do so as detailed in the mandate provisions on this agreement.

2.4 The Intermediary will accept written or oral instructions for an order by the Principal or any person duly authorised by the Principal, and may require written confirmation of any Principal instruction before accepting an order.

2.5 The Intermediary may provide the Principal with information about the foreign exchange markets but will not offer any advice to the Principal on the merits of any transaction either with the Intermediary or others. When entering into any contract the Principal shall rely entirely on his or her own judgment.

2.6 The Intermediary is not obliged to accept instructions from a Principal and may at its discretion refuse any order without giving any reason and without liability for any resultant loss or damages incurred by the Principal or any other party.

2.7 The Principal agrees to do all things necessary to give effect to the Transactions and to enable the Intermediary and Investec to comply with their obligations under the Intermediary Agreement, including, but not limited to:

2.7.1. providing the Intermediary or Investec (as appropriate) with accurate and up-to-date information for purposes of the Financial Intelligence Centre Act, 2001, the US Foreign Account Tax Compliance Act and other applicable laws and regulations;

2.7.2. ensuring it has sufficient funds available in its designated Investec account, in cleared funds, to settle the Transaction and any fees on or before the date stipulated by Investec; or

2.7.3. providing settlement instructions to the Intermediary or Investec (as appropriate); and

2.7.4. providing Investec or the Intermediary (as appropriate) with all ancillary documents associated with the Transactions required to give effect thereto

3.1 The Intermediary will issue a note confirming the details of each order which shall be sent to the Principal by email.

3.2 Unless the Principal notifies the Intermediary of any error or omission within 24 hours of receipt of a note issued by the Intermediary, the Principal shall be deemed to have ratified and accepted the contents of the note and shall not be entitled to dispute the contents of the note which will be conclusive evidence of the contract between the Intermediary and the Principal.

4.1 For a spot transaction payment is due from the Principal immediately upon the purchase of foreign funds by the Intermediary, the full amount specified by the Intermediary on the contract note. Electronic funds transfers will be initiated by the Intermediary only upon receipt of verified payment in good funds.

4.2 The Intermediary may deduct from any payments to be made to or on behalf of the Principal such amounts as the Intermediary may be required by law or as may be charged to the Intermediary in respect of transfer or other charges. All payments due from the Principal to the Intermediary under these terms shall be made without any deduction, counter-claim or withholding whatsoever.

4.3 All transactions will be subject to a R250.00 swift transfer fee and all transfers under R50,000.00 will be subject to a further R500.00 admin fee.

4.4 The Principal agrees that all funds to be paid by the Principal under the order will be beneficially owned by the Principal and will not be subject to any charge or lien.

4.5 The Principal agrees to notify us when paying funds into either their CCM account or the Intermediary ’s account. The Principal will reference said payment with their name and surname.

5.1 The Intermediary shall not be liable to the Principal for any costs, expenses, liabilities or losses resulting from the failure of the Intermediary to execute any contract in accordance with the instructions of the Principal.

5.2 The Intermediary accepts no responsibility for any delay in onward payment attributable to the late arrival of funds or instruction for payment relative to the cut off times of the designated bank.

5.3 The Principal shall indemnify the Intermediary against all costs, expenses, liabilities or losses of any nature suffered by the Intermediary through the non-failure of the Principal to observe any of the terms and conditions in respect of any contract with the Intermediary.

6.1 The Intermediary reserves the right to close out all or part of any orders without any further liability to the Principal for any loss if:

6.1.1. The Principal fails to make a payment for an order when due and in accordance with the terms.’

6.1.2. The Principal is sequestrated or commits any act of insolvency as defined by the Insolvency Act 24 of 1936 as amended.

6.1.3. Any other breach by the Principal under this agreement.

6.1.4. The Intermediary is requested to do so by any regulatory body or considers it desirable or necessary to do so for its own protection.

6.2 If the Principal becomes aware of any event referred to in this clause, they shall give The Intermediary notice immediately.

6.3 If the Principal fails to comply with any of its obligations under this agreement, the margin shall, at The Intermediary ’s discretion, be forfeit to The Intermediary.

