UOB Kay Hian - Research

UOB KAY HIAN PRIVATE LIMITED ("UOBKH")

TERMS & CONDITIONS
GOVERNING RESEARCH PORTAL ("UOB Kay Hian Research Portal")

Important: These terms and conditions (the "Terms and Conditions") are in addition to, and must be read in conjunction with, the Terms and Conditions Governing Relationship Between Clients and UOBKH For All Dealings (the "General Terms and Conditions"), all terms and conditions stated in the account opening forms for the opening of all of the Client's securities trading accounts with UOBKH (including margin trading accounts), and all other terms and conditions as UOBKH may prescribe from time to time.

Access to and use of this Site constitutes your consent and agreement to abide by these terms and conditions.

Research Portal System

1.1

The Client agrees that for the purpose of viewing research material through the Internet, the Client shall access and use the system provided by UOBKH and/or any other relevant party, at the website designated by UOBKH (hereinafter known as "UOBKH Research Portal Service"). The Client shall be issued with a unique user identification code ("User ID") and unique password ("Password") by UOBKH or such other form of approved user identification ("ID") as to provide the Client access to, and use of, the UOB Kay Hian Research Portal Service for the purpose of viewing research material. The Client shall be the sole authorised and exclusive person using the User ID, ID and/or Password (as the case may be) and shall be fully responsible for the use, protection and confidentiality of the User ID, ID and/or Password as well as all transactions executed through the User ID, ID and/or Password. If the Client (or any person) attempts to access the UOBKH Research Portal Service using an incorrect User ID, ID and/or Password (whether once or within such number of attempts as UOBKH may decide from time to time) UOBKH shall be entitled (but shall not be obliged) to refuse access to and use of the UOBKH Research Portal Service and take such steps as UOBKH may deem appropriate (including but not limited to the termination of all access to the UOBKH using that User ID, ID and/or Password (as the case may be)). The Client shall on becoming aware of any unauthorised access of the UOBKH Research Portal Service or loss or theft of the User ID, ID and/or Password forthwith notify UOBKH and provide such particulars as UOBKH may reasonably require and, until actual receipt of such information and particulars by UOBKH, all losses arising from any unauthorised access of the UOBKH Research Portal Service or theft of the User ID, ID and/or Passwords shall be borne solely by the Client. The Client shall safekeep and preserve the secrecy of his User ID, ID and/or Password and, failing which, shall indemnify UOBKH from and against any loss, cost (including legal costs on a full indemnity basis), expense and damage that UOBKH may suffer as a consequence of any unauthorised access and use of the UOBKH Research Portal Service via his User ID, ID and/or Password. For the avoidance of doubt, UOBKH shall not be liable for any loss, cost, expense or damage arising from any unauthorised access of the UOBKH Research Portal Service or theft of the User ID, ID and/or Password.

1.2

Any use of the UOBKH Research Portal Service by the Client shall be in accordance with and subject to these Terms and Conditions. UOBKH hereby reserves the right to amend, vary and/or modify, from time to time and at its sole and absolute discretion, the provisions of these Terms and Conditions and to modify, add to, suspend or terminate the operation of the UOBKH Research Portal Service (in whole or in part) or the services (in whole or in part) for the time being provided in, through or together with the UOBKH Research Portal Service at any time for any reason whatsoever and in any manner as it may deem fit without giving any prior notice thereof to the Client and without being liable for any loss, cost, expense or damage whatsoever resulting therefrom.

1.3

UOBKH further reserves the right to suspend, modify or terminate the Client's access to and use of the UOBKH Research Portal Service (in whole or in part) and/or impose such conditions or directions in relation thereto from time to time and at its sole and absolute discretion as it may deem fit without giving any reasons or prior notice to the Client and without being liable in any way for any loss or damage whatsoever resulting therefrom. The Client accepts that its access to and use of the UOBKH Research Portal Service will not necessarily be free from faults, errors, delays or defects in its design, engineering and/or operation.

1.4

The Client shall use the UOBKH Research Portal Service strictly in accordance with these Terms and Conditions. The Client shall not in any way permit, enable, suffer or cause any person or entity, to:-


(a)	gain unauthorised access to or use of the UOBKH Research Portal Service;

(b)	make any modifications, adjustments or alterations to any information or services available on the UOBKH Research Portal Service;

(c)	tamper, restrict or otherwise interfere in any way whatsoever with any part, function or operation of the UOBKH Research Portal Service;

(d)	use the User ID, ID and/or Password or any equipment/software in a manner which is inconsistent with these Terms and Conditions or detrimental to the functioning or operation of the UOBKH Research Portal Service;

(e)	access, use, store, modify or redistribute in any manner inconsistent with these Terms and Conditions the information, materials or data obtained from the UOBKH Research Portal Service whether through any other system equipment or software linked to the Client or otherwise; or

(f)	cause any failure, interruption, error, defect in, misuse of, impairment or corruption any part of the UOBKH Research Portal Service or any information or services provided therein.

