Important: Access to and use of the UOBKH Research Portal Service (as defined below) are strictly restricted to persons who are institutional investors, accredited investors and expert investors (as defined in the Financial Advisers Act, Chapter 110 of Singapore) and their authorised representatives acting on their behalf (collectively, the "Permitted Users" and each a "Permitted User"). Your access to or use of any part of the UOBKH Research Portal Service constitutes both your representation to UOBKH that you are a Permitted User and your consent and agreement to abide by these Terms & Conditions Governing UOBKH Research Portal Service (these "Terms and Conditions"). If you are not a Permitted User, you must forthwith exit the UOBKH Research Portal Service and cease any further access or use of the same.

These Terms and Conditions are in addition to, and must be read in conjunction with, the Master Trading Agreement of UOBKH (the "General Terms and Conditions"), all terms and conditions stated in the account opening forms for the opening of all of your securities trading accounts with UOBKH (including margin trading accounts), and all other terms and conditions as UOBKH may prescribe from time to time. In the event of any inconsistency or conflict between any term of these Terms and Conditions and any term of the other terms and conditions referred to above, the Master Trading Agreement of UOBKH (the "General Terms and Conditions") shall prevail to the extent of such inconsistency or conflict in respect of access to and use of the UOBKH Research Portal Service.
  1. Research Portal System

  2. 1.1    UOBKH may permit you to access and use the system provided by UOBKH and/or any other relevant party at the website for the time being designated by UOBKH (herein referred to as the "UOBKH Research Portal Service") for your viewing of the information and content which may be made available by UOBKH through such system. You shall only use such unique user identification code ("User ID") and unique password ("Password") as may be provided to you by UOBKH (or permitted by UOBKH to be used by you) and/or such other form of approved user identification ("ID") as UOBKH may prescribe or permit, to access and use the UOBKH Research Portal Service. You 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. If you (or any person) attempts to access or use 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 Research Portal Service using that User ID, ID and/or Password (as the case may be)). You shall on becoming aware of any unauthorised access of the UOBKH Research Portal Service or loss or theft of your 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, costs, expenses and damage suffered or incurred by you arising from any unauthorised access of the UOBKH Research Portal Service or theft of your User ID, ID and/or Passwords shall be borne solely by you. You shall safekeep and preserve the secrecy of your 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 or incur as a consequence of or in relation to any unauthorised access to or unauthorised use of the UOBKH Research Portal Service via your 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 your User ID, ID and/or Password.

    1.2     Any and all access to and use of the UOBKH Research Portal Service by you 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 you 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 your 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 you and without being liable in any way for any loss, cost, expense or damage whatsoever resulting therefrom. You accept that your 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    You shall use the UOBKH Research Portal Service strictly in accordance with these Terms and Conditions. You 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     You shall be liable for and shall hold harmless, fully indemnify and keep indemnified UOBKH from and against any and all actions, charges, losses, damages, demands, liabilities, 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 your obligations under these Terms and Conditions.

    1.6     If in the sole opinion of UOBKH, any failure, interruption, error, defect, misuse, impairment or corruption in/of the UOBKH Research Portal Service is or has been or is likely to be caused by any of your equipment or software, UOBKH may, in its sole and absolute discretion, carry out one or more of the following:-

    (a)    check and inspect your equipment and software;

    (b)    require you to disconnect, cease the use of, upgrade and/or modify your equipment and software at your own cost; and

    (c)    terminate your access to and use of the UOBKH Research Portal Service (in whole or in part) without prior notice.


  3. Risks

  4. 2.1     You acknowledge and understand that the UOBKH Research Portal Service is only made available by UOBKH to you at your request so as to facilitate your viewing of the research information and content of UOBKH via the Internet. You also acknowledge that there are security, confidentiality and other risks in the accessing and use of the UOBKH Research Portal Service through the Internet which may be beyond the reasonable control of UOBKH and that, by electing to access and use the UOBKH Research Portal Service through the Internet, you accept that all such access and use shall be wholly at your own risk.

    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. UOBKH may also from time to time permit third parties to make available their services to you through the UOBKH Research Portal Service. You 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 you any such webpages or services and accordingly, you agree that any access to or use of such websites or services by you shall be wholly at your own risk.


  5. New Services, Hardware and Software

  6. 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, you agree 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 you fail to upgrade your web browser, obtain a supported web browser or use a supported version of any other software as required by the UOBKH, you may not be able to, or UOBKH may in its sole and absolute discretion not permit you to, access or use the UOBKH Research Portal Service (in whole or in part).

