Legal & disclosures

These Flows Terms and Conditions (the “Flows Terms”) govern your access to and use of the Flows feature (“Flows”) offered by Questrade, Inc. (“Questrade”, “we”, “us”, “our”) through Questrade’s platforms and services (the “Services”). The Flows Terms are in addition to, and do not replace, the Client Account Agreement and the other agreements and disclosures applicable to your Account (collectively, the “Account Agreements”). Capitalized terms used but not defined in the Flows Terms have the meanings given to them in the Client Account Agreement.

Your Account, and every order generated through Flows, remains governed by the Account Agreements. In the event of any conflict between the Flows Terms and the Client Account Agreement, the Flows Terms govern with respect to the subject matter addressed in them; in all other respects the Account Agreements continue to apply in full.

By enabling, configuring, activating or using Flows, you acknowledge that you have read, understood and agree to be bound by these Flows Terms.

1. What Flows Is

Flows is a self-directed automation feature that connects events or inputs you define to order instructions and other operations you define. A rule you create is a “Flow”. Each Flow is built from one or more of the following components:

  • A “Trigger”: an event or input condition that initiates the Flow. A Trigger may be based on inputs such as market data, your account balances, your positions, the passage of time, or other inputs we make available. 

  • A “Condition”: a logic test (for example, an “if” statement or other conditional or branching logic) that determines whether, and which, subsequent steps in a Flow are carried out. Conditions allow you to introduce additional criteria into the logic of a Flow.

  • An “Action”: an operation the Flow carries out when the applicable Trigger and any Conditions are satisfied. Actions currently include instructions to place an order to buy or sell an eligible security on the terms you have specified, and may include other operations we make available.

When the Trigger and any applicable Conditions you have configured are satisfied, Flows carries out the associated Action in your Account in accordance with the parameters you have set, subject to your approval where required and to the controls described in these Flows Terms.

The Triggers, Conditions, and Actions available to you, and the inputs, operations, parameters, and options associated with each, are determined by us and may be changed, added to, removed, restricted, or otherwise modified at any time and from time to time in our sole discretion. Without limiting the foregoing, the operations that may be configured as Actions (including the ability to buy or sell securities) may change over time.

Flows is a tool to assist you in implementing your own trading decisions. It is not a managed product, a model portfolio, a trading strategy offered or endorsed by Questrade, or a substitute for your own judgment.

2. Self-Directed Service; No Advice or Suitability Review

Questrade is an order execution only (“OEO”) dealer. In providing Flows, Questrade does not and will not provide investment advice, recommendations, or suitability assessments. Questrade does not consider your financial situation, investment knowledge, investment objectives or risk tolerance when accepting, generating or executing any order through Flows.

You are solely responsible for all investment decisions made in connection with Flows, including the design of each Flow, the selection of Triggers and Actions, the securities and order parameters you choose, the guardrails you set, the decision to activate, approve, modify or cancel any Flow or order, and the timing of any of the foregoing.

You acknowledge and agree that none of the following constitutes a recommendation, solicitation, or advice by Questrade to buy, sell, hold or exchange any security, or an assessment that any Flow or order is suitable for you: (a) the availability of the Flows feature or any Trigger, Action, template or configuration option; (b) any notification, alert, prompt or “Trade Now” or approval request generated by the Services; or (c) any data, performance information, or educational material made available through the Services in connection with Flows.

3. Flows Are Your Instructions

Every Flow you create, and every order generated by a Flow, is treated for all purposes as an instruction authored and initiated by you. By configuring and activating a Flow, you are giving Questrade your standing, unsolicited instruction to generate the resulting order or, where manual approval applies, to present the resulting order to you for your approval.

Each order generated through a Flow is your Order Request for all purposes of the Client Account Agreement, including the provisions governing submission of orders and your responsibility for instructions transmitted through the Services. Questrade acts only as your agent in executing orders and exercises no discretion over the price, timing, quantity or selection of securities beyond applying the parameters and logic you have defined.

4. Eligibility and Account Requirements 

Flows is available only for eligible self-directed Accounts and eligible securities, as determined by Questrade from time to time. Questrade may make Flows available for some Account types, securities, and order types and not others, and may add to or remove from the list of eligible Accounts, securities and order types at any time, in its sole discretion, with or without notice.

Margin and Buying Power. A Flow-generated order will be validated against your available buying power at the time it is triggered. In a margin Account, a Flow may use margin if available, unless you have configured your Flow to prevent it (for example, by building in a Condition that checks your available settled cash or balances before an Action is carried out). You are responsible for the approach you choose. If you do not have sufficient buying power or the order would otherwise breach an applicable control at the time of execution, the order may be rejected and the Flow may fail or pause as described in Section 6.

