1.1 This agreement including its Annex, constitutes our client agreement terms and conditions (“Terms”) for investing with us. It is important you read these Terms carefully before making any investments or opening an account with us (a “Hapi account”), because we will rely on them in all our dealings with you because we will rely on them in all our interactions with you and they apply to all products you open with us and any Services (as set out below) that we provide you.
1.2 Our Terms and any Personal Investment Report you receive can be found in the settings section accessible in the mobile application. However, you should also print off a hard copy, and then keep it safe for future reference.
1.3 If you hold or are considering holding a Stocks and Shares ISA with us please note the terms for a Stocks and Shares ISA as set out in Clause 20 in addition to these Terms. To the extent that there is a conflict between these Terms and Clause 20, Clause 20 will take priority over these Terms.
1.4 If you hold or are considering holding a Stocks and Shares JISA with us please note the terms for a Stocks and Shares JISA as set out in Clause 21 in addition to these Terms, except for those provisions expressly applicable to Stocks and Shares ISA. To the extent that there is a conflict between these Terms and Clause 21, Clause 21 will take priority over these Terms.
1.5 We provide the following services:
1.5.1 Guidance to assist you when selecting the right account type for you
1.5.2 Execution-Only Service
1.5.3 Arranging, through our third party service provider, execution and custody services
(together, the “Services”).
1.6 In order for us to provide you with our Services, you must be a UK resident. We shall treat the address which you provide us when signing up to our Services as your permanent residential address for Tax residency purposes.
1.7 “We”, “us”, “our” or “Hapi” in these Terms refer to Hapi Plan Technologies Ltd and its employees. “Client”, “you” and “your” refer to any person operating or intending to operate an account with us.
1.8 In these Terms, unless the context otherwise requires: references to Clauses, Sub-clauses and Schedules are to Clauses, Sub-clauses of, and Schedules to, these Terms; the singular includes the plural and vice versa; “person” denotes any person, partnership, corporation or other association of whatever nature; and any references to any directive, statute, statutory instrument or regulations shall be references to such directive, statute, statutory instrument or regulations as from time to time amended, re-enacted or replaced and to any codification, consolidation, re-enactment or substitution thereof as from time to time in force and any reference to the FCA and rules made by it shall, apart from in this Clause, include its successor as regulator and rules made by the successor as regulator in substitution for those rules. References to any rules by number will include references to the corresponding rules (if any) made by the successor.
1.9 In these Terms references to any law, statute or statutory provision will include any subordinate legislation made under any of them and will be construed as references to such statute, statutory provision and/or subordinate legislation as modified, amended, extended, consolidated, re-enacted and/or replaced and in force from time to time. For the avoidance of doubt, any such references include references to the preservation, continuation of effect, conversion or incorporation of any of them into the law of England and Wales, Scotland and Northern Ireland, whether by the European Union (Withdrawal) Act 2018 or any other legislation relating to the withdrawal of the UK from the EU.
1.10 Headings are for convenience only and have no bearing on the interpretation of these Terms.s.
2.1 We charge a management fee of 0.5% per annum (including VAT where applicable) of your total assets under management invested with us.
2.2 We do not charge for linking external accounts to Hapi, sending us or withdrawing money, transferring or closing your Hapi account, or any other features within the Hapi app.
2.3 Please note that other taxes, costs and charges may also apply, which are not charged by or through us. These include but are not limited to fund charges, taken directly from the fund provider.
2.4 Whilst we quote the fee as ‘annual’ it is taken quarterly in arrears directly from your assets under management. Fees will be debited in the first week of each month. If you add or withdraw funds partway through a month, you will only be charged for the time it was invested with us during that month. An itemised breakdown of our costs and charges is available on request and the value of the exact fees we take can be seen in the Activity section within the app.
2.5 Our fees are based on our current understanding of the VAT treatment of the fees. In the event of any change in the VAT treatment of the fees, we reserve the right to agree with you a change in the fee basis to reflect the revised circumstances.
3.1 We only accept funds from a UK bank account in your name (your “Account”). Unless we agree specifically in writing otherwise, all transfers into and out of your account will be in cash and payments by you will be by debit card, direct debit, bank transfer to us, or through the open banking integration between our App and your banking app or website. When you make a payment via open banking, your payment will be processed by a third party.
3.2 Domestic bank transfers within the UK are typically processed within two hours, although it may take longer. We will only start providing you with Services in relation to funds once we have actually received the relevant funds.
3.3 You may only invest amounts which are wholly owned by you and to which no other person has any rights. When determining whether to accept a payment from you, in accordance with our legal and regulatory obligations regarding financial crime, we reserve the right to reject any payments where it is found you are not the beneficial owner of the funds.
4.1 We are committed to providing you with a first class service. If anything does go wrong, we aim to put it right quickly and efficiently. If we cannot resolve a problem immediately, we will contact you to tell you what we are doing about it. If you wish to complain about any aspect of our service, please contact us by emailing firstname.lastname@example.org and we will provide you with a summary of our complaints process and procedures.
4.2 If we do not deal with your complaint to your satisfaction, you can refer it to the Financial Ombudsman Service. This does not prevent you from taking legal proceedings. The Financial Ombudsman Service’s contact details are:
Financial Ombudsman Service
London E14 9SR
Tel: 0800 023 4567
4.3 We will treat you as a retail client. This means that you will have the highest level of protection under the rules made by the Financial Conduct Authority (the “FCA Rules”). You will also have the right to take any complaint which you cannot settle with us to the Financial Ombudsman Service. You may at any time ask us to re-categorise you as a professional client or an eligible counterparty, but it is not our general policy to re-categorise retail clients and we can reject your request. When we refer to the FCA and the FCA Rules we also mean any regulator which may replace the FCA and the rules it may make to regulate our business.
4.4 We are covered by the Financial Services Compensation Scheme (“FSCS”). This means you may be entitled to compensation from the scheme if we cannot meet our obligations. The level of compensation depends on the type of business and the circumstances of your claim, and you are covered up to a maximum of £85,000 per person.
4.5 Further details of the Financial Services Compensation Scheme are available from www.fscs.org.uk
5.1 Hapi Plan Technologies Ltd is an appointed representative of Wealthkernel Limited, which is authorised and regulated by the Financial Conduct Authority (“FCA”) and whose Firm Reference Number is 723719 and the full FCA Register is available on the FCA’s website https://register.fca.org.uk/s/.
