In this Agreement, ''I/we'', ''me/us'' and ''my/our'' refer to the individual(s), corporation(s) or party/ies who is/are the account owner(s), has/have an interest in the account(s) , and consent(s) to be bounded by the terms of this Agreement. On the other hand, ''you'', ''your'' and ''UI'' refer to Unicapital, Inc., its employees, officers and directors.
The term ''Securities'' shall include any funds, bonds, notes, and any rights, options or interests in or in respect of any of the foregoing certificates of interest or participation in any instruments commonly known as securities.
“UI” refers to Unicapital, Inc., a registered SEC-licensed Dealer and Broker of Securities and a Dealer and Broker Participant of the Philippine Dealing and Exchange Corp (PDEx).
“Unicapital Group” refers to UI and its subsidiaries, affiliates, parent companies, related parties, and their respective directors, shareholders, officers, employees, consultants and agents.
In consideration of your acting as my/our broker in the buying and selling of my/our account/s, I/we hereby consent to all the transactions being governed by the rules and regulations of the Philippine Dealing and Exchange Corp., the Philippine Depository and Trust Corporation, the Bureau of Treasury, the Securities and Exchange Commission, the Bangko Sentral ng Pilipinas, the AntiMoney Laundering Council, other customs and usages of the foregoing, and the following terms and conditions:
1. Client Identification. I/we am/are aware of your explicit policy that business transactions will not be conducted with me/us if I/we fail to provide satisfactory evidence of my/our existence upon opening my/our account with you. The signature(s) appearing on this form is/are true and official signature(s) of the account and may be used for verification of the said signature(s) at all times and for all purposes. I/we may not assign, transfer or share any right or obligation related to this Agreement without your prior express written consent.
2. Warranty of Information. I/We represent and warrant that all information provided by me/us pursuant to this Agreement, including the Customer Information Form, is true, complete and accurate. In case of any change in said information, I/we shall inform you immediately. I/We also hereby authorize you to conduct such credit or background checks to verify any information provided by me/us, and to ascertain my/our financial situation and investment objectives.
3. Buy and Sell Orders. Any order made by me/us for the purchase or sale of securities shall be binding on me/us (i) upon making the order verbally through its authorized traders (whether in person, through the telephone or other similar means), in writing (by fax, by telex or by e-mail), through the Short Messaging Service (SMS or text) through an authorized person, and (ii) upon receipt of confirmation notice duly signed by your authorized officer or sent through e-mail. You may rely or act upon such orders, and you shall not be liable for any loss or damage suffered by me/us, provided that you act in good faith. In the event a sell order is intentionally or inadvertently accepted and executed without the required balance in my/our account, I/we agree to immediately deliver to you the securities sold in good deliverable and negotiable form. I/we am/are responsible for any losses or expenses incurred by you as a result of my/our failure to make such delivery. In order to complete my/our short sale, you may need to borrow the security/ies I/we sold and did not own. I/we will be subject to a buy-back of the security for my/our account and at my/our expense. If the securities are bought in, I/we will be responsible for any resulting losses and all associated costs incurred by you.

