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1 The Hongkong and Shanghai Banking Corporation Limited UNIT TRUSTS ACCOUNT TERMS AND CONDITIONS Quick Facts of Unit Trusts Services* Service Features Types of Services Offered Unit Trusts Services We may provide the following services (or any of them): (a) investment services (including unit trust monthly investment plans): (i) to buy or subscribe for unit trusts; and (ii) to sell, redeem, transfer, convert, switch, exchange or otherwise dispose of unit trusts and deal with any relating proceeds or moneys, in accordance with your instructions; (b) custodian services: (i) to hold or arrange for your Unit Trusts to be held in safe custody; and (ii) as your nominee, to register your Unit Trusts in our name or in the name of any other person appointed by us. For More Information Unit Trusts Account Terms and Conditions Clause 1.2 Channel Availability Internet banking, branch and phone banking (for redemption only) HSBC Website or Branch Staff Report and Statement (a) After effecting a transaction in unit trusts, we will provide you with a contract note in accordance with the Applicable Regulations. (b) We will provide you with such reports and statements relating to your Unit Trusts in accordance with the applicable requirements prescribed by the HKMA and the SFC: (i) at such intervals as agreed by you and us but at least on a monthly basis; and (ii) as soon as reasonably practicable after receiving your request. Financials Fees and Expenses You are required to pay fees for the Services provided and maintaining the Unit Trusts Account. We have the right to add or vary any fees by giving prior notice of at least thirty (30) days. Key Terms Unit Trusts Account Terms and Conditions Clause 5.1 & 5.2 For More Information Unit Trusts Account Terms and Conditions Clauses 11.1 & 11.2 For More Information Instructions You have to give clear instructions using the forms or means specified by us from time to time. Unit Trusts Account Terms and Conditions Clause 3.1 Limitations on Liability We have the right to delay acting or not to act on an instruction without prior notice in certain circumstances. We are not your trustee or investment adviser. We, our agents and nominees are not liable for the management or performance of your Unit Trusts; and any taxes or duties payable in respect of your Unit Trusts. We do not act for the fund manager of any unit trust. We are not liable for loss, damage or expense of any kind which you may incur or suffer unless there was negligence or wilful default by (i) us, (ii) our agents or nominees, or (iii) our officers or employees or that of our agents or nominees. We are not responsible to you or any other person for any loss of profit or interest, indirect or consequential loss arising from or in connection with our providing, or failure or delay in providing, the Services. Unit Trusts Account Terms and Conditions Clauses 3.3, 3.4 & 9 Your Obligations You are responsible to settle the transaction effected by us on your behalf pursuant to the buy or sell instruction given to us. You should examine each contract note, report or statement provided by us to check its accuracy. You confirm that you act as principal in relation to the Services and unit trusts. You understand and accept the risk disclosure statement. You are not subject to any prohibitions and are permitted to effect transaction in relation to unit trust and own the relevant unit trust under all Applicable Regulations that apply in the relevant jurisdictions including the jurisdiction where you reside, domicile or are a national. Unit Trusts Account Terms and Conditions Clauses 4, 5.3 and 6 Termination of Services The Services (including a unit trust monthly investment plan) may be terminated in the following manner: (a) by you by giving us prior written notice of at least thirty (30) days (or such shorter period as we may accept from time to time); or (b) by us by giving you prior written notice of at least thirty (30) days. Unit Trusts Account Terms and Conditions Clause 13.1 * The Unit Trusts Account Terms and Conditions apply to the Unit Trusts Services. This table contains a summary of the key product terms and it is for reference only. It is not intended to replace the Unit Trusts Account Terms and Conditions. The Unit Trusts Account Terms and Conditions will prevail in the event of any inconsistency. Page 1/8

2 The Hongkong and Shanghai Banking Corporation Limited UNIT TRUSTS ACCOUNT TERMS AND CONDITIONS 1. Services and Unit Trusts Accounts 1.1 By requesting us to provide the Services, you agree to be bound by these Terms and Conditions and authorise us as follows: (a) to maintain one or more Cash Accounts and Unit Trusts Accounts; and (b) to conduct activities and transactions relating to unit trusts for you from time to time. You may cease using the Services and revoke this authority at any time in accordance with Clause We may provide the following Services (or any of them): (a) investment services (including unit trust monthly investment plans): (i) to buy or subscribe for unit trusts; and (ii) to sell, redeem, transfer, convert, switch, exchange or otherwise dispose of unit trusts and deal with any relating proceeds or moneys, in accordance with your instructions; (b) scope of investment services (i) In relation to the purchase and/or sale of any unit trust: (A) we may solicit the sale of or recommend a unit trust to you in accordance with Clause 1.4.1(a); and/or (B) you may enter into the transaction without or inconsistent with any solicitation or recommendation from us in accordance with Clause 1.4.1(c). (ii) We do not provide advisory services and therefore do not assume any advisory duty of care or obligation in the solicitation of the sale or recommendation of any unit trust other than to ensure reasonable suitability as set out in Clause 1.4.1(a). (iii) Making available to you any advertisements, marketing or promotional materials, market information or other information relating to a unit trust or service shall not, by itself, constitute solicitation of the sale or recommendation of any unit trust or service. (iv) Unless otherwise specified in these Terms and Conditions or in other terms and conditions in relation to any product: (A) we do not advise on personalised asset allocation, investment portfolio and investment strategy ; and (B) we do not have any obligation to make available any service or provide advice in relation to the purchase or sale of products which we do not distribute or offer to our customers. (c) custodian services: (i) to hold or arrange for your Unit Trusts to be held in safe custody; and (ii) as your nominee, to register your Unit Trusts in our name or in the name of any other person appointed by us; and (d) credit facilities at our discretion to enable you to invest in unit trusts. 