5.2 Hapi Plan Technologies Ltd’s address is 20-22 Wenlock Road, London, England, N1 7GU. The investment management services provided under these Terms are provided by Wealthkernel Limited acting under the Hapi brand. WealthKernel Limited’s registered address is City Place House, 55 Basinghall Street, 6th Floor, London, England, EC2V 5DU.
5.3 We will provide all required information to regulators and operators of trading venues to satisfy our reporting obligations.
6.1 The following definitions shall have the meaning as set out below for this Clause 6.
6.2 “Adequate Procedures” means in respect of any person, adequate procedures designed to prevent persons associated with it from undertaking conduct causing it to be guilty of an offence under section 7 of the Bribery Act and complying with the guidance published under section 9 of the Bribery Act.
6.3 “Anti-Bribery Laws” means any and all statutes, statutory instruments, bye-laws, orders, directives, treaties, decrees and laws (including without limitation any common law, judgment, demand, order or decision of any court, regulator or tribunal) applicable in the United Kingdom which relate to anti-bribery and/or anti-corruption including without limitation the Bribery Act.
6.4 “Authority” means any government instrumentality or agency or any government-funded entity (including any multilateral development bank) or any subdivision thereof that is wholly or partially responsible or empowered to review, consider, analyse or investigate any person’s activity, and/or regulate, sanction and/or prosecute any person for compliance or non-compliance with law, regulation or best practice.
6.5 “Bribery Act” means the Bribery Act 2010.
6.6 “Prohibited Act” means:
6.6.1 directly or indirectly offering, promising or giving any person working for or engaged by us a financial or other advantage to:
184.108.40.206 induce that person to perform improperly a relevant function or activity; or
220.127.116.11 reward that person for improper performance of a relevant function or activity;
6.6.2 directly or indirectly requesting, agreeing to receive or accepting any financial or other advantage as an inducement or a reward for improper performance of a relevant function or activity in connection with these Terms; or
6.6.3 committing any offence:
18.104.22.168 under Anti-Bribery Laws;
22.214.171.124 under legislation creating offences concerning fraudulent acts;
126.96.36.199 at common law concerning fraudulent acts relating to these Terms or any other contract with us; or
6.6.4 defrauding, attempting to defraud or conspiring to defraud us.
6.7 “Regulations” means the Act, the AIFM Regulations, the Level 2 Regulations, the Collective Investment in Transferable Securities (Contractual Scheme) Regulations 2013 and the applicable rules and principles contained in the FCA Rules.
6.8 “Eligible child” an individual who, at the time the application for a JISA is made:
- is under age 18
- was born on or after 3 Jan 2011 or does not have a Child Trust Fund (CTF) account
- is a UK resident, or is a UK Crown servant, married to or in a civil partnership with a Crown servant, or a dependent of a Crown servant
- does not have another JISA which is a Stocks and Shares ISA
- is under the age of 18 and is the beneficial owner of a CTF.
6.9 “Tax Evasion Offences” includes:
6.9.1 any offence of cheating the UK or a foreign public revenue;
6.9.2 any offence under the law of any part of the United Kingdom consisting of being knowingly concerned in, or in taking steps with a view to the fraudulent evasion of tax or in the facilitation of the evasion of tax; and
6.9.3 any other equivalent offences under the laws of other jurisdictions.
6.10 Words and expressions given a particular meaning in the Regulations (in their latest version from time to time, and including any waivers or dispensations given, except as expressly set out herein) shall have such meanings in these Terms (unless it expressly states otherwise).
Anti-corruption and prohibited acts
6.11 Each party will, and will take reasonable steps to ensure that its agents and delegates will:
6.11.1 not do or omit to do any act or thing which constitutes or may constitute a Prohibited Act;
6.11.2 without prejudice to Clause 6.10.1 not do or omit to do any act or thing which causes or may cause the other party to be guilty of an offence under section 7 of the Bribery Act (or would or may do so if the other party was unable to prove that it had in place Adequate Procedures designed to prevent persons associated with it from undertaking such conduct);
6.11.3 have, and comply with, Adequate Procedures;
6.11.4 from time to time, at the reasonable request of the other party, confirm in writing that it has complied with its undertakings under Clauses 6.10.1 to 6.10.3 inclusive) and will provide information reasonably requested by the other party in support of such compliance; and
6.11.5 promptly give written notice to the other party upon a breach, or suspected breach, of any of its obligations under Clauses 6.10 to
6.12 If we or to our actual knowledge, acting reasonably, anyone acting on our behalf commits any Prohibited Act in relation to these Terms or any other contract with you or in relation to any matter or activity pertaining to any public body in the United Kingdom, we shall promptly inform you of the occurrence of such Prohibited Act and render all such assistance to you as you may reasonably require in investigating such acts.
6.13 You agree and confirm that our Chief Operating Officer, Information Officer and Compliance Officer are authorised as persons to whom you may make a qualifying disclosure under the Public Interest Disclosure Act 1998 and declare that any of our representatives and employees making a protected disclosure (as defined by that Act) shall not for that reason be subjected to any detriment or disadvantage.
6.14 We will, and will use all reasonable endeavours to procure that our officers, employees, agents, sub-contractors and any other persons who perform services for or on our behalf will:
6.14.1 not do or omit to do any act or thing which constitutes or may constitute a Tax Evasion Offence;
6.14.2 not do or omit to do any act or thing which causes or may cause us or you to commit a Tax Evasion Offence;
6.14.3 without prejudice to Clause 6.13.1 and 6.13.2, not do or omit to do any act or thing which may cause us to compromise the reasonableness of the prevention procedures we have in place to prevent tax evasion or the facilitation of tax evasion; and/or
6.14.4 provide you (at our cost) with such assistance or any information as you may require from time to time to enable you to:
188.8.131.52 perform any activity or provide any information required by any relevant Authority in any relevant jurisdiction for the purpose of compliance with any proceeds of crime, anti-money laundering, prevention of tax evasion or prevention of facilitation of tax evasion law, guidance, investigation and/or Authority or court direction, or
184.108.40.206 self-disclose any conduct to or to co-operate with any Authority in its sole discretion acting reasonably.
6.15 We warrant to you that we have not, and that to our knowledge our officers, employees, agents, sub-contractors and any other persons who perform services for or on behalf of us in connection with these Terms have not:
6.15.1 been convicted in any jurisdiction of any Tax Evasion Offence or been the subject of any agreement (including without limitation any deferred prosecution agreement or similar arrangement) with any Authority concerning any such offence or alleged offence;
6.15.2 done or omitted to do any act or thing which caused or may cause any person to commit a Tax Evasion Offence (or would or may do so if the relevant person was unable to prove that it had in place prevention procedures that were reasonable in all circumstances to expect the person to have in place); and/or
6.15.3 been, and are not, the subject of any investigation, enquiry or enforcement proceedings by any Authority regarding any Tax Evasion Offence.
