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To register, just follow these instructions.
Contact your Private Banker with any questions.
STEP ONE: PORTFOLIO VIEW & MESSAGING USER
AGREEMENT
Accept the User Agreement below. To enrol for
the original instruction message feature of Message
Centre, sign the appropriate section of the User
Agreement. You can get a printer-friendly version
here.
STEP TWO: CREATE A NEW USER ID AND PASSWORD
AND ANSWER SECURITY VALIDATION QUESTION
STEP THREE: ONLINE REGISTRATION
Enter your details, then print out and sign the
User Agreement Signature Page and send it to us. Your account
will be activated on verification of your signature.
Table
of Contents
Introduction - Parties to this Agreement
Section
1 - Scope of this Agreement; Amendments to this
Agreement
Section 2
- Portfolio View and Message Centre Features
Section 3
- Original Instruction Message Feature
Section 4
- Terms of Use
Section 5
- Trust Companies
Section 6
- No Warranties
Section 7
- Limitation of Liability
Section 8
- Data Security
Section 9
- Other Provisions
Section
10 - Termination
Notice
to Switzerland Clients
Notice
to Singapore Clients
Notice to
Clients of Standard Chartered Bank, UK Branch
Signature
Page
Portfolio
View & Messaging User Agreement
Please read this Portfolio View & Messaging
User Agreement (the "Agreement") carefully.
This Agreement describes the terms and conditions
for using the Portfolio View service ("Service").
If you wish to accept the Agreement and its terms
and conditions, and wish to register at this time,
you must print and sign the Signature Page and
send it to the Investment Centre where your account
is located ("Investment Centre"). You
should print and retain a copy of this Agreement
for your records.
Note: The Service may not be available to clients
in all locations. Please check with the Private
Banker who handles your account to confirm the
availability of the Service in your Investment
Centre prior to executing this Agreement.
As used in this Agreement, the terms "Bank,"
"we," "us" and "our"
refer to Standard Chartered Bank, Standard Chartered
Bank (Switzerland) SA, Standard Chartered Bank,
Standard Chartered Bank International (Americas)
Limited, Standard Chartered Trust (Cayman) Limited
or Standard Chartered Trust (Guernsey) Limited,
including in each instance, to the extent applicable,
their branches (collectively these entities are
referred to as the "Banks" or the "Bank")
depending on the entity with which you have an
account or fiduciary relationship that you will
access through the Service. The Standard Chartered
Private Bank is the global marketing name used
by Standard Chartered Bank.
The Standard Chartered Private Bank Web site ("Web
site") is operated by the Bank as a means
for you to access the Service. For purposes of
this Agreement, either the Bank or you may be
referred to as a "Party" and the Bank
and you may be jointly referred to as the "Parties."
1.
Scope of this Agreement; Amendments to this Agreement
1.1
Subject to the provisions set forth below in this
subsection 1.1, this Agreement and the Web Site
Rules and Regulations governing the Web site (the
"Rules") govern your access to, and
use of, the services available through the Service.
For purposes of this Agreement, the term "Service"
extends to all portions of the Web site that are
accessed by the use of a User ID and Password
issued to you in connection with your use of the
Service and the information, names, images, pictures,
logos, documents and materials contained therein
("Contents"). For purposes of this Agreement,
your use of the Service is referred to as your
"Portfolio View Account." You agree
to use the Service solely as provided in this
Agreement. By accepting and using the Service
you confirm that your use of the Service is governed
and controlled by this Agreement, the Rules and
your existing account agreements with the Bank,
including any other related agreements governing
your account or accounts with the Bank to which
you have agreed (collectively "Other Bank
Agreements"). You acknowledge that the terms
and conditions of the Other Bank Agreements remain
in full force and effect and continue to contain
the majority of terms concerning the actual operation
of your account or accounts, and our provision
of investment, fiduciary and banking services
to you. If any terms of this Agreement conflict
with the terms of any of the Other Bank Agreements,
the terms of the Other Bank Agreements shall govern.
If any terms of this Agreement conflict with the
terms of the Rules, the terms of this Agreement
shall govern. You agree that your access to the
Service is conditional upon your acceptance of
this Agreement.
1.2
The Bank may from time to time change or modify,
add or remove portions of the terms of this Agreement
("Amendments"). You agree that if you
access the Service after posting on the Web site
of any Amendment to this Agreement, subject to
any prior notification periods that may be required
by applicable law, you consent to be bound by
such Amendment. You also consent to receive notice
of any Amendment to this Agreement through posting
on the Web site, through E-mail to an address
that you have provided to us in connection with
your registration in the Service, or by mail addressed
to you at such address as may be notified to the
Bank in writing by you or which appears in the
Bank's records as your last known address. If
you find any Amendments to be unacceptable, you
are free to terminate this Agreement in accordance
with subsection 10.2 of this Agreement. Otherwise,
this Agreement may not be modified or amended
except in writing executed by both the Bank and
you.
2.