1.3 We have the right to decide or vary without prior notice (i) the range of unit trusts that we are prepared to deal or handle, and (ii) the scope and features of any Services. This may include adding new Services or varying, withholding or withdrawing any existing Services from time to time. 1.4 Transactions entered into with us to buy or sell products (a) If we solicit the sale of or recommend any Financial Product to you, the Financial Product must be reasonably suitable for you having regard to your financial situation, investment experience and investment objectives ("Customer Financial Information"). (b) No other provision of these Terms and Conditions or any other document we may ask you to sign and no statement we may ask you to make derogates from Clause 1.4.1(a). (c) If you enter into a transaction with us to buy and/or sell a unit trust without or inconsistent with any solicitation or recommendation from us, we will not have any obligation or duty to assess whether or ensure that the unit trust is suitable for you. You acknowledge and agree that it is your sole responsibility to assess and to satisfy yourself that the transaction is appropriate for you. (d) Except as set out in Clause 9.4(b), we are not liable for any loss (including indirect or consequential loss), cost or damage of any kind incurred or suffered by you or any other person with respect to or arising out of any transactions which fall under Clause 1.4.1(c) By entering into a transaction with us to buy or sell a unit trust, you confirm that any information you provide to us (including the Customer Financial Information) is complete, accurate and up-to-date. When we assess suitability, we will rely on your confirmation Before you enter into a transaction with us to buy and/or sell a unit trust, you should: (a) consider your own circumstances and understand the unit trust features, terms and risks, and you should contact us if you have any questions on the unit trust; (b) note that we have no ongoing responsibility to ensure that a unit trust we have solicited the sale of or recommended to you remains suitable for you; (c) note that if circumstances relating to you, such unit trust, such unit trust s issuer or key operator or general market conditions change, such unit trust may no longer be suitable for you; and (d) note that we do not provide legal, tax or accounting advice on your investments, and you should therefore consider obtaining independent professional advice (including legal, tax and accounting advice) about your investments where necessary This Clause 1.4 takes effect on 8 June 2017 ("Effective Date"), and applies to: (a) any solicitation and/or recommendation of a unit trust we make to you on or after the Effective Date, provided that you enter into a transaction with us to buy and/or sell such unit trust following our solicitation and/or recommendation; and (b) any transaction you enter into with us to buy and/or sell a unit trust without or inconsistent with any solicitation or recommendation from us on or after the Effective Date. 2. Our capacity and authority 2.1 (a) We act as your agent in providing the Services and effecting your instructions. In providing the Services, we will maintain records that identify your Unit Trusts in segregation from other assets held by us for ourselves or for other customers. (b) We are a registered institution under the Securities and Futures Ordinance (Cap. 571, Laws of Hong Kong) registered with the Securities and Futures Commission with central entity (CE) number AAA523. Page 2/8 Member HSBC Group

3 2.2 You authorise us to do the following (or any of them) in connection with your instructions to buy or sell unit trusts: (a) in relation to each instruction to buy or subscribe for unit trusts, to debit or withhold from any Cash Account an amount calculated by us in good faith to settle the purchase price, subscription amount or other moneys or expenses payable by you; and (b) in relation to each instruction to sell, redeem, transfer, convert, switch, exchange or otherwise dispose of your Unit Trusts, to debit or withhold from any Unit Trusts Account such quantity of the applicable Unit Trusts calculated by us in good faith to discharge your settlement obligation. 2.3 In addition to the authority in Clause 2.2, you authorise us to take such steps from time to time as we consider appropriate or useful to enable us to provide the Services and to exercise our authority or powers under these Terms and Conditions. These steps may include the following (or any of them): (a) to credit interest, income, proceeds, dividends, return, accretions, distributions or other moneys deriving or accruing from your Unit Trusts to any Cash Account, and to credit your Unit Trusts to any Unit Trusts Account; (b) to arrange for your Unit Trusts to be held and registered, as your nominee, in our name or in the name of any other person appointed by us; (c) to take action (including disclosing information about you or your Unit Trusts) or not to take action in order to comply with any Applicable Regulations; (d) to notify or not to notify you of information or documents (including proxy voting forms) received by us (or any person appointed by us) in relation to your Unit Trusts which require your action; (e) to attend or not to attend any meeting, or to exercise or not to exercise any voting or other right (including completing any proxy voting form) in relation to your Unit Trusts; (f) if we do not receive your instructions in time in response to a notification or request in relation to your Unit Trusts, to take or not to take action in accordance with the default option specified in the notification or request; (g) to make, request, collect or receive payments, accretions or distributions on your Unit Trusts arising from or in connection with acquisition, ownership, disposal, redemption, conversion, switch or exchange or other dealing of your Unit Trusts; (h) to convert any amount denominated in a currency to another currency for the purpose of any transaction or payment at our prevailing exchange rate at the relevant time; (i) to co-mingle your Unit Trusts with the property of other persons; and (j) on your behalf, to withhold or make payment of any taxes or duties payable on or in respect of your Unit Trusts. 