6.16 We will promptly give written notice to you:
6.16.1 upon a breach, or suspected breach, of any of our obligations at Clause 6.13 occurring;
6.16.2 upon becoming aware of a breach of any of our warranties at Clause 6.14; and
6.16.3 upon becoming aware of any event or circumstance which would cause us to be unable to repeat any of the warranties at Clause 6.14 at any time.
6.17 You may terminate our Services immediately by giving written notice to that effect to us if we are in breach of any of our obligations under Clause 6.13 or of any of our warranties under Clause 6.14 or if you have reasonable cause to believe that we have facilitated a Tax Evasion Offence.
6.18 You will be entitled, by giving written notice to that effect to us, to require us to remove from the performance of our Services any of our officers, employees, agents, sub-contractors or any other person who performs services for or on behalf of us in connection with our Services and in respect of whom we are in breach of any of our obligations under Clause 6.13 or any of our warranties under Clause 6.14.
6.19 We will include, in any sub-contract which we enter into in connection with these Terms, clauses materially equivalent to Clause 6.13 to 6.18 and will procure that any such subcontractor entering into a further sub-contract in relation to these Terms will include clauses materially equivalent to Clauses 6.13 to 6.18 in the sub-sub-contract.
7.1 We may make changes to these Terms for the following reasons:
7.1.1 Changes to relevant law or regulation, or a decision of the Financial Ombudsman Service.
7.1.2 Changes to the way we are taxed (including the requirement to pay any government or regulatory levy), or you and your product are taxed.
7.1.3 Changes required by any regulatory or tax authority or industry guidance or codes of practice.
7.1.4 Changes in the way investment markets work, including changes in investment/securities dealing or administration which may affect your account.
7.1.5 To make the Terms easier to understand and any other changes that are not detrimental to you.
7.1.6 If it becomes impossible or impractical, in our reasonable opinion, to carry out any of the Terms as a result of circumstances beyond our reasonable control.
7.1.7 To reflect changes to our services or the manner in which we provide them to you.
7.1.8 To reflect changes to the level of charges applicable to your account.
7.1.9 To reflect changes to the range of investments we make available to you from time to time.
7.1.10 To reflect improvements to our online service that technological, service or propositional enhancements have allowed us to make.
7.2 Changes to these Terms which are due to reasons outside our control (eg changes in legislation) or are not detrimental to you (eg improvements to the service we are able to offer you) will take effect immediately and we will notify you at the next appropriate opportunity. We will not be liable to you for any failure or delay in performing our obligations under the Terms if such failure or delay is due to any cause outside our reasonable control. Events outside our reasonable control include, but are not limited to:
7.2.1 Acts of God, fire, earthquake, storm or flood.
7.2.2 Explosion, nuclear accident or collision.
7.2.3 Sabotage, riot, civil disobedience, strikes, terrorism.
7.2.4 Epidemic, national emergency (whether in law or fact), or act of war.
7.2.5 Any change to the law or regulation of a governmental or regulatory body.
7.2.6 Market conditions affecting the execution or settlement of transactions in respect of your account.
7.2.7 Any targeted network attack or interruption of the internet or other telecommunications service.
7.2.8 Loss of supply of essential services including electrical power and third party services. Any other cause beyond our reasonable control which prevents us administering your account for a given period of time.
7.3 Otherwise, we will write and tell you about any material changes at least 30 calendar days before a change becomes effective and where this is reasonably possible. If it is not, we will write to you at the earliest opportunity after the change has taken place.
8.1 To the extent relevant to the service we provide, to enable us to provide you with a proper service, we require you to do the following for us:
8.1.1 agree these Terms which govern our relationship;
8.1.2 confirm that you have not supplied us with information which is inaccurate or misleading;
8.1.3 notify us promptly of any change to the information supplied by you to us;
8.1.4 supply us with all information, documentation or copy documentation that we require in order to allow us to carry out our account opening procedures;
8.1.5 provide us with any additional information which may be reasonably required in order that we can fulfil our legal, regulatory and contractual obligations;
8.1.6 confirm that the investments and cash within your account portfolio are within your complete ownership and free from all liens, charges and any other encumbrances;
8.1.7 not, except through us, deal, or authorise anyone else to deal in the investments in your account; and
8.1.8 undertake to sign and/or produce, by the time we ask you to, any documents we need to enable us to carry out our duties on your behalf.
9.1 It is very important to us that you understand the risks involved when making an investment. In addition to our general description of the relevant risks we set out in our Terms and Personal Investment Report, we set out here the risks of investing in the different types of asset we may select for you:
9.1.1 General risks:
Please note that the value of your investments can fall as well as rise and you may not get back the full amount you invested. The price and value of investments may depend on fluctuations in the financial markets, or other economic factors, which are outside our control. Past performance is not necessarily a guide to future performance.
9.1.2 Bonds have the following risks:
220.127.116.11 the price of bonds can go down as well as up, for example the price of bonds tends to fall when interest rates rise;
18.104.22.168 if the proceeds from holding bonds are reinvested in bonds, the new bonds may not provide as large an investment return as the previous bond;
22.214.171.124 the interest rate provided by bonds can be fixed, in which case you may receive a return that does not keep up with inflation;
126.96.36.199 if the provider of the bond becomes insolvent or otherwise unable to pay its debts, then the bond may become valueless; and
188.8.131.52 there is the risk, if selling a bond back into the marketplace, that there is difficulty finding someone willing to buy it, lowering the value of the bond.
9.1.3 Company equity (also called company shares) has the following specific risks:
184.108.40.206 share prices can go down as well as up – this is particularly so for smaller companies, as the combination of both less shares and less buyers of those shares means the share price can change more rapidly;
220.127.116.11 dividend growth is not guaranteed, nor are companies obliged to pay a dividend to you as an investor;
18.104.22.168 companies may go insolvent rendering the shares you hold valueless;
22.214.171.124 the market for equity may decline in value;
126.96.36.199 the company’s earnings and financial markets generally may be volatile; and
188.8.131.52 for smaller companies, shares may not obtain their full value on sale if there is difficulty finding a buyer for those shares.
