This user agreement (the “User Agreement”) is made among the following parties on the day when you indicate your acceptance of the onboarding process for setting up a USI profile with us:
(1) You as an individual holder (your name, number of your identity document(s), address and contact details are taken as the ones provided by you during the onboarding process); or
You as joint holders (each of your names, number of your identity document(s), addresses and contact details are taken as the ones provided by each of you during the onboarding process); or
You as a corporate holder (your company name, place of incorporation, company number, address and contact details are taken as the ones provided by you during the onboarding process); and
(2) Computershare Hong Kong Investor Services Limited, a company incorporated in and under the laws of Hong Kong whose registered address is at 46/F, 183 Queen's Road East, Wan Chai, Hong Kong; and/or
(3) Computershare Investor Services Limited, a company incorporated in and under the laws of Hong Kong whose registered address is at 46/F, 183 Queen’s Road East, Wan Chai, Hong Kong.
This User Agreement governs the rights and obligations of you and us in relation to your use of the Services provided by us as an agent of the relevant issuers. Our provision and your use of the Services and the App and any of the successor app(s), together with the content of any instructions, screens and materials and the services within the App made available by us are subject to the terms and conditions of this User Agreement. There may also be separate terms that apply to other services that we supply to you as an agent of the relevant issuers. You’ll need to agree to additional, separate terms for these other services. As Computershare Hong Kong Investor Services Limited and Computershare Investor Services Limited act for different issuers, they provide Services to you as an agent in respect of the issuer(s) they respectively provide securities registry services for. Therefore, in relation to anything relating to the Services in this User Agreement, any reference to “Computershare”, we, or “us” is a reference to Computershare Hong Kong Investor Services Limited and/or Computershare Investor Services Limited, as the case may be.
By using our Services, including setting up a USI profile with us, you acknowledge that you have read and understood and agree to the terms and conditions of this User Agreement and if applicable, you have the authority to act on behalf of any person for whom you are using the Services. Subject to the executing or accepting of the new user agreement, the USI identifier and the USI profile created will be carried across to the app which will allow you to transact once the USM subsidiary legislation becomes effective. You will not need to re-register a new USI profile.
Contents
- Interpretations and definitions
- Effect of the instructions and/or messages given by you in using our Services
- The App
- Pre-requisites and limitations of using the App
- Functionalities
- Change of SRs
- Compliance with laws
- Security and authority
- Analysis of access to and use of the Services and privacy
- Hyperlinks
- Intellectual Property
- Warranties, Liability and indemnity
- Contact us
- Governing law and jurisdiction
- Changes
- Terminating or suspending the access to or restricting the use of your USI profile
- Contracts (Rights of Third Parties) Ordinance
- Miscellaneous
1. Interpretations and definitions
(A) Interpretations
Unless the context otherwise requires, in this User Agreement:
(i) words importing the singular number shall include the plural and vice versa;
(ii) all personal pronouns used in this User Agreement, whether used in masculine, feminine or neuter gender, shall include all other genders;
(iii) the division of this User Agreement into sections, clauses and sub-clauses and the insertion of headings are for convenience of reference only and shall not affect the construction or interpretation hereof; and
(iv) any reference to a law or regulation is a reference to the same as amended, re-enacted or in effect from time to time.