Currency Conversion. A Flow-generated order may result in a currency conversion, including a conversion that draws on margin, where the order is in a currency other than the currency of the available funds in your Account. Any such conversion is carried out in accordance with the Account Agreements, and you remain responsible for all resulting transaction costs, conversion costs and spreads. You are responsible for configuring your Flow, including through the use of Conditions, if you wish to prevent or limit currency conversions or margin utilization.

5. Guardrails, Controls and Approval

Because automation can act faster and more frequently than manual trading, you must set certain parameters (“Guardrails”) for each Flow and accept the applicable disclaimers before the Flow can be activated. Guardrails may include, among others, the active duration (lifespan) of the Flow, the frequency at which it may run, the maximum number of orders per day, the maximum number of Flows you may have active at one time, a per-order size cap, and the order-approval mode.

Questrade sets the available range and default value for each Guardrail and other control, and may change any of them at any time, in its sole discretion, with or without notice. Current Guardrail ranges and limits are made available through the Services. You acknowledge that these limits are features of the Flows feature and do not limit your ability to make your own investment decisions outside of Flows.

5.1 Order Approval

Where the Services require manual approval, no Flow-generated order will be submitted to the market unless and until you affirmatively approve it. Where you have selected, and Questrade permits, automatic approval, you authorize Questrade to submit the Flow-generated order without further action by you, subject to the applicable Guardrails and controls. You are responsible for the order-approval mode you select.

5.2 Questrade Controls

In addition to the Guardrails you set, Questrade applies its own risk and supervisory controls. Questrade may, at any time and without prior notice, and in its sole discretion: block or suspend your access (or all clients’ access) to Flows; pause, cancel or decline to generate or execute any Flow or order; impose, vary or remove limits; subject Flow-generated orders to additional review; and apply firm-wide controls, including a firm-wide pause or halt of Flows. Questrade will use commercially reasonable efforts to notify you where it blocks or restores your access, but is not required to do so in advance.

All Flow-generated orders remain subject to Questrade’s standard pre-trade validation, risk controls, and order-handling rules, and to the rules and requirements of the Canadian Investment Regulatory Organization (CIRO), applicable marketplaces, and applicable securities laws.

The controls described in this Section are applied by Questrade for its own risk-management, supervisory and regulatory purposes. They are not a service to you, are not a review of your Flows for accuracy, safety or consistency with your intentions, and do not relieve you of your responsibility to monitor your Flows and Account. Questrade has no obligation to detect, correct or prevent errors in any Flow you create.

6. Operation, Failures and Corporate Events

You are responsible for monitoring your active Flows and the orders they generate. Questrade will make active Flows and their activity available to you through the Services, and will notify you of executions and certain events as described below; however, you remain responsible for reviewing your Account activity, confirmations and statements in accordance with the Client Account Agreement.

You acknowledge that a Flow may not operate as you intend, and may fail, pause, or produce unintended results, due to factors including, but not limited to: insufficient buying power at the time of triggering; trading halts, suspensions, delistings or cease-trade orders affecting a security; market data delays, gaps, or single-print or erroneous data; partial fills; price movement between the time a Trigger is met and the time an order executes; symbol changes, stock splits, expirations and other corporate actions; periods of high volatility or heavy system load; scheduled or unscheduled maintenance or unavailability of the Services; and system, connectivity or third-party data failures. Questrade may pause or cancel a Flow following repeated order or trigger failures, and may require manual approval or pause Flows in connection with corporate actions or expiring instruments.

Where multiple Flows or orders are triggered at the same time, Questrade will not determine the order in which they are carried out and will not act on them automatically. Questrade may require you to place the affected trades manually. Separately, where an order or other Action cannot be generated or completed automatically, including due to a system limitation affecting certain products, or a system or connectivity failure, Questrade may, in its discretion, decline to act automatically, pause the Flow, or require you to complete the Action manually. You bear all market, tax and execution risk arising from any failure, delay, pause, cancellation, partial fill, or manual fallback described in these Flows Terms.

7. Risk Disclosure

Flows involves risks that you should carefully consider before using the feature. Flows does not guarantee profits or protect against losses, and past market behaviour or the past performance of any Flow, security or strategy is not indicative of future results. You may lose some or all of the capital you invest through orders generated by Flows. These risks include, without limitation:

  1. Automation risk: automation can generate orders quickly and repeatedly. An error in your Flow design, or an unexpected market or data condition, may result in unintended orders, repeated orders, or orders that do not reflect your current intentions.