9.1.4 Overseas investments:These have the risk that they are priced in a currency other than pound sterling (this being the currency of your initial investment). If the exchange rate between pound sterling and other overseas currency changes, such that the same value of overseas currency is worth less pounds sterling, this will cause your investment to lose value. Also the opposite may happen, in which case there will be an increase in the value of your investment. Please note that the effect of investing overseas is separate to and in addition to the actual investment itself.
9.1.5 Investments in emerging markets:
have, in addition to the risks involved in investing overseas, significant political, regulatory and economic risks. These may differ in kind and degree from the risks presented by investments in the world’s major markets. These investments have a greater risk of a sudden fall in value, for example if there is difficulty selling them, or as a result of governmental interference.
9.2 Please note that there may be other risks in addition to those outlined above in relation to your investment, and there may be further risks that arise in the future.
9.3 If any of the risks outlined above are unclear or if you would like to discuss the risks you face in further detail, please let us know by sending an email to email@example.com.
10.1 We will always endeavour to act in your best interests as our client. However, circumstances can arise where we or one of our other clients may have some form of interest in business being transacted for you. If this happens or we become aware that our interests or those of one of our other clients conflict with your interests, we will write to you and obtain your consent before we carry out your instructions. We will also describe the steps we will take to ensure fair treatment.
10.2 We have a compliance department which is responsible for ensuring that our control structures and procedures are adequate to ensure compliance with all relevant laws, regulations, codes and practices relating to our business activities. We are committed to operating in the best interests of our clients and managing conflicts of interest fairly. Where there is a conflict of interests, we will not knowingly deal or advise unless we have taken reasonable steps to ensure fair treatment for our clients.
Minor non-monetary benefits
10.3 As part of providing our service to you, we may receive acceptable minor non-monetary benefits. Minor non-monetary benefits are those which:
10.3.1 are capable of enhancing the quality of service provided to you;
10.3.2 is of a scale and nature that it could not be judged to impair our compliance with our duty to act honestly, fairly and professionally in your best interests;
10.3.3 is reasonable, proportionate and of a scale that is unlikely to influence our behaviour in any way that is detrimental to your interests; and
10.3.4 consists of:
(a) information or documentation relating to a financial instrument or an investment service, that is generic in nature or personalised to reflect the circumstances of an individual client;
(b) written material from a third party that is commissioned and paid for by a corporate issuer or potential issuer to promote a new issuance by the company, or where the third party firm is contractually engaged and paid by the issuer to produce such material on an ongoing basis, provided that the relationship is clearly disclosed in the material and that the material is made available at the same time to any firms wishing to receive it, or to the general public;
(c) participation in conferences, seminars and other training events on the benefits and features of a specific financial instrument or an investment service;
(d) hospitality of a reasonable de minimis value, such as food and drink during a business meeting or a conference, seminar or other training events mentioned under Paragraph c;
(e) research relating to an financial instruments issued by an issuer, which is (i) produced prior to the issue being completed and by a person that is providing underwriting, or placing services to the issuer on that issue; and (ii) made available to prospective investors in the issue; or
(f) research that is received so that we may evaluate the research provider’s research service, provided that (i) it is received during a trial period that lasts no longer than 3 months (ii) no monetary or non-monetary consideration is due (whether during the trial period, before or after) to the research provider for providing the research during the trial period (iii) the trial period is not commenced with the research provider within 12 months from the termination of an arrangement for the provision of research (including any previous trial period) with the research provider, and (iv) we make and retain a record of the dates of any trial period accepted under this rule, as well as a record of how the conditions in (i) to (iii) were satisfied for each such trial period.
11.1 The anti-money laundering regulations require us to verify your identity, to gather information as to the purpose and nature of the business which we conduct on your behalf, and to ensure that the information we hold is up-to-date. We use electronic identity verification systems, at the beginning and throughout our relationship with you.
This means your personal information will be shared with third parties, ie the relevant agencies who operate the identity verification systems. In addition, we will verify the validity of your bank account information and this will involve us sharing your personal and financial information with the third party. Their services compare your data against: bank account data, electoral roll, UK Companies House (and this includes the bankruptcy and insolvency register and database of disqualified directors), and other publicly available information such as media reports. Please note that we cannot provide our services to you until you have passed our money laundering checks.
13.1 We will communicate with you in English by email and / or throughout the App, and reserve the right to call you by telephone. You may communicate with us in English throughout the App or by emailing firstname.lastname@example.org, or otherwise in accordance with procedures notified to you by us (including security procedures and use of passwords).
13.2 You accept that we are deemed to have received any communication at the time we access it. You accept that there may be a delay in responding to correspondence received. You also acknowledge and accept the risks inherent in email, particularly of its unauthorised interception and of its not reaching the intended recipient.
13.3 Although we take all reasonable care to ensure all electronic communications and attachments we send to you are free from any known virus or bug, we will not be responsible for any loss or damage resulting from any attack by a third party on our systems, any computer virus or any other malicious or technologically harmful material that may infect your computer equipment, computer programs, data or other material due to your use of our service.
13.4 We will communicate with a third party, who you authorise, at the address(es) you notify us in writing. As long as we act reasonably you authorise us to rely on instructions by whatever means transmitted which appear or purport to be sent by you or a third party authorised by you.
13.5 We may record and monitor conversations we have with you, and we will keep a record of all communications for as long as required by law or we feel appropriate.
If you authorise us to accept the instructions of a person not signed up to this agreement we will do so until we receive notice to the contrary from you. The same rules (set out under “How will we communicate”, above) apply to instructions received from this authorised person as they do to instructions received from you and you must ensure that your authorised third party complies with these rules.
15.1 We reserve the right not to act on your instructions if:
15.1.1 to do so may involve us or you in a breach of legal and/or regulatory requirements; or
15.1.2 we believe on reasonable grounds that to do so would be impracticable or against your interests; or
15.1.3 to do so would run the risk of us suffering financial loss
We will endeavour to advise you promptly if such circumstances arise, subject to our obligations under applicable law and regulation.
16.1 We are committed to providing you our Services with reasonable skill, care and diligence under these Terms. As long as we do this, we cannot and do not accept any liability for loss (or the loss of an opportunity to gain) which arises from the exercise of our discretionary investment management for and on your behalf.
16.2 Please note we do not provide, nor do we accept responsibility for, legal, tax or accounting advice. Your tax treatment depends on your individual circumstances and may be subject to change in the future.
16.3 Please note, however, that despite the above we do not limit or exclude our liability for fraud or death or personal injury as a result of our negligence or that of our employees.
17.1 We will always honour your statutory rights. After agreeing to invest with us, you are still entitled to cancel your investment for up to 14 calendar days after having opened your account (the “cancellation period”). This is done by sending us written notice of the cancellation to email@example.com.