    3.3    UOBKH reserves the right to change the type or version or specification of any hardware or equipment that you may be required to use for access to and use of the UOBKH Research Portal Service, and in the event you fail to obtain the necessary hardware or equipment to access and use the UOBKH Research Portal Service, you may not be able to, or UOBKH may in its sole and absolute discretion not permit you to, access or use the UOBKH Research Portal Service (in whole or in part).


  7. Disclosure of Information

  8. 4.1    You agree that UOBKH may without incurring any liability whatsoever, divulge or reveal to third parties any information whatsoever regarding you or any of your account(s) maintained with UOBKH for such purposes as UOBKH may deem fit, including:-

    (a)    in order to link any of your 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);

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

    (d)    in order to comply with laws, government agency rules or orders, court orders, subpoenas or other legal processes or the rules of any market, exchange or clearing house to which UOBKH may be subject or in order to give information to any government agency or official having legal authority to request such information, or any such market, exchange or clearing house.

    4.2    For the avoidance of doubt, you agree that UOBKH shall not be liable for any loss, cost, expense or damage that you may suffer or incur as a result of the negligence, act or omission of any third party referred to in Clause


  9. Investment Information and Intellectual Property

  10. 5.1    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.

    5.2    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.

    5.3    You 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. You hereby agree 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.

    5.4    The trade and service marks displayed on the UOBKH website are the sole and exclusive property of UOBKH and/or other relevant third parties. No right or licence is given to you for any reproduction or use of any such trade and service marks, save in the ordinary and necessary course of your access and use of the UOBKH Research Portal Service in accordance with the Terms and Conditions.

    5.5    UOBKH and any third party licensors shall retain all rights and title (to the extent of the interests of UOBKH and such third parties) to all proprietary computer programs, techniques, algorithms and processes contained therein, and the "look and feel" and graphic elements of the UOBKH Research Portal Service. You shall not copy any such proprietary computer programs, techniques, algorithms, processes, "look and feel" or graphic elements, or make any alteration, change or modification to the same, or recompile, decompile, disassemble, reverse engineer, or make or distribute any other form of or any derivative work, including but not limited to the "look and feel" and graphic elements, from the same and/or the UOBKH Research Portal Service.


  11. Disclaimers; No Reliance on Information

  12. 6.1    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.

    6.2    UOBKH makes no warranty or representation, expressed or implied, as to the information or content on the UOBKH Research Portal Service, or as to its correctness, accuracy, completeness, timeliness, suitability, reliability or otherwise. The availability of information on, or the grant of access or use of, the UOBKH Research Portal Service should not be taken in any way as an inducement to trade or a solicitation for orders or entry into any legal relations, nor taken as intended in any way to prompt any action or decision on your part whether to undertake or consider undertaking any investment decision or otherwise.

    6.3    You acknowledge and confirm that, in providing you access to, and use of, any information or content through the UOBKH Research Portal Service, UOBKH does not monitor any of your accounts with UOBKH for the purposes of evaluating their composition or their or your performance and UOBKH should not be taken as being aware of or as monitoring your financial position nor taking into consideration any of your investment needs or objectives.

    6.4    You further acknowledge and confirm that the officers, employees, agents and representatives of UOBKH may receive, or have knowledge of, act on or use the information and content available through the UOBKH Research Portal Service before the same may be available to, or received by you or any customer of UOBKH.

    6.5    The information and content available through the UOBKH Research Portal Service are and should be taken as prepared for general circulation and none was prepared with regard to the specific investment objectives, financial situation or particular needs of any particular person (including you) who may receive or have access to the same. Any recommendation or advice that may be express in or inferred from the information and content available through the UOBKH Research Portal Service therefore does not, should not be taken as taking into account, and may not be suitable for, your investment objectives, financial situation and particular needs, and bearing in mind the possibility of market volatility and changes, may not even comprise current information, content, recommendation or advice.

    6.6    The information and content available through the UOBKH Research Portal Service should therefore not be relied upon in relation to any investment decision, trading activity or order placed by you and you shall, at all times, rely on your own independent assessment and judgement in respect of any investment decision or proposed transaction and seek independent advice as necessary from your own financial, legal, tax or other professional advisers, including but not limited to, advice from a financial adviser as to the suitability of the investment products (as may be referred to in the information and content available through the UOBKH Research Portal Service), taking into account your specific investment objectives, financial situation or particular needs, before making any commitment to acquire, trade or deal in any such investment products.