Portfolio View & Messaging Features
2.1
The Service is intended to allow you to obtain
access to a Password protected portion of the
Web site that will allow you to view information
regarding your accounts with the Bank. You hereby
authorise and acknowledge that your Private Banker
will also have access to this information by using
the Service. By accessing and using the Service
you represent on a continuing basis that you are
authorised to have viewing access to any account
that you access. All account data made available
through the Service is provided as a convenience
and is not an official record of your account
or its activity. Your periodic printed account
statement or statements issued by the Bank shall
remain the official record. The information regarding
your accounts presented through the Service is
updated regularly, but is subject to adjustment
and correction and therefore should not be relied
upon for taking any action or forbearing from
taking any action. You should confirm any applicable
account information with your Private Banker prior
to taking or forbearing from taking any account-related
action that you are considering. The Bank, at
its sole discretion, may at any time eliminate
or suspend some or all of these functions provided
by the Service, modify them or add additional
functions.
2.2
The Message Centre provides a means for you to
communicate securely with your Private Banker
via the Internet and allows you to send certain
types of messages to your Private Banker and Investment
Centre. You acknowledge and agree that the Message
Centre feature of the Service is not available
for accounts requiring two or more signatures
to process an instruction or transaction. The
Message Centre also allows you to view responses
or other communications to you from your Private
Banker or other Bank representatives and may also
contain information provided by the Bank or other
parties. Depending on the types of accounts that
you maintain with the Bank and subject to limitations
discussed in this Section and in Section 3 of
this Agreement, you may use the Message Centre
to compose a message to your Private Banker, including
a message that confirms in writing a previous
verbal instruction given to your Private Banker.
You acknowledge and agree that Message Centre
is not, and is not intended
to be, an e-banking service and the Service should
not be used to purchase or sell an investment
electronically. While the Bank may act in accordance
with your banking instructions, it is not obligated
to do so. If you wish to place an actual investment
order, would like assurance that a particular
banking instruction you send us via the Service
will be executed, or you are requesting information
as to the timing in which the banking transaction
will be processed, you must contact your Private
Banker by telephone.
2.3
The Service is intended to be available to you
throughout the day, seven days a week, except
during maintenance periods and periods of unavailability
due to excess demand on the systems or circumstances
beyond our control. We may at any time without
notice or liability restrict the use of the Service
or eliminate its availability in order to perform
maintenance activities or for any other reason
in our sole discretion. Furthermore, we make no
representation or warranty that the Service will
be available to you on an uninterrupted basis.
You are responsible for all third party charges
associated with your use of the Service. You agree
to pay any taxes or fees resulting from your use
of the Service.
3.
Original Instruction Message Feature; Your Authorisation
to the Bank; Limitation of the Bank's Liability
in Regard to Your Authorisation.
3.1
You may use the Message Centre service to send
original, authenticated instruction messages to
your Private Banker provided that you sign the
appropriate section of the User Agreement Signature
Page below. You agree
that, subject to the terms of the Other Bank Agreements,
the Bank is authorised to act in accordance with
any instructions, including, but not limited to,
the following forms available through the Message
Centre: (i) "Request a Payment by Wire Transfer" and
(ii) "Request a Payment by Mail" that
it receives from you through the Message Centre
at any time (these message forms and any subsequently
added or amended message forms are each referred
to as a "Form"). You agree that the
Bank may take actions with respect to your account
in accordance with the original instruction message
that is transmitted through the Message Centre
and may charge transaction or other fees in connection
with such actions as provided in the Other Bank
Agreements. You acknowledge and agree that while
the system has been specifically designed to be
as private and secure as possible, which means
that messages you send can only be accessed by
your Private Banker and, in some cases, the Client
Service Officer assigned to your account, there
is the possibility that one, or both, of these
individuals may be out of the office when you
send your original instruction message and, therefore,
there is a chance that your original instruction
message may not be accessed immediately. If you
have an instruction request that is time sensitive,
you should contact the Private Bank by telephone
when you send your original instruction message.
This feature is not available to clients whose
accounts require two or more signatures to process
an instruction or transaction.
3.2
You understand and agree that no order to purchase
or sell securities, including, but not limited
to, an order for a transfer between investment
positions or to increase or decrease any investment
position (each a "Securities Order"),
may be effected through the Message Centre.
3.3
Once you have submitted instructions to the Bank,
if you subsequently request a cancellation or
change to such instructions, the Bank will attempt
to act on such cancellation or change, but only
on a best efforts basis. You agree that you will
be responsible for any costs the Bank will incur
as a result of acting on such cancellation or
change. The Bank will not be liable to you for
any damage, claim, action, loss, cost or expense
if it is unable to effect the cancellation or
change requested. If you wish to attempt a change
or cancellation of your instructions, you must
contact your Private Banker by telephone to do
so. In any case, where the Bank is unable to cancel
or change an action based on your original instruction
message transmitted through the Message Centre,
you agree to be bound by your original instruction
message.
3.4
Notwithstanding the foregoing authorisation, you
agree that the Bank shall not be deemed to be
under any obligation to act on any instruction
received from you through the Message Centre or
to act on such instruction within any particular
period of time. In its sole discretion, and without
prior notice to you, the Bank may not execute
instructions that it receives from you through
the Message Centre, or it may attempt to contact
you to obtain clarification of your instructions.