(B) Definitions
In this User Agreement and in all amendments, the following words and expressions shall, where not inconsistent with the context, have the following meanings respectively:-
1. “Accepted Information” means the information contained in an Electronic Message received by the addressee who may accept that it is correct and that you have sent the message or the authorised user acting on your behalf have sent the message with your authority;
2. “affiliate” means, in relation to each party, any company from time to time that directly or indirectly controls, is controlled by or is under common control with that party;
3. “App” means the Investor Centre Hong Kong mobile software application, which is available for download on App Store or Google Play, on which you may be able to view and/or give instructions in relation to your holdings administered by us;
4. “authorised user” means any authorised user of the joint holders or a corporate holder to act on their behalf to view the USI profile, and if they are granted the appropriate type of access right, to give instructions in relation to the holdings administered by us via the App;
5. “Counter” means our counter at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong, the service hours of which are set out in the User Instructions;
6. “Computershare”, “we” or “us” means Computershare Hong Kong Investor Services Limited and/or Computershare Investor Services Limited (as the case may be);
7. "Electronic Message" means all instructions and/or messages given by you for individual holders, or any of your authorised user(s) for joint holders or corporate holders via the App;
8. “Issuer Level Information” shall have the meaning prescribed by it under the paragraph “5. Functionalities - (A) Onboarding - (iii) Personal and contact details provided by you during the onboarding process” in this User Agreement;
9. “Known Matters” shall have the meaning prescribed by it under paragraph “2. Effect of the instructions and/or messages given by you in using our Services – (A) Electronic Messages” in this User Agreement;
10. “onboarding” means the completion of all necessary procedures to set up a USI profile for using the App;
11. “Services” means the services we provide to you, as an agent of the relevant issuers, in respect of your current or future holdings administered by us, through paper or electronic means (via the App or otherwise);
12. “SFO” means the Securities and Futures Ordinance (Cap 571 of the laws of Hong Kong);
13. “Share Registrar” or “SR” means an approved share registrar approved by the Federation of Share Registrars to maintain the register of shareholders or warrantholders in Hong Kong;
14. “Email Address” means the email address provided by you to us during your onboarding process;
15. “Holder” means a holder of a USI profile;
16. “Holder Level Information” shall have the meaning prescribed by it under paragraph “5. Functionalities - (A) Onboarding - (iii) Personal and contact details provided by you during the onboarding process” in this User Agreement;
17. “User Instructions” means the user instructions of the App and our operating details, which you may find on https://www.computershare.com/hk/en/personal/shareholders/investor-centre;
18. “USI profile” means the profile of a Holder, on which the Holder is able to view and/or give instructions in relation to their holdings administered by us by using the functionalities set out in this User Agreement available to them depending on their capacity in the App;
19. “USM” means the Hong Kong uncertificated securities market; and
20. “Website” means our company website at https://www.computershare.com/hk/en or https://www.computershare.com/hk/zh or https://www.computershare.com/hk/cn.
2. Effect of the instructions and/or messages given by you in using our Services
(A) Electronic Messages
You are encouraged to instruct us by giving Electronic Messages, instead of instructions in paper form, as far as possible. All instructions and/or messages given by you for individual holders, or any of your authorised users for joint holders or corporate holders via the App constitute Electronic Messages. An Electronic Message is attributable to you and your authorised user, as the case may be.
(i) For individual holders, if an Electronic Message is sent by you, you are not entitled to deny to the addressee that the Electronic Message is correct and that you have sent the message.
(ii) For joint holders or corporate holders, if any Electronic Message is sent by your authorised user on your behalf, you are not entitled to deny to the addressee that the Electronic Message was sent with your authority and that the information contained in the message is correct. The authorised user acting on your behalf is not entitled to deny to the addressee that the authorised user has authority to send the Electronic Message and that the authorised user has sent the message.
An addressee who receives an Electronic Message may accept the information contained in the message is correct and that you have sent the message or the authorised user acting on your behalf has sent the message with your authority (the "Accepted Information") except if, at the time when the addressee received the Electronic Message or at any time after that, the addressee had actual notice that:
(i) any information contained in the Electronic Message was incorrect;
(ii) the Electronic Message was not sent by you or your authorised user; or
(iii) if the Electronic Message was sent by an authorised user, it was not sent with your authority (the "Known Matters").
Despite an addressee having actual notice of any of the Known Matters, the addressee may accept the Accepted Information if, at the time when the Known Matter came to the addressee's actual notice, it was not reasonably practicable for the addressee to stop processing the Electronic Message.
A person who is permitted to accept any Accepted Information shall not be liable in damages or otherwise to any person by reason of relying on the Accepted Information.
(B) Instructions and/or messages given by you in paper form
You acknowledge that all instructions and/or messages in paper form given by you, your authorised representative or a third party acting on your behalf have the same effect as the Electronic Messages given by you via the App as detailed in section 2(A) above. If you appoint an agent or a third party to give instructions on your behalf by way of paper form, the instructions and/or messages given by them for and on behalf of you will be attributable to both you and your agent or the third party acting on your behalf. An addressee of your instructions and/or messages in paper form may, subject to the same conditions set out in section 2(A) above, accept the information contained in the instruction and/or message is correct and that (i) you have sent the instruction and/or message or (ii) the instruction and/or message was sent by your agent with your authority.