1.5

The Client shall be liable for and shall fully indemnify UOBKH from and against any and all actions, charges, losses, damages, demands, liability, claims, costs (including legal costs on a full indemnity basis), expenses and/or consequences howsoever arising in respect of or in connection with any breach of the Client's obligations under clause 1.4 above.

1.6

If in the sole opinion of UOBKH, any failure, interruption, error, defect in, misuse of, impairment or corruption of the UOBKH Research Portal Service is or has been or is likely to be caused by any equipment or software of the Client, UOBKH may:-


(a)	check and inspect the Client's equipment and software; and

(b)	require the Client to disconnect, cease the use of, upgrade and/or modify the same at the Client's own cost.

2.	Risks

2.1	The Client acknowledges and understands that the UOBKH Research Portal Service is a communication tool made available by UOBKH to the Client at the Client's request to facilitate the communication between the Client and UOBKH via the Internet. The Client also acknowledges that there are security, confidentiality and other risks in the use of the UOBKH Research Portal Service and the Internet which may be beyond the reasonable control of UOBKH and that, by electing to use and communicate through the UOBKH Research Portal Service and the Internet, the Client accepts that all communications between the Client and UOBKH are made at the sole risk of the Client.

2.2	UOBKH may from time to time provide Internet hyperlinks in the UOBKH Research Portal Service to Internet webpages or services provided by third parties. UOBHK may also from time to time permit third parties to make available their services to the Client through the UOBKH Research Portal Service. The Client hereby acknowledges that such webpages or services provided by third parties are beyond the control of UOBKH and that UOBKH neither endorses nor recommends to the Client any such webpages or services and accordingly, the Client agrees that any access or use of such websites or services by the Client shall be wholly at the Client's own risk.

3.	New Services, Hardware and Software

3.1	UOBKH may introduce new service(s) and/or new product(s) through the UOBKH Research Portal Service at any time. By utilising such new service(s) and/or product(s) as and when such new service(s) and/or product(s) become available, the Client agrees to be bound by the terms and conditions as UOBKH may prescribe governing each such new service and/or product.

3.2	If new or different versions of the web browser or other software necessary for the operation of the UOBKH Research Portal Service are available, UOBKH reserves the right not to support any prior version of the web browser or other software. If the Client fails to upgrade the web browser, obtain a supported web browser or to use a supported version of any other software as required by the UOBKH, UOBKH may reject Instructions sent by that Client.

3.3	UOBKH reserves the right to change the type or versions or specifications of any hardware or equipment that the Client may be required to use for the UOBKH Research Portal Service, and in the event the Client fails to obtain the necessary hardware or equipment to use the UOBKH Research Portal Service, UOBKH may reject Instructions sent by that Client.

4.	Termination

4.1	Without prejudice to Clause 1 above, this agreement with the Client under the Terms and Conditions may be terminated by UOBKH in its sole and absolute discretion without giving any reason at any time and without giving prior notice to the Client and without incurring any liability whatsoever. Without prejudice to the generality of the foregoing, UOBKH shall be entitled (but shall not be obliged) to terminate these Terms and Conditions based on any grounds or reasons which will justify the termination or closing of any of the Client's accounts with UOBKH. For the avoidance of doubt, the Client may only terminate these Terms and Conditions upon giving fourteen (14) days' prior notice in writing to UOBKH.

Disclosure of Information

5.1

The Client agrees that UOBKH may without incurring any liability whatsoever, divulge or reveal to third parties any information whatsoever regarding the Client or any of the Client's account(s) maintained with UOBKH for such purposes as UOBKH may deem fit, including:


(a)	in order to link any of the Client's accounts maintained with UOBKH;

(b)	where UOBKH has entered into an agreement with another party, whether in Singapore or otherwise, to provide any service (including services available via UOBKH Research Portal Service). In this case, UOBKH will provide that party with information about the Client's accounts, and the Client's communications with UOBKH in order to carry out Instructions;

(c)	in order to market or promote any services or products of UOBKH;

(d)	in order to comply with laws, government agency rules or orders, court orders, subpoenas or other legal process or in order to give information to any government agency or official having legal authority to request such information.

5.2

For the avoidance of doubt, the Client agrees that UOBKH shall not be liable for any loss or damage that the Client may incur as a result of the negligence, act or omission of any third party referred to in the Clause 9.1 above.

6.	Investment Information and Intellectual Property

6.1	UOBKH shall not be responsible in any way whatsoever for the content, accuracy, timeliness or completeness of any information, data or other services provided through the UOBKH Research Portal Service.

6.2	UOBKH shall further not be responsible in the event that the Client is unable to access or use any information, data or other services available on the UOBKH Research Portal Service, or if the same is in any manner delayed, suspended, terminated, corrupted or faulty in any way whatsoever.