3. Your instructions 3.1 We have the right to specify or vary from time to time the following (or any of them): (a) the forms or means (which may include telephone or electronic or other means) for giving instructions in relation to the Services or your Unit Trusts; and (b) the cut-off timeline on a Business Day by which you may give instructions. You have to give clear instructions using such forms or means specified by us from time to time. 3.2 (a) You authorise us to act on any instruction given or appears to be given by you. We have no obligation to verify the identity of the person giving an instruction. (b) We may act on an instruction if we reasonably believe that it is given or authorised by you without being liable in any circumstance. You will be bound by that instruction as understood and executed by us in good faith and the transaction and action effected by us on your behalf pursuant to that instruction, even if that instruction (i) is incorrect, false or unclear, or (ii) was not given or authorised by you. 3.3 All instructions and all transactions effected by us on your behalf pursuant to the instructions are subject to the following (or any of them): (a) the Applicable Regulations; (b) the terms and conditions set out in the offering documents of the relevant unit trust; and (c) these Terms and Conditions and any other applicable terms and conditions as we may prescribe from time to time. 3.4 We have the right to delay acting or not to act on an instruction without prior notice in the following circumstances (or any of them): (a) if the instruction is unclear in our reasonable opinion; (b) if the instruction is not given in a form or by such means as acceptable to us, or if the instruction is received by us outside the cut-off timeline set by us; (c) if there are insufficient available funds in your Cash Account or from credit facilities to satisfy the settlement obligation arising from the instruction and any fees, expenses or interest payable in respect of the transaction. For this purpose, available funds are funds which you may use in compliance with the terms and conditions governing the relevant Cash Account or credit facilities; (d) if there are insufficient available quantity of the applicable Unit Trust in your Unit Trusts Account to satisfy the settlement obligation arising from the instruction. For this purpose, available quantity of Unit Trusts are the units which you may use in compliance with the terms and conditions governing the relevant Unit Trusts Account; (e) if we are unable to act on the instruction due to prevailing market conditions or any other reason beyond our reasonable control; and (f) if, in our reasonable opinion, the instruction is not consistent with any Applicable Regulations, the terms and conditions set out in the offering documents of the relevant unit trust or these Terms and Conditions or any other applicable terms and conditions as we may prescribe from time to time. 3.5 We are not under an obligation to act on an instruction to cancel or amend an earlier instruction. We may have insufficient time or we may be unable to cancel or amend that instruction for any other reason. In that case, we are not liable for any loss or expense suffered or incurred by you arising from or in connection with our acting on the earlier instruction. 3.6 An instruction (or a part of it) may not be executed. We may at our discretion cancel any instruction (or any part of it) that has not yet been fully executed if, in our reasonable opinion, there are grounds for cancellation. If the Services are suspended for any reason, we have the right without giving you notice either to cancel or act on an uncompleted instruction on the first Business Day on which the Services are resumed, unless we specify otherwise in these Terms and Conditions. 3.7 If the manager of the relevant unit trust refuses to accept your application relating to that unit trust, we will arrange for refund or release of the application moneys to you without interest through any Cash Account. 3.8 If you give us an instruction to buy unit trusts or in relation to the Services (i) where there are insufficient funds in your Cash Account and (ii) which, if executed by us, would cause your Cash Account to go overdrawn or over an existing overdraft limit, we will treat this as your informal request for an unauthorised overdraft and we may: (a) refuse your request and that instruction and impose a service charge for considering and refusing your request; or UNIT TRUSTS ACCOUNT TERMS AND CONDITIONS Page 3/8

4 (b) agree to your request and provide you with an overdraft or an increase to your existing overdraft. The amount of the overdraft or increase will be subject to our prevailing interest rate calculated on a daily basis. We may charge an arrangement fee for the overdraft or the increase. 4. Your obligations for instructions to buy or sell unit trusts By giving us an instruction to buy or sell unit trusts, you are responsible to settle the transaction effected by us on your behalf pursuant to that instruction and comply with all of the following obligations: (a) until the transaction is fully settled by you, you are not entitled to and will not withdraw or otherwise deal with any funds or Unit Trusts withheld by us pursuant to Clause 2.2(a) or 2.2(b); (b) you hereby charge any funds withheld by us pursuant to Clause 2.2(a) in our favour as a continuing security for the payment by you of any liability whether actual or contingent, present or future (including fees, expenses or interest) owing by you to us in respect of the transaction until all such liabilities are discharged in full; and (c) until the transaction is fully settled by you, you will hold on trust for us any Unit Trusts withheld by us pursuant to Clause 2.2(b). 