(C) Providing true, accurate and complete instructions and/or messages in using our Services
You are responsible for the truthfulness, accuracy and completeness of the instructions and/or messages given by you or your agent, whether they are in electronic form or paper form. As an agent of the relevant issuers, we only receive your instructions and/or messages on behalf of the relevant issuers, and we shall not be under any duty or obligation to verify the truthfulness, accuracy and completeness of your instructions and/or messages given by you or your agent or inquire into the purpose or propriety of any instruction and/or messages given by you or your agent. Once we have received sufficient information from you and subject to the terms of this User Agreement, we will process your requests and/or forward the same to the addressees of your instructions and/or messages, such as the issuer, transferor or transferee, in accordance with applicable rules and regulations and as instructed by relevant issuers.
3. The App
(A) Description of the App
The App, which is operated and maintained by Computershare Hong Kong Investor Services Limited, offers various functionalities to you. However, functionalities available to you may vary depending on the capacity in which you are using the App, and the functionalities available to you may change from time to time. You should refer to the User Instructions for details of the functionalities available to you.
(B) Operating hours of the App
You may access the App anytime to give instructions unless it is closed due to maintenance, upgrade, system interruption or outage.
Should the App be inaccessible, please use the corresponding offline alternative for giving us instructions, or contact us for assistance. Please refer to the User Instructions for our contact details and service hours.
4. Pre-requisites and limitations of using the App
(A) Setting up a USI profile
Before you can use the App, you must have met all eligibility criteria applicable to you and completed all necessary procedures to set up a USI profile with us. Approval of the USI profile application is entirely at our discretion.
(B) Age
If you are an individual holder or an individual joint holder you must be at the age of 18 years old or above if you wish to set up a USI profile.
(C) Authorised user(s) of joint holders and corporate holders and their type of access rights
If you are joint holders or a corporate holder, you shall duly appoint authorised user(s) to act on your behalf to access and/or manage your USI profile and select the appropriate type of access rights for each authorised user. The functionalities of the App available to you will depend on the type of access right selected. For details about how to appoint authorised user(s) and the type of access rights, please refer to the User Instructions.
All joint holders and corporate holders are responsible for the instructions given by the authorised user(s) and we will assume all instructions on the App are given by the authorised user(s).
You warrant that your authorised user(s) are duly appointed to act on your behalf in respect of your holdings in using, and in performing any action on, the App.
5. Functionalities
(A) Onboarding
You need to set up a USI profile to use the App. Setting up a USI profile is a multi-step process and involves creating login credentials and verifying your identity. You shall set up your USI profile on your own. Onboarding applications submitted by agents or third parties with a power of attorney or letters of authority will not be accepted.
Once you have set up your USI profile, you are solely responsible for the use of your login credentials, and other authenticating information to access the App, for all use and actions by others, and for ensuring that all usage complies fully with this User Agreement.
(i) Onboarding process and application channels
The onboarding process, eligibility criteria and application channels may vary depending on your capacity and the identity documents you are holding. You should refer to the User Instructions for the details of the onboarding process.
(ii) Identity checks during the onboarding process
Onboarding via the App involves an online identity verification to securely establish your identity. You authorise Computershare to share such information, as well as information that Computershare already maintains on its system about you, with one or more third-party data verification providers. The information these third parties receive will be governed by their respective privacy policies. You will be asked to take a selfie and provide your identification document, such that we can compare them to determine if they match.
If you are being onboarded in person at our Counter, when your USI profile is set up by us, we will send you your USI number for you to activate your USI profile via the App on your own device. To activate your USI profile via the App, you will also be asked to provide your identification document and take a selfie. Computershare may use a third-party provider to process your identity verification. If applicable, you acknowledge and consent to such third-party provider’s collection and use of your personal information (including without limitation, your selfie image and/or image of your identity document).
(iii) Personal and contact details provided by you during the onboarding process
We will collect your personal, contact and bank account details during the onboarding process (“Holder Level Information”). We will use the Holder Level Information for the communications between you and us.
You may have previously provided your personal, contact and bank account details to respective issuers (“Issuer Level Information”). Communications between the respective issuers and you will be made via the Issuer Level Information. The bank account details will be used to pay dividends and other distributions to you, if the relevant issuer has opted for payment of dividends and other distributions electronically.