You shall have the right, whenever in your sole or exclusive discretion, and whenever necessary for your protection, in the event that: (i) a petition for bankruptcy, or for appointment of a receiver is filed by or against me/us, or (ii) an attachment is levied against my/our account(s) with the Broker: (a) to close any or all outstanding orders, as well as, to sell any or all securities in my/our account(s), (b) to transfer money or securities from any one of my/our account(s) to another, and (c) to buy any or all securities which may be short in such account(s), all without the need of notice, additional security or collateral, or notice of sale or purchase, or any other notice or advertisement, all of which are hereby waived. Any such sales or purchases may be made at your discretion and you may be purchasers or sellers for your own account. Notwithstanding the foregoing, I/we shall, at all times, be liable for the payment of any amount owing on my/our account(s) with you upon demand and that I/we shall be liable for any deficiency remaining in any such account(s) in the event of the liquidation thereof in whole or in part by me/us or by you. For the purpose of buying, selling, or performing other acts pursuant to the above paragraph, I/we hereby irrevocably appoint you, your successors or assigns, as my/our attorney in fact with power to buy, sell or act, for any of my/our account(s) (whether carried individually or jointly with others), to agree upon the price of said securities, execute bills of sale, receipts, assignments of all my/our rights, title and interest to the purchaser(s) thereof. You are also authorized to deliver or accept delivery of the certificates and/or any portions of the securities held under any of my/our account(s) (whether carried individually or jointly with others) and herein pledged, to be transferred to your name or your nominee.
4. Fees and Charges. I/we agree to pay the then current fees and charges upon my/our purchase and sale of securities. I undertake to deliver the cash in UI’s cash settlement bank account on the value date of the transaction. I/we acknowledge and agree that such commission rates and fees are subject to change at any time, with reasonable notice by posting such notice on the Website or by other means, and I/we agree to be bound thereby. I agree to check the Website once-a-month for updates on the rates fees and charges to my prospective transactions. Current fees and charges are listed on Annex A. I/we undertake to not withhold, suspend, discontinue, alter or modify any payment or obligation arising from this Agreement for any reason including the existence of any dispute, claim or allegation against the Unicapital Group.
5. Trading Periods. I/we understand that currently, the trading hours of the Philippine Dealing and Exchange Corp. via the Bloomberg FIQ Fixed Income trading facility are from 9:00 a.m. to 12:00 p.m., market resumes at 2:00 p.m. and closes at 4:00 p.m., Philippine time. These may change to any other periods that the PDEx or any other SelfRegulatory Organization may otherwise prescribe. Orders given by me/us outside of these trading periods (off-hours) shall be queued and posted on the next market open on a first-come-first-served basis.
6. Non-Disparagement. I shall not commit any act which directly or indirectly tends to or proximately causes the disparagement or denigration to the Unicapital Group. This includes not making statements or expressions in mass media or social media which would adversely affect UI’s reputation.
7. Non-Solicitation. I shall not for my own interest or for that of any third party directly, indirectly cause or attempt to solicit, engage, enter into negotiation, tender any offer, employ, divert or attempt to divert in any

manner any current or prospective client, customer, officer, employee, personnel, consultant, agent, or contractor of the Unicapital Group.
8. Confirmations, Account Statements and Other Notices. I/we agree to accept confirmation of purchases and sales, and receive statements of account and other account information and related documents through my/our mailing address or at any such other address es as I/we may hereafter give to you in writing or electronically through e-mail.
9. Settlements. It is agreed that all securities purchased will be settled not later than 4:00 p.m. of the value/settlement date stated in the transaction, or the Settlement Date. Orders with no indicated value date is considered T+1 or a day after the trade date. It is further agreed that in the event of my/our failure to pay the full settlement amount of the transaction, will result on a failed trade. You will receive coupon payments on my/our behalf, and will credit my/our account or issue a check within one (1) day after the coupon dates.
10. Confirmation of purchases and sales, and statements of account. Sent electronically or through any of my/our provided addresses in the Customer Information Form will be deemed good delivery and shall be binding on me/us in the absence of any written objection received by you within 24 hours from the time confirmation and statements of account were sent to me/us. It is understood that in the event of any failure to notify you in writing of any change of address, all communications shall be directed to my/our last known address appearing in your records. All communications sent, whether by mail, email, telegraph, telephone, fax, messenger, or delivered otherwise shall constitute personal delivery to me/us and be deemed delivered and received by me/us whether actually received or not. UI shall send all invoices and notices via email unless either I/we or UI elects otherwise.
11. Void Transaction. You are authorized to void this contract without prior notice or to cease contracting business with me/us for reasons including, but not limited to, my/our delinquency in settling accounts or failure to deliver securitiessold within prescribed deadlines.
12. Force Majeure. I/we agree that you will not be liable to me/us for any delay or failure to perform any obligation on your part, or for any loss or damage caused directly or indirectly by any condition or circumstance over which you do not have control, including but not limited to government restriction, exchange or market rulings, suspension of trading, electronic or mechanical equipment or communication lines, telephone or other interconnection problems, unauthorized access, theft, operator errors, severe weather, earthquakes, floods and strikes or other labor problems, war (whether declared or not), invasion, insurrection, military coup, commotion or usurped power, or by order of any civil authority, or other causes beyond your control.
13. Litigation. It is agreed that in the event of any controversy or litigation arising out of this Agreement, your books shall be final and conclusive evidence of the amount due to you. You shall be entitled to reimbursement for all actual expenses of litigation as well as attorney's fees and cost of suit, all of which shall be in amount equivalent to not less than twenty five percent (25%) of the total amount of my/our indebtedness outstanding to you. Venue for litigation shall be in the proper courts of Makati, and I/we hereby waive any other applicable venue. For material breaches of this Agreement, you may file any action, suit, remedy against me without need of any prior act, including tendering a demand.

