Auto Allocation Terms & Conditions
AUTO-ALLOCATION SERVICE STANDARD TERMS AND CONDITIONS
1.INCORPORATION OF PAYEE’S AGREEMENT
1.1 These Auto-Allocation Service Standard Terms and Conditions (“AA Standard Terms and Conditions”) are subject to the Payee’s Agreement between the Payee and MSense, the terms of which are incorporated herein by reference. Capitalised terms used but not defined herein shall have the meanings given to them in the Payee’s Agreement.
2.1 In these AA Standard Terms and Conditions, unless the context otherwise requires, the following expressions shall have the meanings set out against them:-
“Amount Per Campaign” meansthe amount of the Payee’s funds to be invested in each Promissory Note as selected and instructed by the Payee in the Auto-Allocation Service subscription form submitted by the Payee to MSense;
“Auto-Allocation Administration Fees” means such fees as MSense may prescribe as being payable by the Payee in consideration of MSense’s of the Auto-Allocation Service to the Payee, provided that such fees shall only apply to Subscription Offers and Promissory Notes which are issued after the date of MSense’s notice to the Payee regarding the fees.
“Auto-Allocation Criteria” means the criteria for the Auto-Allocation Service selected and instructed by the Payee in the Auto-Allocation Service subscription form submitted by the Payee to MSense;
“Auto-Allocation Service” means MSense’s automatic allocation service which enables Payees to invest in Promissory Notes via the Platform in accordance with specific criteria selected and instructed by the Payee through the Platform or through such other means as MSense may permit, subject to these AA Standard Terms and Conditions and suchallocation rules MSense may apply at its sole discretion from time to time.
“Eligible Issue Request” means an Issue Request which is eligible for automatic subscription and allocation of the Payee’s Funds under the Auto-Allocation Service in accordance with the Payee’s Auto-Allocation Criteria.
3.SUBSCRIPTION TO THE AUTO-ALLOCATION SERVICE
3.1 A Payee may subscribe to the Auto-Allocation Service by completing and submitting such electronic forms on the Platform as MSense may prescribe, or through such other means as MSense may permit.
3.2 Upon a Payee’s subscription to the Auto-Allocation Service:
(a)MSense shall be authorised to submit (on behalf of the Payee) Subscription Offers in respect of Issue Requests and allocate (on behalf of the Payee) Principal Subscription Amounts to such Issue Requests, in accordance with the criteria selected and instructed by the Payee and subject to these AA Standard Terms and Conditions and such allocation rules MSense may apply at its sole discretion from time to time; and
(b)the Payee shall be deemed to authorise and consent to such submission of Subscription Offers and allocation of Principal Subscription Amounts.
4.1 Upon a Payee’s subscription to the Auto-Allocation Service, the Payee undertakes to ensure that the amount of the Payee’s funds in the MSense Account as at 11.59 pm (Singapore time) on the business day before the commencement of the Subscription Period of each Eligible Issue Request, shall be not less than the Amount Per Campaignplus such Auto-Allocation Administrative Fees as may be applicable from time to time. The Payee agrees and acknowledges that if this is not complied with, MSense shall be under no obligation to submit Subscription Offers and/or allocate Principal Subscription Amounts on behalf of the Payee to any Issue Requests.
5.1 The Payee acknowledges and agrees that:
(a) MSense is merely acting in accordance with the Payee’s instructions (including the Auto-Allocation Criteria selected and instructed by the Payee) and on behalfof the Payee in submitting Subscription Offers in respect of Issue Requests and allocating Principal Subscription Amounts to Issue Requests under the Auto-Allocation Service, and by subscribing to the Auto-Allocation Service the Payee is not entering to any fund management or portfolio management arrangement and MSense is not providing any fund management or portfolio management services;
(b) The Auto-Allocation Service is subject to the availability of Issue Requests and MSense shall not in any event be liable for any non-submission of Subscription Offers or non-allocation of Principal Subscription Amounts on behalf of the Payee;
(c) MSense shall be authorized to set-off any applicable Auto-Allocation Administrative Fees against the Payee’s funds in the MSense Account from time to time, and MSense may at its discretion require that any applicable Auto-Allocation Administrative Fees be paid by a fund transfer to the bank account stipulated by MSense, by a cheque addressed to MSense, or by credit card;
(d) all representations, acknowledgments and undertakings by the Payee and all disclaimers by MSense under the Payee’s Agreement shall apply as though each submission of a Subscription Offer and allocation of Principal Subscription Amounts by Msense on behalf of the Payee under the Auto-Allocation Service, were a submission and allocation made directly by the Payee through the Platform;
(e) MSense reserves the right, at its sole discretion, to temporarily or permanently withdraw or suspend the Auto-Allocation Service at any time without giving any notice or assigning any reason for such withdrawal or suspension; and
(f) MSense reserves the right, at its sole discretion,to supplement, vary or amend the terms of these AA Standard Terms and Conditions from time to time immediately upon notification to the Payee.
Last updated: 19 April 2017
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