In the event you have not previously provided any Issuer Level Information to the issuers, the USI Level Information provided by you when you were onboarded with us may be adopted as the Issuer Level Information for use during communications between you and the respective issuers in which you hold securities. If you have previously provided Issuer Level Information to the issuers, the USI Level Information will not override the Issuer Level Information at the time of onboarding.
(iv) USI identifier
A USI identifier will be assigned to each USI profile. If you hold securities in more than one capacity, you shall set up a separate USI profile and you will be assigned another USI identifier for it. The USI identifier is necessary when you submit requests or instructions to us. As the USI identifier(s) is unique and personal to you, you should keep your USI identifier(s) safe and secure.
(v) Providing true, complete and up-to-date information at all times
You agree to provide us with true, complete and up-to-date information and identification documents during your onboarding process, and to keep your personal and contact details up-to-date at all times, failing which you may not be able to submit any requests or instructions to us or receive any communication from us or the respective issuers in which you hold securities. If there is any change and/or update to your personal and contact details, you shall update them as soon as possible. If we cannot communicate with you using the contact details you have provided to us, you may be classified as a lost holder and may no longer be able to receive communications from us or the issuers. We may conduct additional checks on your identity and personal and contact details when you send requests or instructions on the App from time to time.
(B) Connecting and viewing holdings
You may view the details of your holdings in your portfolio on the App. The delayed-time stock price and market value of the holdings shown in your portfolio are not real-time and are for information purposes only. Therefore, you shall not place reliance on the delayed-time stock price and market value of your holdings as shown on the App and you should exercise caution when you deal with your holdings. We are not liable for any of your loss, whether direct or indirect, in connection with your reliance on the stock price and market value of your holdings shown in your portfolio.
To view your holdings on the App which are administered by us, you shall follow the instructions in the User Instructions to connect your holdings to your USI profile. If you are unable to connect your holdings to your USI profile, please contact us as soon as possible.
(C) Change and/or update of personal and contact details
If there are any changes and/or updates to Holder Level Information and/or the Issuer Level Information, you should update them. For details of how to update your Holder Level Information and Issuer Level Information, please refer to the User Instructions.
(D) Corporate actions
You may be asked to give instructions on the App in relation to certain corporate actions; depending on your capacities, type of access right and the type of corporate actions. You should refer to the announcements made by the relevant issuers relating to the corporate actions.
6. Change of SRs
(A) When we cease to be the SR for an issuer
In the event we cease to be the SR for an issuer, we shall transfer the register of holders and other records of the issuers pursuant to applicable laws, rules and regulations. If you have held or are holding the securities of such issuers at the time of change of SRs, you agree that we shall pass your details in the register of holders and Issuer Level Information of the issuer to the new SR, the issuer or its specified party.
(B) When we become the new SR of an issuer
If we become the new SR for an issuer of which you have held or are holding securities at the time of the change of SR, the outgoing SR will provide us with your personal and contact details. We will rely on the register of holders as sent by the outgoing registrar (which includes your personal and contact details and transfer records) and take them as true, accurate, complete and up-to-date. We are entitled to assume (without making any enquiry) that all transfers have been duly recorded in the register of holders and all your personal and contact details are up-to-date.
7. Compliance with laws
It is your responsibility to ascertain and obey all applicable Hong Kong and foreign laws regarding the purchase, sale or transfer of securities, ownership and possession of securities, and use of the Services.
8. Security and authority
Your USI profile is personal to you. We will assume all instructions and/or messages sent from your USI profile are given by you if you are an individual, or any of your authorised user(s) if you are joint holders or corporate holders, and we will act on such instructions and/or messages. You must ensure that your USI profile is not accessed or managed by any third party.
You will be required to provide security details, such as user ID and password, to log in to your USI profile. Therefore, you shall safekeep the profile details and security details. To keep your USI profile safe and secure, you should:
(i) take all reasonable precautions to keep your profile, security details and device safe and secure;
(ii) not disclose your profile and security details to anyone else;
(iii) not allow anyone else or any software applications, such as bots, to access or use your USI profile;
(iv) not use any shared or public computer or electronic device to access the App;
(v) keep the anti-virus protection and security updates on your device up to date and regularly check for viruses;
(vi) keep the operating system of your device up to date;
(vii) inform us immediately if you know or suspect your USI profile, security details and device might not be safe or have been used by someone else;
(viii) inform us immediately and not to disclose any profile and security details of your USI profile if someone contacts you to obtain your security details;
(ix) download the App only from official sources such as App Store or Google Play;
(x) access your USI profile on your own device only;
(xi) delete the App and your details from your mobile device before you sell or dispose of your mobile device;
(xii) not take any action to disable any function provided by your mobile device, and/or agree to any settings of your mobile device that would compromise the security of the use of the App or your mobile device; and
(xiii) not use the App on any device where the operating system security has been compromised, including but not limited to jail-broken devices or rooted devices.