You agree that the Bank shall not be liable for
any damage, claim, action, loss, cost or expense
as a result of (i) any actions taken in accordance with instructions
it receives from you through the Message Centre,
(ii) the timing of any actions it may take in
response to instructions received from you through
the Message Centre, or (iii) the lack of any action
taken in response to instructions received from
you through the Message Centre.
3.5
You agree that when you give us an instruction
via the Service, we are deemed to have received
or executed the instruction only when you have
received our confirmation that we have received
or executed that instruction, and further that
the official confirmation of any action taken
by the Bank pursuant to any original instruction
that you transmit shall be sent in accordance
with the applicable Other Bank Agreements.
3.6
You agree that any electronic communication sent
to the Bank through the Message Centre that contains
the Client Number associated with your User ID
and Password establishes you as the originator
of the message and has the same effect as a document
with your written signature on it. You agree that
a copy of an electronic communication made by
reliable means shall be considered to have the
same validity as the original electronic communication.
You accept responsibility for all unauthorised
access to the Message Centre by third parties
using the Message Centre by means of your User
ID and Password resulting from your negligence.
3.7
You are solely responsible for ensuring the accuracy,
adequacy and completeness of all instructions
given by you via the Service. We are not obliged
to verify the accuracy, adequacy and completeness
of your instructions. Without limiting the scope
of anything in subsection 4.2 and section 7, we
will not be liable for any loss or damage to you
as a result of:
3.7.1 your instructions being inaccurate, inadequate or incomplete
in any manner; or
3.7.2 any failure, refusal, delay or error by any third party.
3.8 You will be held liable for all losses, damages,
actions, proceedings, costs and expenses due to
unauthorised use of the Service or any instruction
that is not authorised by you but is given using
your User ID or Password if:
3.8.1 you have acted fraudulently or negligently; or
3.8.2 you are in wilful default of any of the security obligations described
in this Agreement and all other security precautions
the Bank notifies you about from time to time;
or
3.8.3 such instruction is given before you have notified us
that you have discovered or suspect that your
User ID or Password is known to someone else in
accordance with subsection 8.4.
4. Terms of
Use
4.1
The Bank hereby grants you a non-transferable,
non-exclusive license to use the Service for your
own personal, non-commercial use only. You agree
not to copy (other than a copy for personal, non-commercial
use), sell, transfer, sublicense, rent, assign,
share, translate, convert to another programming
language, compile, decompile, disassemble, reverse
engineer, modify or change the Service, any system
providing access to the Service or the Contents
for any purpose other than to the extent you are
entitled to do so by law. No third party, including
any party who is your agent or representative,
is authorised to access or use the Service on
your behalf except persons who have been conferred
power of attorney according to Other Bank Agreements
and who are entitled to register for the Service
on your behalf. With the exceptions of applications
commonly known as Web browser software or other
applications approved in writing by the Bank,
you agree not to use any software, program, application,
or any other device to access or log on to the
Web site or the Service or to the computers of
the Bank or its parent companies, subsidiaries
or affiliates or their proprietary software or
to automate the process of obtaining, downloading,
transferring or transmitting any Content, or other
information to or from the Web site, the Service
or such computers or proprietary software.
4.2
The Bank will provide certain confidential data
and information relating to your relationship
and/or accounts with the Bank as well as customer
information ("Confidential Client Information")
by means of the Service. The Bank will not be
liable for any losses in contract, tort, warranty,
or otherwise, incurred in connection with (i)
the electronic transmission of Confidential Client
Information to or from the Service, (ii) the implementation
of any security procedures established for the
purpose of limiting access to, and protecting,
Confidential Client Information, (iii) any decision
made or action taken by or any inaction or omission
by any party in reliance upon the Service or any
electronic transmission of Confidential Client
Information or security procedures, or (iv) any
delays, inaccuracies, errors in, or omissions
of the Service, Confidential Client Information,
or security procedures, subject to the provisions
of subsection 6.1.
4.3
The Bank reserves the right to terminate your
access to the Service with immediate effect, and
to take any other action we deem appropriate,
in our sole discretion, without limitation for
any reason whatsoever, including, but not limited
to, the unauthorised use of your User ID and Password
for the Service.
5.
Trust Companies
5.1
In the event that you have entered into any form
of agreement with Standard Chartered Trust (Cayman) Limited or Standard Chartered Trust (Cayman) Limited
(hereinafter referred to as "SCTCL" or
"SCTGL" respectively and collectively
as the "Trust Company") to act as trustee,
nominee or in any other fiduciary capacity for
you, then this signed Agreement and (for individuals
who wish to send original instruction messages
to their Private Banker per the terms of Section
3 of this agreement) any original instruction
messages that you send to the Bank through the
Message Centre will be deemed to be your request
addressed directly to the Trust Company in its
capacity as your trustee, nominee or other fiduciary
for you to enrol, access and use the Service on
a continuing basis; and you agree that this request
has the same effect as a document with your signature
on it sent directly to the Trust Company.
5.2
By signing this Agreement, you represent and warrant
to the Trust Company that you consent to the terms
and conditions of the Service as described in
this Agreement and you authorise the Trust Company
to rely upon your consent so that the Trust Company
may authorise, in whatever manner the Bank may
prescribe, your access and use of the Service
and may send or receive messages to and from the
Bank under the terms and conditions described
in this Agreement while acting as your trustee,
nominee or fiduciary. In particular, you understand
and agree that information related to your fiduciary
relationship with SCTCL is transmitted outside
the Cayman Islands using an advanced encryption method known as
Secure Socket Layer and the security of such transmissions
although reliable by industry standards is not
impregnable.