17.2 If you cancel your investment within the cancellation period, we will sell your investments and return the money from any sale to you. We will sell your investments within 2 business days (on which the relevant markets are open) of receiving your cancellation instruction, subject to circumstances beyond our control.
17.3 Please be aware that if the value of your investment(s) has fallen you will not get back the full amount you invested. You will also be liable for any costs we have to pay on your behalf in order to sell the investments.
18.1 You or we may terminate our Services at any time, without penalty. If you wish to terminate the Services, you must notify us in writing by email to firstname.lastname@example.org , and termination will take effect from the date of receipt.
18.2 Please note that if and when our Services are terminated, unless we agree with you otherwise, we will sell your investments and return the money we receive as a result to you. Subject to circumstances beyond our control, we will sell your investments within 2 business days (on which the relevant markets are open) of receiving your termination notice/our decision to exit you from our system.
18.3 Please note that by terminating a Stocks and Shares ISA, and therefore selling the investments within it, will have the effect of the Stocks and Shares ISA losing its tax free status. Should you instead wish to transfer a Stocks and Shares ISA please do so in accordance with Clause 20.8 to ensure its tax free status is maintained.
18.4 Please note that it is not possible to terminate a Junior Stocks and Shares ISA unless under extreme circumstances in accordance with Clause 21.6.
18.5 If the value of your investment(s) has fallen you will not get back the full amount you invested. Also, please be aware that we offer no refunds for payments already made to us.
19.1 If you the client are more than one person
Each of you will be jointly responsible for complying with your obligations, and each of you bear full liability for any breach of these obligations. Any notice given to any of you will be deemed to be given to all of you, and we may act on the instructions of any of you.
19.2 If you die
We will suspend taking instructions in relation to your estate. This means that we will continue to manage your account in accordance with any instructions you have given us so far. We also reserve the right to exercise our absolute discretion to make payments to HMRC to help you deal with inheritance tax. Otherwise, we will only take further instructions once we have been presented with a valid grant of representation from a court.
19.3 Assignment is prohibited
You may not assign or transfer any of your rights or responsibilities in relation to your account with us.
19.4 Only parties to this contract may enforce it
Unless and to the extent we agree otherwise in writing, a person who is not a party to this investment management agreement shall have no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any of its terms.
19.5 ENTIRE AGREEMENT
These Terms constitute the entire agreement between the parties to it and supersedes any prior agreement or arrangement in respect of its subject matter and:
19.5.1 Neither party has entered into these Terms in reliance upon, and it will have no remedy in respect of, any misrepresentation, representation or statement (whether made by the other party or any other person and whether made to the first party or any other person) which is not expressly set out in these Terms;
19.5.2 the only remedies available for any misrepresentation or breach of any representation or statement which was made prior to entry into these Terms and which is expressly set out in these Terms will be for breach of contract; and
19.5.3 nothing in this clause will be interpreted or construed as limiting or excluding the liability of any person for fraud or fraudulent misrepresentation.
20.1 This Clause 20 applies in addition to the rest of these Terms if you hold or are considering holding a Stocks and Shares ISA with us. If there is a conflict between this Clause 20 and the rest of these Terms, this Clause 20 will take priority.
20.2 If you are an individual aged 18 or over you may subscribe for a Stocks and Shares ISA with us, if you are:
20.2.1 a UK resident;
20.2.2 performing duties as a Crown employee serving overseas and paid out of the public revenue of the United Kingdom (typically a serving member of the armed forces, or a diplomat), or
20.2.3 married to, or in a civil partnership with, such a personPlease note that, if you decide to hold a Stocks and Shares ISA with us, you and we are required to comply with the terms set out in this section. Please note that WealthKernel Limited will be the ISA Manager and be entirely responsible for the provision of ISA manager services.
20.3 How do I invest in an ISA?
20.3.1 You may subscribe to an ISA for the current tax year and each subsequent tax year by sending funds from your bank or transferring a current tax year ISA. You may do so by cheque, bank transfer, transfer of cash from an existing portfolio held with us or by transfer from another ISA Manager (subject to HMRC's ISA transfer rules).
20.3.2 You can only subscribe to one Stocks and Shares ISA within each tax year. The total of contributions to be invested in any tax year cannot be more than the maximum permitted to be invested in a stocks and shares ISA by the Individual Savings Account Regulations 1998 (“Regulations”) for that tax year.
20.3.3. Your ISA investment will commence on the day we have both a valid application and receipt of your first subscription, or where you are transferring to us from another ISA Manager, on the day we have both a valid transfer application form and receipt of the proceeds of transfer from your previous ISA Manager.
20.4 How do we manage your ISA?
20.4.1 We will invest your Stocks and Shares ISA in accordance with your instructions and these Terms, and subject always to the requirements of HMRC.
20.4.2 For each new tax year, all contributions to your account will be allocated first to your Stocks and Shares ISA account until the maximum subscription is reached for that year, or until your own pre-set limit. Once the maximum subscription or your own pre-set limit is reached, future contributions are allocated to the non-ISA remainder of your account.
20.4.3 If we decide to delegate any of our functions or responsibilities under the terms agreed with you, we will first satisfy ourselves that any person to whom we delegate is competent to carry out any of those functions and responsibilities.
20.5.1 You must always remain the beneficial owner of any investments held in your Stock and Shares ISA and you must not dispose of or transfer any interest in any investment while it is held in your ISA account. Additionally you must not create any charge or security on or over any investments held in your ISA account; for example you must not use them as security for a loan.
20.5.2 Your investments will be registered in the name of our nominee company. Share certificates and other documents evidencing title to ISA investments will be held by us in our capacity as Custodian or as we otherwise direct. Please see Section II below for the terms governing our service as Custodian to you.
20.6 Shareholder rights
You can ask us to arrange for you to:
20.6.1 attend and/or vote at shareholders’ and securities holders’ meetings; and
20.6.2 receive annual report and accounts, and any other information issued to shareholders and security holders
Please note that we reserve the right, on providing prior notice, to charge you a fee purely to cover our administrative costs in making these arrangements.
You authorise us to disclose to HMRC all such information as required by law. We will notify you by email if, by reason of any failure to satisfy the provisions of the Regulations, your Stocks and Shares ISA has or will become void.