We will never ask you for your sensitive details such as your USI profile log-in details and passwords. If you have received suspicious calls or emails purporting to be us, please contact us immediately.
If you don’t follow our guidance above, you may be liable for the consequences of a security breach. If you let someone use your device or your security details, we will assume that person was you and act on his/her instructions as if it were you, and you will be responsible for any instructions given on your USI profile.
9. Analysis of access to and use of the Services and privacy
We may analyse your access to or use of the Services. We may disclose information regarding your access to and use of the Services, and the circumstances surrounding such access and use, as set out in the applicable privacy policy and collection statement and to the extent not prohibited by and subject to applicable laws.
We have a privacy policy statement and you can find it on our Website. The privacy policy statement applies to the personal data we collect via the Services. We take your privacy seriously.
10. Hyperlinks
The App may contain hyperlinks to third party websites or mobile applications. We do not maintain or control any third party website or mobile application hyperlinked on the App and we are not responsible for them, nor do we endorse any of their products or services. Your access to and use of any third party website or mobile application is at your own risk and subject to the terms of that third party website or mobile application.
11. Intellectual Property
We own the App, which is protected by proprietary rights and laws. All intellectual property in the App, including the text, graphics, trademarks, logos and copyright works, is owned by Computershare, our related or associated companies or our content suppliers or licensors. Our trade names, trademarks and service marks include “COMPUTERSHARE” and any associated logos. All trade names, trademarks, service marks and logos in the App not owned by us are the property of their respective owners. You may not use our trade names, trademarks, service marks or logos in connection with any product or service that is not ours, or in any manner that is likely to cause confusion. Nothing contained in the App should be construed as granting any right to use any trade names, trademarks, service marks or logos without the express prior written consent of the owner.
You may access, view, reproduce, download and print content in the App for the purpose of receiving Services from Computershare, including viewing and updating details of your holdings, and for your personal use. To the extent permitted by applicable law, any other distribution, copying, reproduction, reselling, publishing, transmitting or storage of the content in the App is prohibited without the express prior written consent of Computershare.
12. Warranties, Liability and indemnity
(A) Disclaimer of Warranties
Computershare will use its reasonable endeavours to ensure that information regarding your shareholdings is accurate. However, you should note that certain information provided through the Services, such as the number of securities held, may be updated on an end-of-day basis or settlement date basis and not on a real-time basis. As a result, you should take into account any recent transactions when determining your securities balance, such as transfers.
The Services and any information provided to you as part of the Services are for general information and your personal use only. The Services and information provided do not constitute any form of advice or recommendation regarding investments or suitability for your particular circumstances. You should seek independent financial advice before making any transactions, investments, or other decisions, which are your responsibility. Use of the Services is entirely voluntary and at your own risk.
While we try to maintain the timeliness, integrity and security of the Services, we do not guarantee that (i) the Services are free from inaccuracies, errors and materials that violate or conflict with this User Agreement, or are or will remain updated, complete, correct or secure, or (ii) access to the App will be uninterrupted. Additionally, third parties may make unauthorised alterations to the Services. If you become aware of any such alteration, please contact us immediately.
To the fullest extent permitted under applicable law: (a) the Services (including the ability to make transactions) and third party materials are made available to you on an “as is,” “where is” and “where available” basis, without any warranties of any kind, whether express, implied or statutory; and (b) Computershare disclaims all warranties with respect to the Services (including transactions) and third party materials, including the warranties of merchantability, fitness for a particular purpose, non-infringement and title. All disclaimers of any kind (including in this section and elsewhere in this User agreement) are made for the benefit of both Computershare and its affiliates and their respective directors, officers, employees, affiliates, agents, representatives, licensors, suppliers and service providers (collectively, the “affiliated entities”), and their respective successors and assigns.