6.3	The Client shall not reproduce, retransmit, disseminate, sell, distribute, publish, broadcast, circulate or commercially exploit any of the information, data or other services provided by UOBKH via the UOBKH Research Portal Service in any manner without the prior written consent of UOBKH, or use the same for any unlawful or unauthorised purposes. The Client hereby agrees to comply with any request by UOBKH to protect its copyrights, other intellectual property rights or moral rights, whether statutory or otherwise howsoever arising in the information, data or other services provided by UOBKH.

6.4	The trade and service marks of UOBKH displayed on the UOBKH web site are the sole and exclusive property of UOBKH and/or other relevant third parties. No right or licence is given for any reproduction or use of any such trade and service marks.

7.	No Reliance on Information

7.1	The information provided on the UOBKH Research Portal Service do not constitute professional advice from UOBKH nor should it be relied upon as such in relation to any investment decision, trading activities or orders placed by the Client who shall, at all times, rely on his own assessment and judgement in respect of any investment decision or proposed transaction. UOBKH makes no warranty or representation, expressed or implied, as to the information on the UOBKH Research Portal Service, or as to its content, accuracy, completeness, timeliness or otherwise. The availability of information on the UOBKH Research Portal Service should not be taken in any way as an inducement to trade or a solicitation for orders.

Exclusion of Liability

8.1

Without prejudice to the generality of the other clauses in the Terms and Conditions and in addition to the same, UOBKH shall not be liable to the Client or to any third party for any actions, losses, damages, demands, liability, claims, costs, charges or other expenses whatsoever and howsoever caused or arising from the following (including but not limited to any act, default or omission of UOBKH, its agents or independent contractors): -

(a)	the reliance or use of the information and other services provided through the UOBKH Research Portal Service;

(b)	any interruption, interference, delay, suspension, malfunction, breakdown, operator error, bugs, virus or loss of use of any of the services provided through the UOBKH Research Portal Service;

(c)	any failure of any computer hardware, application software or other software utilised in relation to the provision of the services on the UOBKH Research Portal Service;

(d)	any cause over which UOBKH does not have any reasonable control including but not limited to any governmental restrictions, exchange rulings, suspension of trading, war, acts of terrorism, strikes, industrial actions, civil commotions, the failure of any electronic or mechanical equipment, telephone or other communication systems lines or devices, public utility systems, unauthorised access or theft (including but not limited to theft of passwords, codes and/or log-in sequences);

(e)	any inaccuracy, error, delay in or omission of any information or transmission or delivery of information.

8.2

Both the Client and UOBKH agree that no action, regardless of form, arising out of or in connection with the UOBKH Research Portal Service or these Terms and Conditions, may be brought by the Client against UOBKH more than one (1) year after the cause of action has accrued.

Indemnity

9.1

The Client shall indemnify UOBKH for all and any actions, losses, damages, demands, liability, claims, costs, charges or other expenses which UOBKH may howsoever be subjected to in relation to the UOBKH's functions with respect to the UOBKH Research Portal Service and including but not limited to in connection with or arising from:


(a)	any change in any law, regulation or official directive which may have a material adverse effect on these Terms and Conditions or UOBKH; and

(b)	any breach by the Client of any of the Client's representations, warranties and obligations pursuant to these Terms and Conditions .

10.	Communications

10.1	All notices, alerts and other communications to the Client may be sent by post, hand delivery, telex, cable or facsimile transmission, mobile phone, pager, electronic mail or such other manner as UOBKH may in its sole and absolute discretion deem fit, to the Client's last known address, telex or cable or facsimile number, mobile phone or pager number or electronic mail address in UOBKH's records.

10.2	The Client hereby undertakes to inform UOBKH immediately in writing of any change in the Client's address, telex or cable or facsimile number, mobile phone or pager number or electronic mail address.

10.3	All notices, alerts and other communications sent by UOBKH shall be conclusively deemed to have been received by the Client on the day following such posting if sent by post, notwithstanding that the same may be returned unclaimed; on the day of delivery if delivered by hand; and at the time and day of despatch by UOBKH if sent by telex, cable, telefax or electronic mail, despite any evidence or fact to the contrary and shall be deemed to be effective service for the purpose for which such notice, communication and/or other instrument was sent. A written statement by an officer of UOBKH confirming the posting or despatch of any such notice, alert or other communication from UOBKH shall be binding and conclusive evidence of this fact against the Client.

10.4	Subject as otherwise provided for by the Terms and Conditions , no communication from the Client to UOBKH may be effected by electronic mail or any other electronic media without the prior written consent of UOBKH. In any event, such electronic communication shall be deemed not to have been received by UOBKH until it is actually received by a person designated by UOBKH to receive such communication and unless such communication is in a format readily decipherable by UOBKH's computer systems.

11.	Invalidity Of Any Provisions

	If any of the provisions of the Terms and Conditions or any part thereof shall be adjudged invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions shall not be in any way affected.