20.8.1 You can transfer all or part of your ISA, together with all rights and obligations, to another ISA Manager (the new ISA Manager). If you want to transfer your whole ISA to the new ISA Manager then we will transfer all subscriptions you have made in the current tax year and previous tax years. If you only want to transfer part of your ISA to the new ISA Manager then you can transfer any part of the previous tax years’ subscriptions but if you want to transfer your current tax year subscriptions then all of these must be transferred as it is not possible to transfer only part of your current tax year’s subscriptions.
20.8.2 When we receive your written instructions we will transfer all or part of your ISA to the new ISA Manager in accordance with the Regulations. We will carry out the transfer within according to regulations, which will not exceed 30 calendar days.
20.9 Withdrawals and cancellation
20.9.1 You can also instruct us to transfer to you all or part of your ISA investments and any interest, dividends, rights or other proceeds arising from them, or sell all or some of the investments in your ISA and pay you the sale proceeds in respect of your investments (a “withdrawal”). We will complete the withdrawal within a reasonable period that may take up to 30 calendar days from the date we receive your instruction.
20.9.2 Please note any withdrawals will cause the withdrawn investments to lose their tax-efficient status. Amounts invested into your ISA and later withdrawn will still count towards your relevant annual ISA allowance.
20.9.3 In addition to the ability to withdraw from your ISA, you may also cancel your ISA, if you meet the requirements set out in “Cancellation Rights”, above. Exercising your cancellation rights within the relevant period will mean that your investments will be treated as never having entered the ISA, and so will not count towards your annual ISA allowance.
21.1 This Clause 21 applies in addition to the rest of these Terms if you hold or are considering holding a Stocks & Shares JISA with us (“SS JISA”). If there is a conflict between this Clause 21 and the rest of these Terms, this Clause 21 will take priority. When the account holder turns 18, this Clause 21 will no longer apply.
21.2 You may subscribe for SS JISA with us, if you are:
21.2.1 an Eligible child aged between 16 and 18 (or a person with a lasting power of attorney for an eligible child with the age range previously mentioned);
21.2.2 a person aged over 16 who has parental responsibility for an Eligible child.
For this purpose, you will be the “Registered contact” unless and until you are replaced in accordance with section 21.3.2.
Please note that, if you decide to hold a SS JISA with us, you and we are required to comply with the terms set out in this Clause. Please note that WealthKernel Limited will be the SS JISA Manager and be entirely responsible for the provision of SS JISA manager services.
21.3 Registered contact
21.3.1 We will only accept instruction from you as the Registered contact for the SS JISA in accordance with this Agreement unless and until section 22.3.2 applies.
21.3.2 The Registered contact can be changed if:
- you as the existing Registered contact consent to an individual with parental responsibility for the Eligible child becoming the new Registered contact
- you, as the existing Registered contact die, lack mental capacity or suffer a mental disorder
- you, as the existing registered contact can’t be contacted or post has been returned unopened for a period of 12 months
- a Court order brings to an end the existing registered contact being a person with parental responsibility for the child
- a Court has appointed a guardian or a special guardian of the child who holds the JISAa Court orders that you, as the existing registered contact cease to be so; or
- the new registered contact has adopted the child under an adoption order.
21.3.3 On receipt of instructions acceptable to us, we will process the change of Registered contact and no longer act on instructions from a previous Registered contact.
21.3.4 At all times during the course of this Agreement you must:
- if you are a Registered contact who is not the Eligible child, let us know as soon as possible if you cease to have parental responsibility for the child;
- let us know as soon as possible if you become aware that the child has another Stocks and Shares JISA or CTF under its name.
21.4 Transfers to another SS JISA
21.4.1 At any time, you can instruct us to transfer the assets in your account to another SS JISA, but all assets must be transferred in full.
21.4.2 In this case, you may contact the SS JISA manager to whom you wish to make the transfer, who will provide you with the corresponding transfer form and will then arrange the transfer with us
21.4.3 As soon as requested by the new SS JISA manager, we will carry out the transfer according to regulations, which will not exceed 30 calendar days. In this regard, we will produce the corresponding external transfer history form and send it to the new SS JISA manager within 30 calendar days of the date of the transfer;
21.4.4 we will close the account once the transfer has been made if there are not any assets remaining in the account.
21.5.1 In accordance with the ISA Regulations no withdrawals can be made from the SS JISA until:
- the account is closed when the child reaches the age of 18 (following the process in section 21.6.1), dies, or where closure is otherwise permitted by the ISA Regulations;
- or where the child is terminally ill and a terminal illness claim has been agreed in accordance with the ISA Regulations. Under this circumstance, the parents of a child who is terminally ill may make a claim to HMRC to be allowed to access the funds in the child’s SS JISA. If the claim is agreed, HMRC will issue a letter to the Registered informing that the funds in the SS JISA can be withdrawn. In these cases, we will request a copy of the aforementioned letter.
21.6 Closing a SS JISA
21.6.1 you cannot instruct us to close the SS JISA unless any of the following circumstances apply:
- the death of the child
- the child reaching its 18th birthday
- direct instruction from HMRC
- a terminal illness claim for the child has been accepted by HMRC
21.6.2 following the child’s 18th birthday, the child may instruct us to close the account.
21.6.3 If the child chooses to close the account upon reaching the age of 18 years, all of the available funds must be withdrawn or transferred in one single amount in which case we will sell all investments in the account and pay the proceeds (minus any money owed to us or HMRC) to the child and close the account.
21.7 Death of the child
21.7.1 In the event of the death of the child, evidence of the death (sight of the original death certificate or copy of it) must be provided to us before we can proceed to close the SS JISA.
21.7.2 The SS JISA value will normally be paid to the child’s personal representatives. When we have received evidence that is satisfactory to us of the death of the child, and we are asked to do so by the personal representatives we will sell those investments and pay the proceeds and any other cash in the account (less any money owed to us or HMRC) to them once we have verified their identity.
21.7.3 Alternatively, if the child’s personal representatives ask us to register the investments in the name of another person, we will do this once we have been able to verify their identity (having deducted any money owing to us or HMRC). The account will then be closed.
21.7.4 The account will cease to qualify for tax exemption under the ISA Regulations from the date of death of the child and no further subscriptions will be allowed. When we have been notified of the death of the child, we will stop collecting any scheduled subscriptions.
21.8 Child’s 18th birthday
21.8.1 When the child reaches the age of 18:
- we will no longer accept new subscriptions into the account and we will convert the account into an “adult” SS ISA, and the SS JISA will be closed.