5. Reports, statements and information 5.1 After effecting a transaction in unit trusts on your behalf pursuant to an instruction, we will as soon as reasonably practicable: (a) make available the essential features of the transaction as soon as reasonably practicable through any means or medium specified by us from time to time. You should check the essential features of the transaction yourself through the specified means or medium. You accept that we have no obligation to confirm with you the essential features of a transaction in any other manner; (b) provide you with a contract note in accordance with the Applicable Regulations. If the contract note refers to a settlement date and if settlement cannot take place on that date due to suspension of business or trading for any reason, the settlement date will be deferred to the next trading day. Reasons for suspending business or trading may include hoisting of typhoon signal No.8 or above or black rainstorm warning. 5.2 (a) We will provide you with such reports and statements relating to your Unit Trusts in accordance with the applicable requirements prescribed by the HKMA and the SFC: (i) at such intervals as agreed by you and us but at least on a monthly basis; and (ii) as soon as reasonably practicable after receiving your request. (b) Where the applicable regulatory requirements do not require us to provide statements for a Unit Trusts Account, we may provide statements at our discretion if we consider appropriate whether or not you have opted not to receive statement. 5.3 (a) You should examine each contract note, report or statement provided by us to check its accuracy. You should see if there is any error, omission, discrepancy, unauthorised transaction or irregularity shown in it, whether caused by forged signature or other forgery, fraud, lack of authority or negligence of any person. (b) You should notify us of any alleged error, omission, discrepancy, unauthorised transaction or irregularity shown in a contract note, report or statement within ninety (90) days after we provide it by any means set out in Clause If we do not receive any such notice from you within the specified period, (i) the contract note, report or statement will be considered as correct, conclusive and binding on you, and (ii) you will be considered to have waived any right to raise objection or pursue any remedies against us in relation to that contract note, report or statement. 5.4 For the purpose of Clause 5.3, a contract note, report or statement is considered as issued by us (i) on the day of personal delivery to you; (ii) on the day we post it to you; or (iii) on the day we it to you. 6. Your confirmations 6.1 You confirm that: (a) we have the right to not to accept a deposit of unit trusts in the following circumstances (or any of them): (i) you are not the legal and beneficial owner of the unit trusts, and you do not give us the necessary transfer documents or instruction to enable us to transfer the beneficial ownership of the unit trusts to you; (ii) you do not give us the necessary transfer documents or instruction as we may require to enable us to register the unit trusts in our name or in the name of our nominee; or (iii) you do not pay any fees, reasonable expenses, duties or other amounts payable in respect of any transfer or registration set out in paragraph (i) or (ii) above; (b) you act as principal (and not as agent or nominee for any other person) in relation to the Services and unit trusts; (c) before instructing us to effect a transaction, you should ensure that: (i) you own the relevant unit trust; (ii) you are not subject to any prohibitions and are permitted to effect that transaction and own the relevant unit trust under all Applicable Regulations that apply in the relevant jurisdictions including the jurisdiction where you are formed or incorporated, reside, domicile, operate or you are a national; (iii) you have received and read all offering documents of the relevant unit trust. You should ensure that you fully understand and accept the terms of the transaction which may include: (1) the product structure, investment tenor and obligations and consequences of early redemption; (2) the risks and returns associated with that unit trust; and (3) the fees, charges, expenses and commissions relating to that transaction; (d) you have read the risk disclosure statements in Clause 15 and that you understand and accept them with respect to all transactions in unit trusts from time to time. You confirm that the risk disclosure statements are in the language of your choice and that we have invited you to read the risk disclosure statements, ask questions and take independent advice if you wish; (e) the offering documents of a unit trust are not intended to provide tax, legal, accounting, investment or financial advice. You should not rely on them for such advice or for credit or other evaluation of that unit trust. Nor should you rely on them as assurance or guarantee as to the expected return (if any) of that unit trust. You should consult your own tax, legal, accounting, investment, financial or other advisors; (f) we are entitled to retain any interest generated on any amount held by us on your behalf in relation to a transaction pending payment of that amount in settlement of that transaction; UNIT TRUSTS ACCOUNT TERMS AND CONDITIONS Page 4/8

5 (g) in respect of a unit trust distributed by us, we act as agent in the transaction as we may specify and will benefit from the transaction or distribution of that unit trust. As a distributor, we are entitled to receive and retain commissions and other fees from the fund manager of that unit trust. That may include full rebate of the initial charge (subject to any cap specified in the offering documents of that unit trust) and sharing in the management fee and the marketing sponsorship fee. For a unit trust issued or managed by any other member of the HSBC Group, we (as distributor) and the issuer or fund manager of that unit trust are members of the HSBC Group. We or our associates (or both) will benefit from the origination and distribution of that unit trust; (h) we may distribute unit trusts that are managed by other members of the HSBC Group; (i) you should consider diversifying your investment and allocating your funds across different products; and (j) you understand that the remuneration for our sales staff is determined based on the staff's overall performance with reference to a wide range of factors, and is not determined solely on his financial performance. Sales staff's remuneration is subject to review from time to time, for the purpose of encouraging the building of deep, long-lasting and mutually valuable relationships with customers. 