You further authorise the Trust Company to execute
any documentation or agreement that may be required
by the Bank, now or in the future, in order for
the Trust Company to use the Service as your trustee,
nominee or fiduciary.
5.3
If you elect to have Email Notifications (as defined
in subsection 8.5 of this Agreement), you acknowledge
and understand that the identity of the sender
and recipient of the email are not encrypted and
therefore any third party may be aware that a
banking relationship exists between you and a
Trust Company.
5.4
By signing this Agreement, you hereby indemnify
the Trust Company against any and all claims that
may arise in connection with its general use of
the service as your trustee, nominee or fiduciary
or that may arise as a result of the Trust Company
accepting your request to access and use the Service
on a continuing basis or acting upon any of your
specific requests sent through the Message Centre.
In particular, you confirm that you are fully
aware of and willing to assume all risks resulting
therefrom
and you hereby irrevocably waive any contractual
or statutory claims for breach of confidentiality
against the Trust Company with respect to the
provision of services under this Agreement.
6.
No Warranties
6.1
Although the Bank attempts to provide accurate
Contents on the Service, we make no representation,
endorsement, or warranty that such Contents are
accurate and complete or that the Contents or
the Service are suitable for any particular purpose.
In this regard, you are hereby advised that you
should confirm directly with your Private Banker
any Contents of the Service on which you plan
to rely. THE SERVICE AND ITS CONTENTS ARE PROVIDED
ON AN "AS IS" BASIS. USE OF THE SERVICE
AND ITS CONTENTS IS AT YOUR SOLE RISK. THE SERVICE
AND ITS CONTENTS ARE PROVIDED WITHOUT ANY REPRESENTATIONS,
ENDORSEMENTS, OR WARRANTIES OF ANY KIND WHATSOEVER,
EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT
LIMITED TO, ANY WARRANTIES RELATING TO TITLE OR
ACCURACY AND ANY IMPLIED WARRANTIES, CONDITIONS
OR OTHER TERMS RELATING TO MERCHANTABILITY SATISFACTORY
QUALITY, FITNESS FOR A PARTICULAR PURPOSE OR NON
INFRINGEMENT, WITH THE SOLE EXCEPTION OF WARRANTIES,
CONDITIONS OR OTHER TERMS (IF ANY) WHICH CANNOT
BE EXPRESSLY EXCLUDED UNDER APPLICABLE LAW. WE
DO NOT GUARANTEE THAT OUR SECURITY PROCEDURES
WILL PREVENT THE LOSS OF, ALTERATION OF, OR IMPROPER
ACCESS TO, INFORMATION THAT YOU TRANSMIT TO THE
SERVICE OR TO THE CONTENTS OF THE SERVICE OR CONFIDENTIAL
CLIENT INFORMATION. WE DO NOT GUARANTEE CONTINUOUS
SERVICE, SERVICE AT ANY PARTICULAR TIME, THE INTEGRITY
OF DATA TRANSMITTED TO OR FROM THE SERVICE OR
MAINTAINED ON THE SERVICE, THAT ANY DEFECTS WILL
BE CORRECTED, OR THAT THE SERVICE OR THE CONTENTS
THAT IT MAKES AVAILABLE ARE FREE FROM VIRUSES
OR OTHER HARMFUL COMPONENTS, AND WE MAY DISCONTINUE
GENERATING CONTENTS OR PROVIDING THE SERVICE WITHOUT
PRIOR NOTICE.
7.
Limitation of Liability
7.1
IN NO EVENT WILL THE BANK OR ITS PARENT COMPANIES,
SUBSIDIARIES, AFFILIATES, CONTRACTORS, AGENTS,
THIRD-PARTY SOURCES OR THEIR RESPECTIVE OFFICERS,
DIRECTORS OR EMPLOYEES BE LIABLE FOR ANY CLAIMS,
ACTIONS, PROCEEDINGS OR DAMAGES, INCLUDING, WITHOUT
LIMITATION LOSS OF PROFITS, INDIRECT, INCIDENTAL,
SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, LOSSES,
EXPENSES OR TAXES WHETHER UNDER A CONTRACT, TORT
OR ANY OTHER THEORY OF LIABILITY ARISING IN CONNECTION
WITH US ACTING ON AN INSTRUCTION WHICH HAS BEEN
VALIDLY AUTHENTICATED AS COMING FROM YOU BUT WHICH
IN FACT WAS GIVEN BY SOMEONE ELSE, ANY MISUSE
OF SYSTEM PROVIDING ACCESS TO THE SERVICE BY YOU
OR ANYONE ELSE, YOUR USE OF THE SERVICE OR ITS
CONTENTS OR IN CONNECTION WITH ANY FAILURE OF
PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DEFECT,
DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS,
LINE SYSTEM FAILURE, UNAUTHORISED ACCESS TO DATA
(INCLUDING CONFIDENTIAL CLIENT INFORMATION), LOSS
OF DATA, OR LOSS OF USE RELATED TO THE SERVICE
OR ANY THIRD PARTY SITE OR ANY CONTENTS OF THE
SERVICE OR ANY THIRD PARTY SITE, EVEN IF THE BANK
IS AWARE OF THE POSSIBILITY OF SUCH DAMAGES, EXPENSES
OR TAXES, OTHER THAN DAMAGES LIMITED SOLELY TO
DIRECT DAMAGES DUE TO THE GROSS NEGLIGENCE OR
WILFUL MISCONDUCT OF THE BANK OR ITS PARENT COMPANIES,
SUBSIDIARIES, AFFILIATES, CONTRACTORS, AGENTS,
OR THEIR RESPECTIVE OFFICERS, DIRECTORS, OR EMPLOYEES.