6.4 If the Principal closes out an order, The Intermediary shall charge the Principal a minimum administration fee of R500. Such charges are to be paid within 48 hours of the termination of the contract. The Principal will be liable for any market loss applicable to the order trade. This may be deducted from the Principal deposit held by The Intermediary. Should the market loss be greater than the Principal deposit, the Principal will be liable for the difference and will be required to pay this difference within 48 hours of the termination of the trade.

7.1 Documents under this agreement may be sent by email or post and proof of posting shall be deemed to be proof of receipt if: in the case of email on the day of dispatch; and 2) in the case of delivery by post 72 hours from the date of local posting. Documents shall be sent to the last known address, email address given by each party from time to time.

8.1 Nothing in this agreement shall be deemed to create a partnership or joint venture or agency relationship between the parties or confer any right or benefit to any third party.

8.2 The terms and conditions of this agreement are the conditions in force at the date of this agreement and shall not be superseded, or modified except with written consent by the Intermediary.

8.3 No oral representation by the Intermediary, its employees or Intermediaries shall be binding on the Intermediary or shall form part of this agreement, and

8.4 all conditions, warranties or other terms implied by statute or common law are hereby excluded to the fullest extent permitted by law.

8.5 Should any of these terms be deemed unenforceable or illegal, the remaining terms will nevertheless continue in force and effect.

8.6 The Principal warrants that it is acting as Principal and has full legal capacity to enter into this agreement.

8.7 The Principal agrees that the Intermediary may carry out any check as to the Principal’s financial status as it deems fit.

8.8 The parties agree and consent to the recording of telephone conversations between the parties or their representatives without an automatic warning tone. The parties agree to the use of any such recordings as evidence in any dispute or anticipated dispute between the parties.

9.1 I, the undersigned hereby authorise and empower the Intermediary to invest money on my behalf with Investec Bank. I hereby acknowledge that in granting this mandate I assume, except in so far as there may in law be a right of recovery against the Intermediary, all risks connected with the administration of the entrusted funds, as well as the responsibility to ensure that the Intermediary executes the instructions as recorded in this written contract of agency. I further acknowledge that the Intermediary is entitled to levy an administration fee for the services rendered in terms of this contract. This administrative fee can be levied as a flat percentage or on a tiered basis depending on the size of the deposit held. Please note that any settlements for forex payments do not accrue any interest or fees. These fees are on an NACM basis (nominal annual compounded monthly), and are levied as a share of the gross interest rate. This administrative fee is levied as a flat percentage, up to 0.58% and inclusive of VAT.

9.2 We hereby indemnify you against any and all claims, loss, demands, liability, costs and expenses of whatsoever nature and howsoever caused and arising, which may at any time be made against you by any person or which you may sustain or incur arising directly or indirectly out of or in consequence of any payments facilitated by you on our behalf.

9.3 We acknowledge that you have the sole discretion to enter into the transactions with the Intermediary, and authorise you to follow the Intermediary’s instructions in all respects.

9.4 We acknowledge that no interest on the account is payable from the date when the transaction is booked and deal confirmation is issued.

9.5 We acknowledge that the Intermediary does not have full discretion for the use of these funds and funds may only be used for the settlement of foreign exchange transactions in terms of this agreement and/or third party payments in terms of written instruction to the Intermediary by ourselves.

9.6 We acknowledge the Intermediary to be authorised to sign the relevant balance of payment (BOP) forms deemed required in completing the foreign exchange transactions as well as any trade confirmations pertaining to the transaction booked.

9.7 This authority may be terminated by us on written notice to you.

10.1 Tax regulations require us to collect information about each account holder’s tax obligation(s) and citizenship(s). In certain circumstances Investec may be obliged to report this information to SARS (for example, where the account holder fails to provide the self-certification or where the self-certification is incorrect or incomplete). Should any information provided change in the future, please make sure you advise the Intermediary who administers your account immediately.

10.2 The Principal understands that the account may not be opened unless a valid self-certification form is provided. The Principal understands that Investec is required to report to SARS on accountholders who are US citizens or residents or who have unexplained US indicators, for example an address in the US or a US passport number, and shall not be entitled to dispute the contents of the contract note which will be conclusive evidence of the Investec Corporate and Institutional Banking Markets.