6.2 If after investing or dealing in a unit trust or during the period when we provide the Services to you, you become aware of anything (including change of your residence or nationality) which may (i) cause any of your confirmations above to become untrue, or (ii) trigger any prohibition under the Applicable Regulations or the applicable offering documents against your investment or dealing in that unit trust, you should notify us as soon as reasonably practicable. You should also take such action as we may reasonably specify to resolve the issue. Such action may include selling, redeeming or otherwise disposing of that unit trust. 7. Price of Unit Trusts 7.1 You accept the following in relation to prices of unit trusts: (a) prices of unit trusts quoted by us may be provided by the respective fund houses managing the unit trusts or obtained by us from other sources. We and our service providers endeavour to ensure the accuracy and reliability of the prices quoted but neither we nor them guarantee that any price quoted is accurate, reliable, timely, complete or adequate for any purpose. We and our service providers are not liable (whether in tort, contract or any other manner) for any loss or damages arising from or in connection with any inaccuracy, inadequacy or omission in any price quoted; and (b) The price of any unit trust quoted by us (whether or not in response to your enquiry) is for reference only and is not binding on us. You should not rely on any price quoted for reference and you are solely responsible for relying on that price. (c) the actual bid and offer prices of a transaction may differ from the price quoted to you previously. The actual prices will be determined at the time of the transaction in accordance with the offering documents of the relevant unit trust. We are entitled to act on your instruction to sell or purchase any unit trust at the price at which we or our agent actually effect the transaction, even if that price is less favourable to you than the price quoted to you previously. 7.2 Any price of unit trust quoted to you are for your own reference only. You should not do the following (or any of them) with any price quoted by us: (a) disseminate it (or any part of it) to any other person; (b) use or permit the use of it (or any part of it) for any illegal purpose; (c) use it (or any part of it) other than for your personal reference; and (d) use it (or any part of it) to effect any investment or dealing in unit trusts other than through us. 8. Unit trust monthly investment plan 8.1 This Clause 8 applies to any unit trust monthly investment plan made available by us from time to time. 8.2 We have the right to decide and vary the terms and conditions on which a unit trust monthly investment plan is made available from time to time. These terms and conditions may include the following (or any of them): (a) investor eligibility criteria; (b) the unit trusts available under the Services; (c) investment amounts, currencies or instalments (including payment method or any minimum or maximum requirement); (d) whether or not you may contribute or transfer any funds or assets to a unit trust monthly investment plan other than the regular investment instalments; (e) duration or investment interval of the plan; (f) dealing timelines, procedures and restrictions applicable to purchase, subscription, sale, redemption, transfer, conversion, switching, exchange or other disposal of unit trusts; (g) variation, withdrawal or termination of investment; and (h) fees, charges, expenses or commissions. 8.3 We have no obligation to make available or continue any unit trust monthly investment plan. 8.4 Details of a unit trust monthly investment plan will be notified or agreed by us when you apply for that plan. 8.5 We will apply the investment instalments paid by you into a unit trust monthly investment plan to acquire unit trusts on your behalf in accordance with your instructions. 9. Limitation on our liability 9.1 No trust or fiduciary relationship (a) Providing the Services to you does not make us your trustee or investment adviser. In providing the Services, we will use the same degree of care as we use in respect of our own property. We have no trust or other obligations in respect of your moneys or Unit Trusts other than those expressly specified in these Terms and Conditions. (b) Where we provide custodian services relating to Unit Trust or the Services, or have discretion in managing your moneys or assets (if any), notwithstanding any other provisions contained in these Terms and Conditions or any other arrangements you have with us, you acknowledge that (i) such services provided by us do not constitute a fiduciary relationship between you and us, and (ii) we shall, in no circumstances, be required to undertake any action that could possibly characterise us as a fiduciary to you. 9.2 Neither we nor any of our agents or nominees are liable for the following (or any of them): (a) the management or performance of your Unit Trusts (including any reduction in the value of your Unit Trusts); and (b) any taxes or duties payable in respect of your Unit Trusts. UNIT TRUSTS ACCOUNT TERMS AND CONDITIONS Page 5/8