  2. Execution and market risk: a Flow-generated order is subject to normal market, execution, liquidity and price risk. The price at which an order executes may differ from the price observed when the Trigger condition was met, and orders may be subject to partial fills and sequencing variation.

  3. “Set-and-forget” risk: an active Flow may generate orders long after you created it and may no longer reflect your objectives, your circumstances, or current market conditions. You are responsible for reviewing, modifying and cancelling your Flows.

  4. Corporate action and instrument risk: stock splits, symbol changes, expirations, halts, delistings and other events may cause a Flow to behave unexpectedly, fail, or be paused.

  5. Configuration risk: a Flow operates strictly in accordance with the Trigger, Conditions, Actions and parameters as actually configured, which may differ from what you intended. Misconfigured rules, conflicting Triggers or Flows, and errors in logic may result in orders you did not intend. Where Questrade makes available templates, natural-language or other assisted-input tools to help you build a Flow, you are solely responsible for reviewing and verifying that the resulting Flow accurately reflects your intended instructions before activating it.

  6. Margin and currency risk: Where you enable margin or your Flow generates orders requiring a currency conversion, a Flow may borrow against your Account or convert currency automatically, including without further action by you. This may increase your exposure, result in interest, conversion costs and other charges, and contribute to a margin deficiency or margin call. You are responsible for monitoring your margin and currency exposure and for configuring your Flows accordingly.

8. Your Responsibilities

In addition to your responsibilities under the Account Agreements, you agree that you will: 

  • design, review, and maintain your own Flows, and ensure that each Flow and its Guardrails reflect your own investment objectives, risk tolerance and circumstances;

  • review and verify the configured Trigger, Conditions, Actions and parameters of each Flow before activating, resuming or modifying it, including any Flow created using a template or assisted-input tool;

  • be responsible for all orders generated through your Flows, whether or not you actively monitored the Flow at the time, and whether the approval mode was manual or automatic;

  • maintain sufficient settled cash or buying power to support the orders your Flows may generate;

  • monitor your active Flows and your Account activity (including any generated Account statements), and promptly modify or cancel any Flow that no longer reflects your intentions;

  • not use Flows to engage in, or in a manner that results in, market manipulation, wash trading, layering, spoofing or any other conduct prohibited by applicable law, marketplace rules or the Account Agreements; and

  • comply with all applicable controls, eligibility requirements and Guardrails, and with the Account Agreements.

9. Availability, Modification and Termination of the Feature

Flows is offered at Questrade’s discretion. Questrade may make Flows (or any Trigger, Action, order type, Guardrail, or other component) available, modify it, restrict it, suspend it or discontinue it at any time, in its sole discretion, for any reason and with or without notice. Questrade may suspend or terminate your access to Flows, or pause or cancel any of your Flows, at any time, including for compliance, legal, risk, operational or business reasons. You may stop using Flows at any time by deactivating or deleting your Flows through the Services.

Termination or suspension of Flows, or of any Flow, does not affect any order or transaction generated before termination or suspension, or any rights or obligations that by their nature survive.

10. Limitation of Liability and Indemnification

The provisions of the Client Account Agreement governing limitation of liability, limitation of damages, information and liability, extraordinary events, system failure, submission of orders, and indemnification apply to your use of Flows and to every Flow and Flow-generated order, and are incorporated into the Flows Terms by reference. Without limiting those provisions, Questrade is not liable for any loss, damage or cost arising from or in connection with the design, operation, failure, delay, pause, cancellation, or unintended operation of any Flow, except to the extent such loss arises from Questrade’s breach of applicable Canadian securities laws, regulations and rules, or as otherwise provided in the Account Agreements.

11. General

11.1 Incorporation of Account Agreements

All provisions of the Client Account Agreement, including those governing no-suitability review, limitation of liability, indemnification, submission of orders, electronic delivery, communications, governing law, jurisdiction, amendment and termination, apply to your use of Flows except as expressly modified or supplemented by the Flows Terms.

11.2 Amendments

Questrade may amend the Flows Terms at any time in the manner contemplated by the amendment provisions of the Client Account Agreement. Your continued use of Flows after the effective date of any amendment will constitute your acceptance of the amendment.

11.3 Governing Law

The Flows Terms are governed by the laws specified in the governing law provisions of the Client Account Agreement.

11.4 Acceptance

By checking the acceptance box presented in the Services, or by enabling, configuring, activating or using Flows, you confirm that you have read and understood the Flows Terms and agree to be bound by them.

A French version of the Flows Terms is available here. As set out in the language provisions of the Client Account Agreement, the parties have expressly agreed that the Flows Terms and all related documents be drawn up in English. In the event of any discrepancy between the English and French versions, the English version governs.