FOR THE AVOIDANCE OF DOUBT NOTHING IN THIS CLAUSE
SHALL LIMIT THE BANK'S LIABILITY FOR DEATH OR
PERSONAL INJURY ARISING FROM THE NEGLIGENCE OF
THE BANK OR ITS PARENT COMPANIES, SUBSIDIARIES,
AFFILIATES, CONTRACTORS, AGENTS.
7.2
To the fullest extent provided by law, you shall
indemnify the Bank, its parent companies, subsidiaries,
affiliates, contractors, agents, third-party sources
and their respective officers, directors or employees
(the "Indemnified Parties") from and
against all actions, omissions, negligence, proceedings,
claims, demands, damages, losses (including direct,
indirect or consequential losses), costs and expenses
including all duties, taxes, or other levies and
legal costs and other liabilities which an Indemnified
Party may incur or suffer from or by reason of
your use of the Service.
8.
Data Security
8.1
The Bank recognises the importance of protecting
the security of your personal information. The
information required to register for the Service
includes your Client Number, the location of your
account and the name of your Private Banker. Only
the information you provide to register for the
Service, the information regarding your accounts,
and the contents of your Message Centre Inbox
will be collected and stored on the Service. Additionally,
messages that you transmit to the Bank and that
the Bank sends to your Message Centre Inbox will
refer to you by Client Number, unless you have
included additional identifying information in
your message. In
addition, if you have elected to have Email Notifications
(as defined in subsection 8.5 of this Agreement),
then the email address will also be retained and
stored on the Service. Your account
information will refer to you by Client Number.
You agree that we may download certain information
in the form of a "cookie" or similar
file, which permits us to track your usage of
the Service, to your computer in connection with
providing the Service to you. The Bank uses an
advanced encryption method known as Secure Socket
Layer ("SSL") to secure information
that you transmit to the Service and information
that you view on the Service. If you are unable
to access the Service through a World Wide Web
browser that supports SSL, you will not be able
to use the Service.
Notwithstanding the security procedures described
above, you acknowledge that it is possible that
information that you transmit to or receive from
the Service may be accessed by unauthorised third
parties.
8.2
In order to access the Service, you will be required
to select a User ID and Password and provide other
information in accordance with the registration
instructions set forth on the Service. You represent
to us that information that you provide to us
in connection with your registration is complete
and accurate.
8.3
You agree not to share your User ID or Password
with any person and to take all reasonable precautions
to keep your User ID and Password confidential
and to prevent unauthorised access to the Service
and such other necessary security precautions
and practices we may advise and communicate to
you from time to time. You must not write your
User ID and Password on your personal computer
or any other access device. Upon the conclusion
of each session you must log off from the Service
to ensure that no one else can enter into your
Portfolio View Account. The Service has been designed
so that you may access your Portfolio View Account
only upon the entry of your User ID and Password.
You agree that the use of your User ID and Password
for the Service is adequate identification of
you. We are entitled to act on messages (received
via the Service) without obtaining any further
written or other confirmation from you. You agree
to take full responsibility for the consequences
of any unauthorised access to your Portfolio View
Account by any party to whom you have provided
your User ID and/or Password and for any unauthorised
access to your Portfolio View Account as a result
of your negligence.
8.4
You must notify us immediately by calling your
Private Banker if you become aware of (i)
the loss or compromise of your User ID or Password,
(ii) any unauthorised use of your User ID or Password,
(iii) any inaccuracies in your personal or account
information or (iv) any other activity in regard
to the Service or your accounts that you consider
to be irregular or suspicious.
8.5
During or after the registration process, the
Service permits you to select whether you wish
to instruct the Bank to send an email message
to an email address that you have provided to
us for the limited purpose of informing you that
you have received a message in your Message Centre
Inbox ("Email Notification") and for
receiving notice of Amendments to this Agreement.
There may be periods when the availability and
delivery of Email Notification may be disrupted.
You understand that an Email Notification and
emails sent by you to the Bank (other than through
a Form transmitted through Message Centre) are
unsecured and unencrypted and may be intercepted
by third parties. If you have elected to have
Email Notification, you have the option, at any
time, to change your email address or delete your
email address from the Service and terminate Email
Notification.
