OTC Terms & Conditions - ELRC TRADING

These OTC Terms and Conditions ("OTC Terms") govern all over-the-counter digital currency exchange transactions between ELRC TRADING Pty Ltd (ACN 686 501 995) ("ELRC") and its approved corporate clients ("Client").

1. Definitions

"ELRC" means ELRC TRADING Pty Ltd, ACN 686 501 995.
"Client" means an Australian registered legal entity that has completed ELRC's KYB onboarding process and been approved for trading.
"Transaction" means any OTC digital currency exchange or remittance transaction executed between ELRC and the Client.
"Digital Currency" means USDT (Tether) and USDC (USD Coin), and any other digital currency agreed between the parties in writing.
"Quote" means a price quotation provided by ELRC's dealing desk for a proposed Transaction.

2. Eligibility and Onboarding

Only Australian registered legal entities that have completed ELRC's KYB verification process are eligible to enter into Transactions. ELRC reserves the right to decline or terminate any client relationship at its sole discretion, including where required for compliance reasons.

3. Transaction Process

3.1 Requesting a Quote: The Client may request a Quote by contacting ELRC's dealing desk via phone or email during business hours.

3.2 Quote Validity: Each Quote is valid for the time period specified by the dealer at the time of quotation. If the Client does not accept the Quote within the specified period, a new Quote must be requested.

3.3 Acceptance: A Transaction is binding once the Client verbally or in writing accepts a Quote and ELRC confirms the acceptance.

3.4 Settlement: AUD payments are settled via domestic bank transfer to ELRC's nominated bank account. Digital currency payments are settled via on-chain transfer to the nominated wallet address. Settlement times are subject to banking processing times and blockchain network conditions.

4. Pricing and Fees

ELRC's pricing includes a spread applied to the prevailing market rate. The applicable spread and any additional fees are disclosed in ELRC's Fee Disclosure document. ELRC reserves the right to adjust pricing at any time.

5. Settlement Obligations

Both ELRC and the Client must fulfil their respective settlement obligations within the agreed timeframe. Failure to settle may result in cancellation of the Transaction, adjustment of the exchange rate, or termination of the client relationship.

6. Client Representations

The Client represents and warrants that:

It is a legal entity duly registered in Australia;
It has full authority to enter into Transactions;
All information provided during onboarding and on an ongoing basis is true and accurate;
Funds used in Transactions are from legitimate sources;
It will comply with all applicable laws and regulations; and
It has read and understood the Risk Warning Statement.

7. Compliance

Clients must cooperate with all compliance requests from ELRC, including providing additional documentation or information as required under the AML/CTF Act. ELRC may suspend or terminate services where a Client fails to comply with compliance requirements.

8. Limitation of Liability

To the maximum extent permitted by law, ELRC shall not be liable for any indirect, incidental, special, consequential, or punitive damages arising from Transactions. ELRC is not liable for delays caused by banking systems, blockchain networks, or circumstances beyond its reasonable control.

9. Termination

Either party may terminate the trading relationship by providing written notice. ELRC may immediately suspend or terminate services where required for compliance or regulatory reasons. Outstanding Transactions must be settled prior to termination.

10. Governing Law

These OTC Terms are governed by the laws of the State of Victoria, Australia. Any disputes shall be subject to the exclusive jurisdiction of the courts of Victoria.

11. Contact

ELRC TRADING Pty Ltd
Email: compliance@elrctrading.com
Phone: 03 8658 7856
Address: Suites 101 & 101A, 486 Whitehorse Road, Surrey Hills VIC 3127, Australia

Last updated: February 2026 | Document Reference: ELRC_TRADING_INSTITUTIONAL_CORPORATE_TERMS v1.0