- We will write to the child to: a.) ask whether they wish to sell the investments and withdraw the resulting available funds, in which case we will sell all investments in the account and pay the proceeds (minus any money owed to us or HMRC) to the child and close the account; or b.) confirm they may retain the investments in the new “adult” ISA, in which case this Agreement will still apply (excluding Clause 21)
- the child will need to update his/her details with us prior to making any further subscriptions into the ISA account
- further subscriptions to an “adult” ISA that was a SS JISA cannot be accepted until the (former) child provides confirmation to us that he/she meets the requirements provided in section 22.1 of this Agreement.
21.9 Void JISAs
We will notify you if, as a consequence of any failure to satisfy the provisions of the ISA Regulations, the account has or will become void as a SS JISA and will no longer benefit from the tax exemption that applies to SS JISAs. We will tell you to contact your HMRC office with details of the potentially void SS JISA. Alternatively, HMRC may tell us that the account is void as a SS JISA.
22.1 Our service
22.1.1 We provide you with investment options on a non-advised basis (our “Services”). We do not, therefore check whether investments you select are suitable or appropriate for you.
22.1.2 You do not, therefore, benefit from the protection of the rules on assessing appropriateness. You must ensure that any investments you make are appropriate investments for you.
22.1.3 Neither Hapi nor its employees are qualified to give legal, tax or accounting advice or to prepare any legal, tax or accounting documents. We are not responsible for dealing with any of the above matters when you use our Services.
22.2 Executing transactions
22.2.1 For an explanation of how transactions are executed on your behalf, please email us requesting our Execution Policy. This sets out how we ensure that, when executing transactions on your behalf, all sufficient steps are taken to obtain the best possible result for you on a consistent basis, taking into account relevant factors, including: price, cost, speed, likelihood of execution and settlement, size, nature or any other consideration relevant to the execution of your order.
22.2.2 Please note that we need to comply with the rules and regulations of the relevant investment markets and exchanges. As such, by agreeing to these Terms, you authorise us to take all steps that may be required or permitted by these relevant markets or exchanges, as well as to generally act in accordance with good market practice.
22.2.3 You confirm that:
184.108.40.206 If you have orders that may be executed outside a trading venue, we will inform you accordingly and you expressly consent to us proceeding with executing these orders;
220.127.116.11 In relation to client limit orders, confirm that we have your express instruction not to take measures to facilitate the earliest possible execution of any unexecuted orders in a manner that is easily accessible to other market participants; and
18.104.22.168 We may aggregate your order with those of other clients. Whilst we will act fairly, the effect of this aggregation may work to your disadvantage in relation to a particular order.
22.3 Voting Rights
In providing our Services to you we may decide at our discretion whether or not to procure the exercise of any voting rights attaching to your investments. Unless you instruct us otherwise, we shall be entitled to exercise such rights at our discretion, providing that we are in compliance with our conflicts of interests policy, which can be found on our website. Please note that, if we are managing a Stocks and Shares ISA or a Stocks and Shares JISA on your behalf, this right is subject to your “Shareholder rights”, as set out in the specific Terms set out below.
22.4 Deposits / New Money / Transfers
22.4.1 A deposit (or similar) to a portfolio will be invested in line with the Execution Only (ExO) Model selected for that portfolio at the next trading point.
22.214.171.124 Drift will not be taken into account as part of that investment.
126.96.36.199 Income cash that has been accumulated will not be taken into account as part of that investment.
22.5 What Needs to be Bought/How Much to Buy
22.5.1 The purchases will be driven by the weights of the ExO Model and the amount of cash deposited.
22.5.2 Trades placed will be value orders (i.e. A Purchase of Fund X for £1,000) and the number of units received will reflect the price on the market at that me.
We will not manage your portfolio other than to ensure that the stated asset allocation applicable to your portfolio is maintained. To achieve this, we will periodically “rebalance” your portfolio, that is, during the first week of each new annual quarter (April, July, October, January), trades will be made to bring the portfolio back inline with the ExO Model. This may involve both sale and purchase trades and may utilise income cash or raise cash for future fees.
22.7 Model change
Following an instruction to change to a different ExO Model, sales and purchases will be placed to realign the holdings with that dictated by the new ExO Model selected.
22.8 Change of asset allocation within model
22.8.1 Following a change of asset allocation within an ExO Model by the Firm, the Investor will be informed by email that their funds will be invested as before unless we receive instructions to invest as per the new model.
22.8.2 For the purpose indicated above and other communications, you are required to supply us and maintain a valid email address.
22.9.1 A mandatory cash weight of 0.5% will be kept to account for future fees.
22.9.2 Fees will be deducted on a quarterly basis, prorated to cover the previous quarter.
22.9.3 If there is not enough cash to cover a fee, assets will be sold down inline with the ExO Model weights regardless of any drift.
22.10 Withdrawal of money
22.10.1 Any withdrawal request constitutes an instruction to us thus, we will not have any discretion as to which funds within the portfolio are sold.
22.10.2 A request for a partial withdrawal will trigger sale trades inline with the ExO Model weights regardless of any drift.
22.10.3 If this is not possible due to excessive drift, we will carry out a rebalance at the same to bring the portfolio back inline with the ExO Model.
22.10.4 A request for a full withdrawal will trigger sales trades of all holdings. The cash will then be paid back to the Investor.
23.1 How will we look after your investments?
23.1.1 Your investments will be registered in the name of our nominee company (“Nominee”), who will be controlled in accordance with the FCA Rules. Our Nominee will hold onto your investments on your behalf and you will be their beneficial owner. We will be responsible for our Nominee with respect to their compliance with the FCA Rules on custody.
23.1.2 All client assets will be held separately from our own assets and investments, meaning that at any time we will be able to identify your entitlement. We will not register our own assets and investments in the same name as your assets and investments, unless doing so is permitted under the FCA Rules. Before registering our own assets and investments in the same name as your assets and investments we will consider whether there is any way to avoid doing this.
23.1.3 We may pool your investments with those of our other clients in an omnibus account. This means that your investments might not be identifiable individually when looking at the relevant company register. Within our own system, however, your individual entitlement will be clearly identifiable.
188.8.131.52 It might be necessary for us to appoint third party sub-custodians (“Sub-Custodians”) to act on our behalf and who will hold onto your investments for us. Under this agreement you authorise us to appoint such Sub-Custodian(s) from time to time. Your assets will typically be held by them in pooled accounts, and will be kept separate from assets belonging to us or any Sub-Custodian.
184.108.40.206 We will exercise due skill, care and diligence when selecting, appointing and conducting periodic review of any Sub-Custodians in accordance with FCA Rules.
220.127.116.11 When entering into written agreements with a Sub-Custodian for the purpose of arranging for them to keep your investments safe for you we will comply with applicable FCA Rules.