8.6
In order to make the Service available to you,
the Bank directly or through its affiliates, may
(subject to compliance with applicable law) enter
into contractual agreements with one or more affiliates
of the Bank and the Bank or such affiliate or
affiliates may, in turn, enter into contractual
agreements with one or more independent third
parties. The operation of the Service involves
the transmission of information in your Portfolio
View Account and its reception and storage on
computers operated by the Bank, its affiliates
and its or their contractors and agents located
throughout the world, including in the United States. You acknowledge and agree that by requesting
to register and by using the Service you consent
to the transmission of the Confidential Client
Information and such personal or proprietary information
relating to you over international borders as
necessary for processing in accordance with the
Bank's standard business practices.
8.7
Contents of the Service and all communications
that you send to the Bank, including, but not
limited to, those that are sent through the Message
Centre, are subject to monitoring and review by
Bank personnel other than your Private Banker
and/or Investment Centre personnel, including
possibly in some instances, by personnel of parent
companies, subsidiaries and affiliates of the
Bank, for reasonable business purposes, including
surveying the quality of service that you receive
to ensure compliance with this Agreement, the
Other Bank Agreements, the Rules, applicable law
and industry regulations and to maintain the security
of the Web site and the Service.
8.8
The Bank may (subject to compliance with applicable
law) disclose information relating to your Portfolio
View Account and your use of the Service to third
parties to the same extent that it may disclose
other information relating to you and your account
or accounts under the Other Bank Agreements, including,
without limitation, pursuant to subpoena or other
legal or regulatory process or request in any
jurisdiction in which such information may be
maintained or to which it may be transmitted.
8.9
You agree that Confidential Client Information
such as your personal information (as defined
in subsection 4.2 and described further in subsection
8.1) may be held and processed by the Bank, its
affiliates or independent third parties in order
to provide the Service to you. You acknowledge
that you have received a copy of The Standard
Chartered Private Bank Data Protection and Privacy
Statement ("Privacy Statement") (available
at www.privatebank.standardchartered.com) and
have read and understood such Privacy Statement
and agree that Confidential Client Information
such as your personal data may be held or disclosed
in accordance with its terms. You further agree
that your personal data may, from time to time,
be used for the purpose of supplying you with
relevant marketing information from the Private
Bank. Should you wish, at any time to change the
data protection consent that you are hereby giving,
please contact the Bank’s relevant Data
Protection representative, as described in the
Privacy Statement.
9.
Other Provisions
9.1
Copyrights and Other Intellectual Property.
Contents of the Web site and the Service, including
the graphics, icons and overall appearance of
the Web site and the Service, and the technology
used in connection therewith, are either the sole
and exclusive property of the Bank, and/or its
subsidiaries or affiliates, or are licensed to
them. The posting of the Contents of the Web site
and the Service and the provision of the Service
neither constitutes a waiver or license of any
of the Bank's proprietary rights, or of any other
party's proprietary rights, including, but not
limited to, copyrights, trademarks, servicemarks,
patents, and other intellectual property, nor
a transfer by implication, estoppel, or otherwise of any such
rights or of any license to you or to any third
party. Contents of the Web site and the Service
are protected by United States and international copyright laws, both as individual
works and as a collection, and by United States and international trademark laws. You agree
not to delete any copyright, trademark, or similar
notice from any Contents you obtain from the Web
site or the Service.
9.2
Compliance with Applicable Laws.
The provision of the Service to you shall be subject
to all laws, rules, regulations and decisions
of any government or other authority applicable
thereto ("Applicable Law") and the Bank
reserves the right to review, modify or cancel
your Portfolio View Account and the availability
of any and all aspects of the Service to you at
any time at its sole discretion in order to comply
with Applicable Law. The Bank shall have no responsibility
if, by reason of Applicable Law in force, from
time to time it is prevented or hindered from
providing any or all aspects of the Service to
you and shall not be liable for any losses, damages,
costs or expenses which you may suffer or incur
thereby to the extent permitted by law.
9.3
Governing Law and Venue.
This Agreement shall be governed and construed
in accordance with the laws of the jurisdiction
which is specified in the Other Bank Agreements
("Jurisdiction") without regard to the
conflicts of laws thereof and you irrevocably
submit to the jurisdiction of any courts of that
Jurisdiction, provided that such jurisdiction, shall not be exclusive.
9.4
Jury Waiver. The Bank
and you irrevocably, voluntarily and knowingly
waive any right to a trial by jury in any litigation
arising out of or relating to this Agreement;
and the Bank and you acknowledge that this jury
waiver is a material inducement to the Bank to
permit you to enrol in the Service and both the
Bank and you acknowledge that no representative
of the other party has represented (expressly
or otherwise) that the other party would not or
might not enforce this jury waiver.
9.5
Severability. Any provision
of this Agreement which is invalid for any reason
in any jurisdiction shall be ineffective only
to the extent of such invalidity and shall not
affect the validity of the remaining provisions
hereof or the validity of such provision in any
other jurisdiction.
9.6
Notices and Communication.
Except as provided in Section 1 of this Agreement
in regard to Amendments to this Agreement, a notice
from the Bank with regard to this Agreement shall
be deemed to have been given if (i) addressed to you at such address
as may be notified to the Bank in writing by you
or which appears in the Bank's records as your
last known address and shall be deemed to have
been given immediately after posting, (ii) delivered
to you personally and shall be deemed to have
been given to you upon delivery, or (iii) made
by telephone or fax and shall be deemed to have
been given at the time of transmission. Except as otherwise provided in this Agreement,
you should give the Bank any formal notice in
connection with the Service in writing (or by
such other means as we may notify you from time
to time for this purpose). Any complaints
in connection with the Service should be directed
to your Private Banker or Investment Centre (or
by such other means as we may notify you from
time to time for this purpose).