6 9.3 We do not act for the fund manager of any unit trust. We have no authority to accept your application for unit trust on behalf of the fund manager. Receipt by us of your application for unit trust does not amount to acceptance of that application by the fund manager. 9.4 (a) Except as set out in Clause 9.4(b), we are not liable for loss, damage or expense of any kind which you may incur or suffer arising from or in connection with the following (or any of them): (i) your use of the Services or our providing the Services to you, maintaining the Unit Trusts Account for you, or effecting any transactions for or with you; (ii) our decision not to process any instruction or our delay or failure to act on an instruction in part or in full for any reason; (iii) any fluctuation in the price of the relevant unit trust between the time we receive an instruction and the time we act on it; (iv) any default by you in performing your obligations under these Terms and Conditions, the Applicable Regulations, Market Requirements or relating to the Services or the Unit Trusts Account; (v) the preservation or enforcement of our rights or exercise of our powers in connection with the Services and the Unit Trusts Account; (vi) your failure to provide complete, accurate and up-to-date information requested by us in discharging our regulatory or legal duties (including but not limited to your Customer Financial Information under Clause 1.4.1); and (vii) any other case (including any delay, error or failure in making available the essential features of a unit trust transaction as specified in Clause 5.1(a)). (b) If it is proved in a case set out in Clause 9.4(a) that there was negligence or wilful default by (i) us, (ii) our agents or nominees, or (iii) our officers or employees or that of our agents or nominees, then we will be liable for any loss and damage you incur or suffer that is direct and reasonably foreseeable arising directly and solely from such negligence or wilful default. 9.5 We may appoint any other person as our agent or nominee to perform any of the Services for us. Such person includes any service provider or sub-contractor acting in its capacity as our agent or nominee and excludes any independent service provider or sub-contractor. For that purpose, (i) we may delegate any of our powers to that person, and (ii) you authorise us to disclose or transfer any information relating to you, your Unit Trusts or the Services to that person. Subject to Clauses 9.1, 9.2 and 9.4, we remain liable to you for the negligence or wilful default of any person appointed by us under this Clause as if we performed the relevant Services ourselves. 9.6 In no circumstances will we be responsible to you or any other person for any loss of profit or interest, indirect or consequential loss arising from or in connection with our providing, or failure or delay in providing, the Services. 10. Your indemnity 10.1 Except as set out in Clause 10.2, you will indemnify and reimburse (i) us, (ii) our agents and nominees, and (iii) our officers and employees and that of our agents or nominees for all actions, proceedings and claims which may be brought by or against us or them, and for all losses, damages and reasonable costs and expenses which we or they may incur or suffer as a result of or in connection with the following (or any of them): (a) your use of the Services or our providing the Services to you, maintaining the Unit Trusts Account for you, or effecting any transactions for or with you; (b) our decision not to process any instruction or our delay or failure to act on an instruction in part or in full for any reason; (c) any fluctuation in the price of the relevant unit trust between the time we receive an instruction and the time we act on it; (d) any default by you in performing your obligations under these Terms and Conditions, the Applicable Regulations, Market Requirements or relating to the Services; (e) the preservation or enforcement of our rights or exercise of our powers in connection with the Services and the Unit Trusts Account; (f) your failure to provide complete, accurate and up-to-date information requested by us in discharging our regulatory or legal duties (including but not limited to your Customer Financial Information under Clause 1.4.1); and (g) any other case (including any delay, error or failure in making available the essential features of a unit trust transaction as specified in Clause 5.1(a)). This indemnity shall continue despite the termination of the Services or these Terms and Conditions If it is proved that any actions, proceedings, claims, losses, damages or amounts set out in Clause 10.1 was caused by negligence or wilful default of (i) ours, (ii) our agents or nominees, or (iii) our officers or employees or that of our agents or nominees, then you are not liable under Clause 10.1 to the extent that it is direct and reasonably foreseeable arising directly and solely from such negligence or wilful default. 11. Fees, expenses, commissions 11.1 You are required to pay us fees for providing the Services or maintaining the Unit Trusts Account. You will be notified of the fees at the time of opening your Unit Trusts Account, requesting a Service or effecting an instruction or from time to time. We have the right to add or vary any fees by giving you prior notice of at least thirty (30) days You are required to pay all costs and expenses of reasonable amounts and reasonably incurred by us in connection with the Services or the Unit Trusts Account from time to time. These may include all applicable taxes, duties and levies payable in respect of your Unit Trusts and our expenses for preserving or enforcing our rights in connection with the Services and the Unit Trusts Account (including fees of any collection agent employed by us and legal fees in demanding, collecting, suing or recovering any outstanding or overdue amount) We may accept from any manager, stockbroker, underwriter or any other person (whether or not a member of the HSBC Group) engaged in a transaction involving the purchase or sale of any unit trust for you any rebate or payment of brokerage, commission or discount payable in respect of that transaction. You further agree that we are entitled to retain for our own account and benefit absolutely the above amounts and any interest generated on any payment made by or to you pending transfer to the Cash Account (or any other account maintained by you with us) or to the manager, stockbroker, underwriter or any other person to effect an instruction. 12. Our right to debit your accounts; set-off and lien In addition to and without limiting or reducing any of our rights in law or under any other agreement: (a) we are entitled without prior notice to you to debit any amount payable by you to us in relation to a transaction or the Services (including any fees, expenses or interest) from any Cash Account or any other account you maintained with us, irrespective of whether there are sufficient available funds, overdraft or other facilities in the relevant account. If any debit causes the relevant account to be overdrawn, you are liable to repay the outstanding amount to us on demand together with fees, expenses and interest accruing on the outstanding amount at such rate as we may set; UNIT TRUSTS ACCOUNT TERMS AND CONDITIONS Page 6/8