    6.7    UOBKH and its related, connected or affiliated companies, officers, employees, agents or representatives may have an interest in the investment products referred to in the information and content available through the UOBKH Research Portal Service. Such interest may include dealing, trading, holding, acting as market-makers in such instruments and may include providing banking, credit and other financial services to any issuer of such investment products.

    6.8    Without prejudice to the generality of foregoing, and in any event, UOBKH is an exempt financial adviser under the Financial Advisers Act, Chapter 110 of Singapore and, to the extent that you are an institutional investor, accredited investor or expert investor within the meaning of that Act,

    (a)    UOBKH is exempted by Regulation 32B(1) or 34(1) (as the case may be) of the Financial Advisers Regulations from the requirements in Section 27 of the Act to have a reasonable basis for making any recommendation with respect to any investment product to you even if you may reasonably be expected to rely on it; and

    (b)    UOBKH is further exempted by Regulation 32B(1) or 35(1) of the Regulations (as the case may be) from the requirements in Section 36 of the Act to disclose the nature of any interests in, or any interests in the acquisition or disposal of, any securities that UOBKH (or persons associated or connected to UOBKH) may have if making any recommendation with respect to those securities (whether expressly or by implication) in a circular or other similar written communication.


  13. Exclusion of Liability

  14. 7.1    Without prejudice to the generality of the other clauses in the Terms and Conditions and in addition to the same, and to the fullest extent permitted by law, UOBKH shall not be liable to you or to any third party for any action, loss, damage, demand, liability, claim, cost, charge or other expense whatsoever and howsoever caused by or arising from or in relation to the following (including but not limited to any act, default or omission of UOBKH, its officers, employees, agents, representatives 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 restriction, exchange ruling, suspension of trading, war, act of terrorism, strike, industrial action, civil commotion, the failure of any electronic or mechanical equipment, telephone or other communication system line or device, public utility system, unauthorised access or theft (including but not limited to theft of passwords, codes and/or log-in sequences); or

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

    7.2    Both you 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 you against UOBKH more than one (1) year after the cause of action has accrued.


  15. Indemnity

  16. 8.1    You shall indemnify, keep indemnified and hold harmless UOBKH for all and any action, loss, damage, demand, liability, claim, cost (including legal costs on a full indemnity basis), charge or other expense which UOBKH may suffer or incur in respect of or in connection with its provision of access and use to you of the UOBKH Research Portal Service, and including but not limited to in connection with or arising from:-

    (a)    any change in any law, rules or regulation or directive of any government agency or official, or any market, exchange or clearing house which may have a material adverse effect on UOBKH, these Terms and Conditions and/or UOBKH's provision of (or your access and/or use of) the UOBKH Research Portal Service; and

    (b)    any breach by you of any of your representations and warranties pursuant to these Terms and Conditions.


  17. Communications

  18. 9.1   All notices, alerts and other communications to you may be sent by post, hand delivery, telex or cable or facsimile transmission, mobile phone, pager, electronic mail or such other manner as UOBKH may at its sole and absolute discretion deem fit, to your last known address, telex, cable or facsimile number, mobile phone or pager number, or electronic mail address in UOBKH's records.

    9.2   You hereby undertakes to inform UOBKH immediately in writing of any change in your address, telex, cable or facsimile number, mobile phone or pager number, or electronic mail address.

    9.3   All notices, alerts and other communications sent by UOBKH shall be conclusively deemed to have been received by you 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 you.

    9.4   Subject as otherwise provided for by these Terms and Conditions, no communication from you 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.


  19. Invalidity Of Any Provisions

  20. 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.

  21. Rights and Remedies Cumulative

  22. All rights and remedies available to UOBKH under these Terms and Conditions are in addition to, and not in derogation to, all other rights and remedies which may be available to UOBKH under law, equity or otherwise.

  23. No Waiver

  24. No failure to exercise or enforce and no delay in exercising or enforcing on the part of UOBKH of its rights under these Terms and Conditions shall operate as a waiver thereof nor shall it in any way prejudice or affect the right of UOBKH afterwards to act strictly in accordance with the powers conferred on UOBKH under these Terms and Conditions.

Terms and Conditions Copyright © 2011. UOB Kay Hian Pte Ltd. All Rights Reserved.
 
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