23.1.5 How will we look after your overseas investments?
18.104.22.168 If you make investments overseas your investments might be held by an overseas Sub-Custodian appointed by us. If this is the case your investments might be registered in our name or the name of the overseas Sub-Custodian. Before this occurs we will take reasonable steps to determine that it is in your best interests for this to happen and that it is not practical for us to do otherwise, because of the nature of applicable law or market practice. When taking these steps we will make adequate investigations of the overseas jurisdiction by reference to local sources.
22.214.171.124 We will only allow your investments to be held by an overseas Sub-Custodian in an overseas jurisdiction that regulates and supervises the safekeeping of investments for another person who is subject to such regulation and supervision.
126.96.36.199 We will not allow your investments to be held by an overseas Sub-Custodian in a country that does not regulate the safekeeping of investments, unless the nature of your investments or the investment services connected with them are such that it requires they be held in that country.
23.1.6 Unclaimed assets and investments
We may liquidate your investments and pay the money to charity, in accordance with the FCA Rules, if we do not hear from you in relation to your investments for at least 12 years. Where we have done so we undertake to pay you a sum equal to the value of the asset at the time it was liquidated or paid away, should you claim an asset in the future.
23.2 How will we look after your money?
23.2.1 When holding onto your money we will treat it as client money in accordance with the FCA Rules, unless stated otherwise in these Terms or as provided under applicable law.
23.2.2 We will hold your funds separately from our own and deposit them in a client bank account with a CRD credit institution or other institution approved for this purpose, in accordance with the FCA Rules. The client bank account will, among other things, be free of lien and will be set up with statutory trust status. We may hold your money in a pooled account with other client’s money.
23.2.3 We will exercise all due skill, care and diligence in the selection, appointment and periodic review of the third party bank with whom we deposit your money and the arrangements for the holding of your money, in accordance with the FCA Rules. When making the selection, appointment and conducting the periodic review of the third party bank we will take into account those relevant matters required by the FCA Rules.
23.2.4 We will not be responsible for acts, omissions or default of the third party bank.
23.2.5 We might allow another third party, such as an exchange or clearing house, to hold your money. We will only do so:
188.8.131.52 for the purpose of one or more transactions for you through or with that third party; or
184.108.40.206 to meet your obligation to provide collateral for a transaction.
23.2.6 In the event that your money has been deposited with another third party (such as an exchange or clearing house) we will not be responsible for their acts, omissions or default.
23.2.7 In the event of our insolvency your money, by virtue of having been separated from our assets and held in a client bank account, will not be available to our creditors. However, should a third party with whom your money has been deposited default the following may happen:
220.127.116.11 UK bank accounts: If your money has been deposited in a UK bank account it will typically be held in a pooled account with other client’s money. If the third party bank defaults and there is a shortfall that cannot be met, then you may have to share in the loss according to the proportion of the funds attributable to you in the pooled account.
18.104.22.168 Non-UK bank accounts: If your money has been deposited in a non-UK bank account you face the same risk of loss as you would for a UK bank account. Additionally the laws of that country might be different from the laws and regulations in the UK. Your money might be less secure and might be treated differently than it would have been treated if it had been held in a UK bank account.
22.214.171.124 Other third parties: If your money has been passed on to another third party (see Clause 34.2.5 above) there is a risk that you could suffer financial loss if that third party defaults. These third parties will not always be able to keep your money separate from their money. This means that if they become insolvent we will only have an unsecured claim against them on your behalf. This means that they might not be able to pay us enough money to cover all of our clients unsecured claims.
Interest will not be payable on cash balances held by us on your behalf, unless we have agreed otherwise in writing.
23.2.9Unclaimed client money
You agree that we may pay funds held by us on your behalf in a client bank account to a registered charity of our choice, if:
126.96.36.199 we have taken reasonable steps to try and contact you in accordance with the FCA Rules; and
188.8.131.52 there has been no movement on your account for at least 6 years (excluding payment or receipt of interest, charges or other items).
23.2.10 If the sum of money paid away to charity is greater than £25.00 we promise to pay you a sum equal to that which has been paid away, so long as you can bring evidence to support your claim. If that sum is less than £25.00 we will not compensate you.
23.2.11 Minimum Balance
We will notify you as soon as possible should your account balance fall to the point where the charges are greater than the credits.
24.1 These Terms apply to all investments you make with us and provide information about the way in which we provide our service to you. The law of England and Wales governs your account with us and any matters or disputes related to these Terms will be subject to the exclusive jurisdiction of the courts of England and Wales. Our Terms are in English as will be all communications between us.
24.2 If you have any questions or something doesn’t make sense please let us know by emailing us at: email@example.com. Unless we agree otherwise in writing, these Terms apply to all services we provide to you and any associated work.
Please contact us by emailing firstname.lastname@example.org in case of questions about our processing of personal data, or about these Terms generally.
26.1 It is important to us that you understand and are happy with these Terms and any Personal Investment Report you receive. If you have any questions or something doesn’t make sense please let us know by emailing email@example.com. Unless we agree otherwise in writing, these Terms and any Personal Investment Report you receive apply to all services we provide to you and any associated work.
26.2 If you are happy with both our Personal Investment Report and these Terms, please can you indicate that you consent to be bound by these documents, in addition to our terms and conditions. We need this consent before we can provide you with our discretionary management service.
26.3 Please note that by agreeing to these Terms:
26.3.1 You acknowledge receipt of Terms and that these Terms apply to investments you make with us through your Manager.
26.3.2 You acknowledge that you have read these Terms carefully.
26.3.3 Elect not to receive information on every transaction we execute on your behalf, but rather to receive our reports every 3 months (unless we have agreed otherwise.
26.3.4 Agree that any Personal Investment Report you receive is an accurate and fair description of your financial situation, and you agree to be bound by its requirements.
26.3.5 You authorise the transfer of information, on a confidential basis, as required under these Terms, between third parties.
26.3.6. Confirm that you agree to our Best Execution Policy, in relation to all transactions we execute on your behalf. Furthermore, you confirm that:
184.108.40.206 If you have orders that may be executed outside a trading venue, we will inform you accordingly and you expressly consent to us proceeding with executing these orders;
220.127.116.11 In relation to client limit orders, confirm that we have your express instruction not to take measures to facilitate the earliest possible execution of any unexecuted orders in a manner that is easily accessible to other market participants; and
18.104.22.168 We may aggregate your order with those of other clients. Whilst we will act fairly, the effect of this aggregation may work to your disadvantage in relation to a particular order.
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