7 (b) (c) (d) we are entitled without prior notice to you to (i) withhold, combine or consolidate the balance on any or all accounts which you maintain with us (including any Cash Account or Unit Trusts Account), and (ii) set off or transfer any moneys (in the form of credit balance or credit facility) or assets standing to the credit of any account in or towards settlement of any amount owing by you to us in connection with the Services or under these Terms and Conditions. The amounts owing by you (i) may be actual or contingent, present, future or deferred, primary or collateral and (ii) may include fees, expenses or interest; we are entitled without prior notice to you to sell or otherwise dispose of your Unit Trusts or other assets in such manner and on such terms as we consider appropriate. We are not liable to you for any loss which may arise from such sale or disposal; and we have a lien over your Unit Trusts which stand as security for any amount (including any fees, expenses or interest) owing by you to us. We are entitled to sell your Unit Trusts (or any part of them) and apply the sale proceeds (after deducting reasonable expenses) in or towards settlement of your indebtedness. We are entitled to sell your Unit Trusts by public or private sale and on such terms as we consider appropriate without being liable to you for any loss which may arise from such sale. 13. Termination or suspension of the Services 13.1 The Services (including a unit trust monthly investment plan) may be terminated in the following manner: (a) by you by giving us prior written notice of at least thirty (30) days (or such shorter period as we may accept from time to time); or (b) by us by giving you prior written notice of at least thirty (30) days Without limiting or reducing our termination right under Clause 13.1, we have the right to suspend or terminate all or any part of the Services with immediate effect if we are of the opinion that the following events (or any of them) occur: (a) you fail to pay any amount due and payable by you or fail to perform any other obligations in relation to your Unit Trusts, or you breach any of the provisions of these Terms and Conditions; (b) a petition in bankruptcy, winding up or commencement of any analogous proceedings is filed against you; (c) a legal order or request is binding on or issued in relation to any Cash Account, Unit Trusts Account or any other accounts or assets maintained or deposited by you with us; (d) (where any Services, Cash Account or Unit Trusts Account is provided to two or more persons or where there is another person with authority on the Cash Account or Unit Trusts Account) there is any dispute or proceedings between you with respect to your Unit Trusts or the Services; (e) all Unit Trusts Accounts or all Cash Accounts are terminated for any reason; and (f) any other event which, in our opinion, renders suspension or termination of the Services necessary or useful If all or any part of the Services are suspended or terminated for any reason whether by you or by us, we have the right to do the following (or any of them): (a) cancel or terminate any instruction that we have not executed at the time the Services are suspended or terminated; (b) complete any transaction that we have effected on your behalf before the Services are suspended or terminated; and (c) exercise any of our rights under Clause Any suspension or termination of any or all of the Services for any reason whether by you or by us and any withdrawal of Unit Trusts by you will not limit or reduce our right to settle any transaction or liability effected or incurred by or for you before suspension or termination. Even after the Services are suspended or terminated, you remain responsible for performing and discharging your obligations or liabilities created or accrued before then. 14. Communications 14.1 You agree that we may use any contact information provided by you and kept on our records (including address, telephone number, address and fax number) from time to time to communicate with you (whether through letters, telephone calls, SMS, fax, or other means) Unless we specify otherwise, you will be considered as having received any notice given by us: (a) at the time of personal delivery or leaving it at the address last notified in writing by you (if delivered personally); (b) forty-eight (48) hours after posting it to the above address if that address is in Hong Kong or seven (7) days after posting if that address is outside Hong Kong (if sent by post); (c) immediately after faxing it to the fax number last notified in writing by you (if sent by fax); or (d) immediately after ing it to the address last notified in writing by you (if sent by ); or (e) immediately after placing it in the Personal Internet Banking profile maintained by you with us (if made available there) This Clause does not and should not be interpreted to limit or reduce the effect of Clause 3.1, 5.1, 5.3 or Risk disclosure statements You understand that the following risk disclosure statements explain some principal risks but are not an exhaustive list of all possible risks involved in your investment or dealing in unit trusts. You should refer to the offering documents of each unit trust for details. (a) Unit trusts are investment products and some may involve derivatives. Unit trusts are not equivalent to time deposits. (b) The price of a unit trust can and do fluctuate, sometimes dramatically. The value of and income from a unit trust is not guaranteed and may move up or down and may even become valueless. There is an inherent risk that losses may be incurred rather than profits made as a result of buying and selling unit trusts. You may not get back the amount you have invested. In the worst case scenario, the value of a unit trust may be worth substantially less than the amount you have invested (and in an extreme case could be worth nothing). (c) A unit trust that is a hedge fund uses alternative investment strategies and the inherent risks are different and are not typically encountered in traditional unit trusts. (d) A unit trust that invests in certain markets and companies (e.g. emerging markets, commodity markets or smaller companies) may also involve a higher degree of risk and is usually more sensitive to price movements. (e) Past performance of a unit trust is not indicative of future performance. (f) Investment in a unit trust not denominated in HKD or USD is exposed to exchange rate fluctuations. Exchange rates may cause the value of investment to go up or down. (g) Unit trusts held by us or any other person appointed by us as your nominee outside of Hong Kong are subject to the Applicable Regulations of the relevant overseas jurisdiction. These overseas regulations may differ from the Applicable Regulations of Hong Kong. As a result, you may not enjoy the same protection for those unit trusts as you enjoy for your Unit Trusts that are held in Hong Kong. (h) Your right to redeem a unit trust may be restricted in certain circumstances. UNIT TRUSTS ACCOUNT TERMS AND CONDITIONS Page 7/8