9.7
Assignment. You may
not assign or transfer all or any of your rights
and obligations under this Agreement without the
prior written approval of the Bank. Your successors,
heirs, executors and other legal representatives
shall remain liable for all acts performed under
this Agreement. This Agreement shall operate for
the benefit of the Bank and its successors and
assigns, notwithstanding any change by way of
amalgamation, consolidation or otherwise or any
change in the constitution of the Bank or any
such successor or assign. Where possible under
the laws of the Jurisdiction, the Bank may assign
or otherwise transfer, and/or change the branch
through which it is acting in respect of all or
any of its rights and obligations under this Agreement.
9.8
Entire Agreement. Except
as expressly set out above in Section 1 with respect
to the Other Bank Agreements and the Rules, this
Agreement contains the entire agreement of the
Parties with respect to the Service, and supersedes
all prior and/or contemporaneous agreements or
understandings, written or oral, between the Parties
with respect to Service.
9.9
Fraud. Nothing in this
Agreement excludes either Party's liability for
fraudulent misrepresentation or under the tort
of deceit.
9.10
Interpretation. The
provisions contained in this Agreement have been
arranged in particular sections and paragraphs
for convenience only. Any of them shall, where
the context permits, apply equally to matters
dealt with in other sections or paragraphs. Section
headings are for ease of reference only and shall
have no legal effect. Where appropriate in this
Agreement, the use of the singular shall include
the plural. No ambiguity in this Agreement shall
be construed against the Bank by reason of the
fact that the Bank or its legal counsel drafted
such provision.
9.11
Waiver. Any forbearance
or delay by the Bank in exercising any rights,
power or remedy shall not be deemed to be a waiver
of such right, power or remedy, and any single
or partial exercise of any right, power or remedy
shall not preclude the further exercise thereof
and no course of dealing between you and the Bank
nor any waiver in one or more instances shall
be deemed a waiver in any other instance. Each
of the Bank's rights, powers and remedies shall
continue in full force and effect until such rights,
powers or remedies are specifically amended or
waived in writing by the Bank.
10.
Termination
10.1
Nothing in this Agreement shall impose any obligation
on the Bank to provide the Service to you and
the Bank may terminate this Agreement at its absolute
discretion upon reasonable notice to you, or in
exceptional circumstances, without prior notice
to you. This Agreement will terminate if your
Other Bank Agreements are terminated.
10.2
You may terminate this Agreement at any time by
providing written notice to your Private Banker.
10.3
Termination of this Agreement will not affect
any rights or obligations, which may already have
arisen between you and the Bank.
NOTICE TO SWITZERLAND CLIENTS
(As
required by Swiss Law)
This Section is only applicable to Clients who
maintain an account with Standard Chartered Bank
(Switzerland) SA ("SCBS").
As a client of SCBS, in addition to what is stated
above, in particular those Sections that discuss
the responsibilities, liabilities and warranties
of the Bank, you should be aware of and accept
the following:
Swiss
Banking Secrecy (WAIVER):
By entering into this Agreement, you understand
and agree that information related to your banking
relationship with SCBS is transmitted outside
of Switzerland using an advanced encryption method
known as Secure Socket Layer. However, you understand
and acknowledge that Swiss banking secrecy cannot
be safeguarded even if you are located in Switzerland.
If you elect to have Email Notification or provide
an email address in connection with your entering
in the Service, you acknowledge and understand
that the identity of the sender and recipient
of the email are not encrypted and therefore any
third party may be aware that a banking relationship
between you and SCBS exists.
By entering into this Agreement, you confirm that
you are fully aware of and willing to assume all
risks resulting therefrom
and you hereby irrevocably waive your rights to benefit from the protection of Swiss
banking secrecy at the entire discharge
of the Bank with regard to all services provided
under this Agreement.
Data
Protection:
By entering into this Agreement, you understand
and agree that personal and confidential data
related to your banking relationship with SCBS
may not be
maintained exclusively in SCBS offices in Geneva
and may be transmitted outside Switzerland into countries where the protection of data
may not be equivalent to the level of protection
in Switzerland.
The data you supply us when registering or using
the services provided under this Agreement will
only be used for the limited purpose of implementing
and providing the Service. In particular, such
data will not be shared with affiliates and/or
third parties for marketing purposes.
Contact/Instructions
by Telephone, Email and Through the Service:
You specifically agree that SCBS may contact you
directly by telephone as it is foreseen in this
Agreement, or by email
if you elect to have Email Notification or provide
an email address in connection with your registration
in the Service. You understand and agree to assume
all risks ensuing therefrom,
in particular the possible discovering by a third
party of the existence of a banking relationship
between you and SCBS, at the entire discharge
of the Bank.
You acknowledge that you are not authorized to
give instructions by regular electronic mailing
systems (emails).
With regard to the execution of instruction
by SCBS following your use of the Service as it
is foreseen in this Agreement, you declare that
you will not invoke lack of written confirmation.
