Common use of Intermediate and third party brokers and other agents Clause in Contracts

Intermediate and third party brokers and other agents. We may, at our entire discretion, arrange for any Transaction to be effected with or through the agency of an intermediate broker, who may be an Associate of ours, or who may be a third party, and who may not be in the United Kingdom, unless otherwise instructed by you. Where we can exercise discretion, our order execution policy will apply to our choice of where to send or transmit such orders. However, once sent or transmitted or where we do not have discretion, our order execution policy and other requirements or obligations set out in Applicable Regulations may not apply to a non-EEA third party broker or non-EEA Associate and such non-EEA third party broker or non-EEA Associate shall execute such orders and operate in accordance with applicable local law and regulations. Transactions which are only booked to us and/or where the client-facing activities (such as agreeing the terms of the transaction) are carried on exclusively by employees of our Associates or branches established outside the EEA may not be subject to our order execution policy and other requirements or obligations (such as those related to conduct of business) set out in Applicable Regulations. Where we transmit orders to any third party intermediate broker or Associate, we will be responsible for the selection of the third party intermediate broker or Associate to the extent we have discretion over such choice and as set out in our order execution policy however the rules under which that third party intermediate broker or Associate executes such orders and operates shall be in accordance with the applicable local law and regulations. Neither us nor our respective directors, officers, employees or agents will be liable to you for any act or omission of an intermediate broker or agent, that is not an Associate of ours. No responsibility will be accepted for any intermediate brokers or agents selected by you.