8 (i) (j) Before investing or dealing in a unit trust, you should carefully consider whether that unit trust is suitable for you having regard to your investment experience, investment objectives, financial resources and other relevant circumstances. The investment decision is yours but you should not invest in a unit trust unless the intermediary who sells it to you has explained to you that it is suitable for you having regard to your investment experience, investment objectives and financial situation. 16. Variation of these Terms and Conditions We have the right to vary these Terms and Conditions (including fees and charges) from time to time by notice. We will give you notice by way of display at our premises or in any other manner we consider appropriate. You will be bound by a variation unless we have received notice from you to terminate all the Services affected by that variation with effect before the date on which that variation takes effect. 17. Notification of material change We agree to notify you of any material change to our name, principal address, registration status, CE number or the Services. 18. Third party rights No person other than you and us will have any right under the Contracts (Rights of Third Parties) Ordinance to enforce or enjoy the benefit of any of the provisions of these Terms and Conditions. 19. Governing law and version 19.1 These Terms and Conditions are governed by and will be construed according to Hong Kong laws The English version of these Terms and Conditions prevails to the extent of any inconsistency between the English and the Chinese versions. Any Chinese version of these Terms and Conditions is for reference only. 20. Jurisdiction 20.1 You submit to the non-exclusive jurisdiction of the Hong Kong courts These Terms and Conditions may be enforced in the courts of any competent jurisdiction. 21. Definitions and Interpretation 21.1 Applicable Regulation means any law, regulation or court order, or any rule, direction, guideline, code, notice or restriction (whether or not having the force of law) issued by any Authority or industry or self-regulatory body, whether in or outside Hong Kong, to which we or you are subject or with which we or you are expected to comply from time to time. Authority means any regulatory authority, governmental agency (including tax authority), clearing or settlement bank or exchange. Business Day means a day (other than a Saturday, Sunday or public holiday) on which banks are open for general business in Hong Kong. Cash Account means each account maintained by you with us and designated by you for debiting and crediting funds relating to the Services and the Unit Trusts Account. Financial Product means any securities, futures contracts or leveraged foreign exchange contracts as defined under the Securities and Futures Ordinance. For the purpose of this definition, "leveraged foreign exchange contracts" mean those traded by persons licensed for Type 3 regulated activity under the relevant regulations in Hong Kong. Hong Kong means the Hong Kong Special Administrative Region of the People's Republic of China. HSBC Group means HSBC Holdings plc, its affiliates, subsidiaries, associated entities and any of their branches and offices (together or individually), and "member of the HSBC Group" has the same meaning. Market Requirement means the constitution, by-law, rule, regulation, custom, procedure, usage, ruling and interpretation of (i) any relevant exchange or market (whether in or outside Hong Kong) where transactions are executed, or (ii) any clearing house, custodian or depository of the relevant exchange or market, to which we or you are subject or with which we or you are expected to comply from time to time. offering documents, with respect to a unit trust, include the latest version of the constitutive document, prospectus, explanatory memorandum, product factsheet, key facts statement, annual report, interim report and quarterly report (if applicable) of that unit trust. person includes an individual, sole proprietorship, partnership, firm, company, corporation or unincorporated body of persons. Services means the investment services (including unit trust monthly investment plans if made available by us), the custodian services and any other services which we may provide pursuant to these Terms and Conditions from time to time. Services include the services set out in Clause 1.2. Terms and Conditions means these Unit Trusts Account Terms and Conditions, as in force from time to time. unit trust means any unit, share or interest of or in a collective investment scheme commonly known as a unit trust or mutual fund which we are prepared to deal or handle under these Terms and Conditions; and your Unit Trust or Unit Trust means any unit trust held or to be held by us or any person appointed by us as your nominee or to which you are entitled from time to time pursuant to these Terms and Conditions. Unit Trusts Account means each account maintained by you with us for the purpose of holding your Unit Trusts. we, us, our means The Hongkong and Shanghai Banking Corporation Limited of 1 Queen's Road Central, Hong Kong, and its successors and assigns. you or your means each person in whose name a Unit Trusts Account is maintained or to whom the Services are provided and, where the context permits, includes any individual authorised by you to give instructions relating to the Unit Trusts Account or Services. UNIT TRUSTS ACCOUNT TERMS AND CONDITIONS Page 8/8