Miscellaneous:
Under section 2.2 a message that confirms a previous
verbal instruction is considered as having the
same effect as a document with the client’s
written signature on it.
The last sentence of section 3.6 is deleted
and replaced with the following sentence:
“You accept responsibility for all unauthorized
access to the Message Centre by third parties
using the Message Centre by means of your User
ID and Password whether or not there is negligence
on your part.”
Section 3.8 (including sub-sections 3.8.1
to 3.8.3) is deleted and replaced with the following
sentence: “You will be held liable for all losses, damages,
actions, proceedings, costs and expenses due to
unauthorised use of the Service or any instruction
that is not authorised by you but is given using
your User ID or Password.”
The last sentence of section 8.3 is deleted
and replaced with the following sentence: “You
agree to take full responsibility for the consequences
of any unauthorised access to your Portfolio View
Account by any third party whether or not there
is negligence on your part.”
Section 9.4 of this Agreement (Jury Waiver)
is not applicable to a client maintaining an account
with SCBS.
Section 9.6 of this Agreement (Notices
and Communication) in particular will not prevail.
Notices and Communication under this Agreement
will be addressed as any correspondence according
to the Other Bank Agreements. However, Notice
of amendment to this Agreement can be effected
as stated under section 1.2 being specified that
Notice of Amendment effected
by mail is to be sent as any correspondence according
to the Other Bank Agreements.
The General Terms of Business Conditions of SCBS
(as amended from time to time), a copy of which
the client has received, read and accepted, in
particular the Special Terms of Business for Client
Directed Investment Services, the provisions relating
to the Outsourcing organisation, the provisions
relating to the right of pledge and set-off of
SCBS, the law applicable and the venue for debt
collection and jurisdictional purposes, as well
as the special regulations issued by SCBS for
certain kinds of transactions and the pertinent
usage, shall also apply.
NOTICE TO SINGAPORE CLIENTS
(As
required by Singapore Law)
This section is applicable to clients who maintain an
account with Standard Chartered Bank, Singapore
CONTRACTS (RIGHTS OF THIRD PARTIES) ACT
The Indemnified Parties may enforce subsection
7.2 of this Agreement subject to and in accordance
with the provisions of the Contracts (Rights of
Third Parties) Act, Chapter 53B of Singapore (the
“Contracts (Rights of Third Parties) Act”).
Except as provided herein, a person who is not
a party to this Agreement has no right under the
Contracts (Rights of Third Parties) Act to enforce
any term of this Agreement but this does not affect
any right or remedy of a third party which exists
or is available apart from the Contracts (Rights
of Third Parties) Act.
DISCLOSURE OF INFORMATION
Nothing in this Agreement, either expressly or
by implication, creates or is to be construed
as an express or implied agreement by the Bank
with you for a higher degree of confidentiality
than that prescribed in Section 47 of and the
Third Schedule to the Banking Act, Chapter 19
of Singapore. This rights to disclose information
conferred on the Bank in this Agreement shall
be in addition to and shall not be in any way
prejudiced or affected by any other agreement,
expressed or implied, between you and the Bank
in relation to any Confidential Client Information
nor shall any such other agreement by in any way
prejudiced or affected by this Agreement.
NOTICE TO
UK CLIENTS
(As
required by UK Law)
Standard Chartered Bank (“SCB”) is
incorporated in England with limited liability by Royal Charter in
1853 (Reference Number ZC18). Its principal
office is situated in England at 1 Aldermanbury Square, London, UK EC2V 7SB. SCB is authorised and regulated
by the Financial Services Authority (“FSA”).
SCB London has its consumer banking office at
54 Jermyn Street, London SW1Y 6WL, and is an authorised
person for the purposes of the Financial Services
and Markets Act 2000 ( FSMA ) and is authorised
and regulated by the FSA and is entered into the
FSA register under number 114276.
Signature Page
Instructions:
All clients must sign the Signature Page under
the heading "For All Clients." Clients
who maintain accounts with Standard Chartered
Bank (Switzerland) SA must additionally sign the applicable section
of the Signature Page.
Clients who wish to use the service to send original
instruction messages to their Private Banker and
Investment Centre must additionally sign the applicable
section of the Signature Page.
Print and sign the User Agreement Signature Page
and return it to the Investment Centre affiliated
with the Client Number you are registering below
(attn: Document Custodian).
This is required in order to activate your account.
IN WITNESS WHEREOF, this Agreement has been executed
as of the date set out below.
For
All Clients:
| ______ |
_________________________ |
___________________________ |
_____________ |
____________________ |
| Date |
Print Name |
Signature |
Client Number |
Investment Centre
Location |
For
Switzerland Clients Only:
I hereby expressly acknowledge that I have read
and understand the Notice to Switzerland Clients
(the "Switzerland Notice") and agree
that the Switzerland Notice in conjunction with
this Agreement shall govern and control my use
of the Service.
| ________ |
_______________________________ |
_________________________________ |
___________________ |
| Date |
Print Name |
Signature |
Client Number |
For
Clients Specifically Requesting Authorisation
to use Message Centre to Send Authenticated, Original
Instruction Messages to the Private Bank:
|