11.1 The Principal acknowledges that it has read, understood and agrees to be bound by the provisions of Investec’s “General Terms of Business”.

12.1 The Principal assumes responsibility for its own compliance with the Exchange Control Regulations, 1961 (Exchange Control Regulations).

12.2 The Principal shall provide the Intermediary with all documents as required by the Intermediary (in respect of the Principal) for the purposes of ensuring that the Intermediary complies with its duties under the terms of the Intermediary Agreement, including but not limited to providing:

12.3 all documents which Investec may reasonably require for the purposes of a Transaction;

12.4 confirmation that it/he/she/they are not in contravention of the Exchange Control Regulations;

12.5 all information required by Investec in order to enable Investec to comply with any obligations to report to any tax authorities under any applicable law or inter-governmental agreement, with such obligations arising pursuant to a Transaction.

13.1 If Investec has entered into a Transaction with the Intermediary (acting on behalf of the Principal) and Investec is prevented by law to settle such Transaction, the Principal acknowledges that Investec may, at its discretion, unwind the transaction.

13.2 If any Transaction is unwound as contemplated in paragraph 13.1 above, the Principal agrees to make payment of any reasonable costs incurred by Investec in unwinding such Transaction, with such costs being payable on demand.

14.1 The Principal hereby consents to:

14.1.1. the Intermediary sharing any information provided by the Principal to the Intermediary for the purpose of a Transaction or for any other reason referred to in the Intermediary Agreement; and

14.1.2. Investec sharing any information provided to it by an Intermediary in respect of the Principal for the purpose of a Transaction or for any other reason referred to in the Intermediary Agreement, including but not limited to, Investec sharing such information for the purpose complying with its obligations to report to all applicable tax authorities.

14.2 The Principal hereby acknowledges that it has been directed to take note of the Investec Data Protection Statement as set out here.

15.1 The Principal hereby warrants that it is not on a sanction list or located in any sanctioned country and it will ensure that the Transactions are not used to directly or indirectly finance the activities of any person or entity which is on a sanctions list or for the purpose of financing directly or indirectly the activities of any person in a sanctioned country, and/or the contribution or making available of amounts paid from an account to any person or entity or a person or entity on a sanctions list, in each case to the extent that such financing or provision of funds would be prohibited by sanctions where:

15.1.1. sanctions means trade, economic sanctions, laws, regulations, embargoes or restrictive measures administered, enacted or enforced from time to time by any sanctioning body.

15.1.2. sanction list means any of the lists of specifically designated nationals or designated persons or entities (or equivalent) held by a sanctions authority, each as amended, supplemented or substituted from time-to-time, and/or any other sanctions lists that Investec may from time-to-time deem necessary or be required to screen against.

15.1.3. sanctions authority means any one or a combination of the following entities, but not limited to – a) the Office of Foreign Assets Control of the Department of Treasury of the United states of America; b) the United Nations Security Council; c) the European Union; d) Her Majesty's Treasury of the United Kingdom; and/or e) any other equivalent body that may from time to time impose sanctions.

15.1.4. sanctioned country means a country which is subject to general sanctions by a sanctions authority.

15.2 The Principal acknowledges that Investec reserves the right not to enter into a Transaction and/or process any payment which would be prohibited by any applicable law or sanctions, and/or transact with any Intermediary or Principal who is listed on any sanctions list. Investec has the sole discretion to enter into Transactions with the Intermediary or Principal.

15.3 To the extent that any Transaction and/or payment there under is prohibited by any applicable law or sanctions, the Principal acknowledges that Investec shall be entitled to terminate such a Transaction and/or refuse to make such payment, and any costs relating to such termination shall be for the account of the Principal.

16.1 Should the Principal engage the services of a new Intermediary (the New Intermediary) then it shall enter into a new mandate with the New Intermediary, terminate the services of the old Intermediary, and forward written notice of the same to Investec. The Principal further acknowledges that Investec has the sole discretion to enter into Transaction with the New Intermediary.

17.1 This authority may only be terminated by the Principal on [three] business day’s written notice to Investec.

Please ensure that you read this form carefully and that you understand it before signing it. Where you are not familiar with your tax status (including countries where you have tax obligations) it is recommended that you consult a professional tax adviser.