14. Invalidity. If any provision in this agreement shall be held unenforceable by any court or self -regulatory agency, the invalidity shall be limited to such provision while other remaining provisions shall not in any way be affected.
15. Revocation. This agreement shall continue until a signed notice of revocation is received by me/us or from me/us, and in the case of such revocation, it shall continue to be effective as to transactions entered into prior thereto. I/we understand that you may at any time, at your sole discretion and without prior notice to me, prohibit or restrict my/our access to the use of the Website or related services and my/our ability to trade. You may terminate my/our account at any time for any reason and without prior notice to me. The closing of an account will not affect the rights and/or obligations of either party incurred prior to the date that the account is closed.
16. Amendment. Upon justifiable reason and subject to the approval of UI, you shall be entitled to request to amend the terms of this Agreement, in whole or in part, with advance notice through mail or in writing. Reference to these ''Terms and Conditions'' and to any particular condition, in these ''Terms and Conditions'' shall be interpreted to mean these Terms and Conditions or that particular condition respectively, as changed from time to time in accordance herewith. For amendments to the Terms and Conditions, specifically for the imposition of service charges/fees or changes in commission rates, I/we understand that the change(s) shall take effect at least sixty (30) days after due notice has been given to me/us through email or at my/our last known address. Information by regular mail, statement of account messages, electronic mail, fax, Website information, courier delivery and/or other alternative modes of communication shall be considered sufficient notice. And my failure to manifest or register my/our objection to the change(s) in writing within thirty (30) days from receipt of the notice or knowledge of the change(s) shall be deemed to constitute acceptance of such changes. To conform with its business and operational needs, UI may, subject to prior notice, may revise the manner of payment and rates of the fees and charges on its products and services.
17. Effectivity. This Agreement shall take effect upon the date of signing, as indicated below. This Agreement shall inure in favor of your successors and assigns and shall continue until a signed notice of revocation is received.

Prior to investing in fixed-income securities (the “Transaction”) with Unicapital, Inc. (“UI”), UI is hereby informing the client that such Transactions carry different degrees of risk. It is necessary that before entering into each Transaction, the client should have:

   (1) fully understood the nature of the Transaction and the extent of your exposure to the risks;
   (2) read this Risk Disclosure Statement completely; and
   (3) independently determined that each Transaction is appropriate for the client.

The Client understands that entering into any of the Transactions may expose himself to risks, including but not limited to the following:

(1) Interest Rate Risk is the possibility to experience losses due to changes in interest rates.
(2) Market/Price Risk is the possibility to experience losses due to changes in market prices of securities
(3) Liquidity Risk is the possibility to experience losses due to the inability to dispose or convert the asset into cash immediately. Illiquid market makes it difficult or costly to exit or unwind positions.
(5) Operational Risk is the possibility to experience losses due to failures of internal systems and controls of any and all relevant institutions and agencies in charge of recording and valuing the instrument and related transactions, or detecting human error, systems failure or management failure and monitoring and quantifying the risks and contractual obligations associated with the instrument.
(6) Credit/Default Risk is the possibility to experience losses due to the failure of the issuer for whatever reason to pay the principal and/or interest in a timely manner.
(7) Foreign Exchange Risk is the possibility to experience losses due to fluctuations in foreign exchange rates.
(8) Country Risk is the possibility to experience losses arising from investments in securities issued by/in foreign countries due to the political, economic, and social structures of such countries.

This Statement does not disclose all the attendant risks or other relevant considerations related to the Transactions. The Client should ensure that he/she understands and comply with the applicable requirements that are established by regulators, board of directors, or other governing body in connection with the Transaction. The Client understands that the Transactions are being made without recourse to UI and that the above risks are entirely for the client’s account.

Conforme of Client:

We have read and understood the entire Risk Disclosure Statement and agree that we shall enter into each of the Transactions fully aware of the risks involved in such Transaction.