(B) Limitation of Liability
To the fullest extent permitted under applicable law: (a) Computershare and any of its directors, employees or agents shall not be liable for any claims, suits, actions, proceedings, losses, damages, obligations, liabilities, costs, fees and expenses which you may incur arising out of or in connection with the use of our Services, unless due to the gross negligence, fraud or wilful default of Computershare or any of its respective directors, employees or agents; (b) Computershare and any of its directors, employees or agents shall not be liable for any indirect, incidental, consequential, special, exemplary or punitive damages of any kind, under any contract, tort (including negligence), strict liability or other theory, including damages for loss of profits, use of data, or loss of other intangibles, even if advised in advance of the possibility of such damages or losses; (c) without limiting the foregoing, Computershare and any of its directors, employees or agents will not be liable for damages of any kind resulting from your acts (fraudulent or otherwise), omission, gross negligence, or the use of or inability to use the Services (including transactions) or third party materials, including from any virus that may be transmitted in connection therewith; (d) Computershare shall not be liable for any delay or failure in the transmission of instructions and/or messages via the App due to breakdown or collapse of communication facilities or for any other delay or failure beyond the control of Computershare; (e) your sole and exclusive remedy for dissatisfaction with the Services (including transactions) or third party materials is to stop using the Services; and (f) the maximum aggregate liability of Computershare for all damages, losses and causes of action, whether in contract, tort (including negligence) or otherwise, shall be the total amount, if any, paid by you to Computershare to use the Services in connection with any disputed instructions(s) or transaction(s).
We do not owe you any duty whatsoever, whether express, implied, negative or otherwise, including without limitation, any duty to inquire or investigate the authenticity of any instructions given or purportedly given by you or any of your authorised user(s), and/or to refrain from executing such instructions, where we may suspect that such instructions may be part of a fraudulent or dishonest scheme.
All limitations of liability of any kind (including in this section and elsewhere in this User Agreement) are made for the benefit of both Computershare and the affiliated entities, and their respective successors and assigns.
(C) Indemnity
To the fullest extent permitted under applicable laws, you will indemnify, hold harmless and defend Computershare, and their respective successors and assigns, or any of their respective directors, employees or agents, from and against all claims, liabilities, damages, judgments, awards, losses, expenses, fees and/or costs suffered by us as a result of:
(i) your use of, or activities in connection with, the Services (including all transactions);
or
(ii) any breach or alleged violation of the User Agreement by you, unless due to the gross negligence, fraud or wilful default of Computershare or any of its respective directors, employees or agents.
13. Contact us
You may make enquiries about our Service by contacting us via our website, our Counter or our hotline. Please refer to the User Instructions for our contact details and service hours.
If you wish to verify the identity of the sender of or the authenticity of any messages received, please contact us on a contact number provided via our Website.
14. Governing law and jurisdiction
This User Agreement, and any disputes or claims arising from, out of or in relation to it (whether contractual or non-contractual), shall be governed by and construed in accordance with the laws of Hong Kong and you hereby irrevocably submit to the exclusive jurisdiction of the Hong Kong courts.
15. Changes
If we change our terms of this User Agreement from time to time for various reasons, including but not limited to, changes to the applicable laws, rules and regulations and new industry standards, or changes to the functions and features of the App or changes to cover the increased cost of offering a Service, we will give you advance notice of the change (unless the change is minor). If you continue to use the Services after a change to our terms you will have accepted the change. We send notices of change in a variety of ways, including through the email notifications, or by mail to your last known address if your email address is not available.
The User Instructions referred to in this User Agreement do not form part of this User Agreement and may be updated from time to time.
16. Terminating or suspending the access to or restricting the use of your USI profile
This User Agreement is effective until terminated. We may terminate or suspend your right to use the App or restrict your access to certain functions of the App at any time under certain circumstances without notifying you or obtaining your prior consent, including but not limited to when:-
(i) we are required by any applicable laws, rules or regulations, governmental or regulatory authorities or order of the courts in Hong Kong or elsewhere to do so;
(ii) we reasonably suspect that your access to or use of the Service has or may cause us to breach applicable laws, rules or regulations;
(iii) fraudulent, unlawful, unauthorised or criminal activities have been detected on your access to or use of the App;
(iv) cybercrimes, such as hacking, malware, identity theft and software piracy, or the use of bots, have been detected on your access to or use of the App;
(v) we have been informed that the Holder has passed away, with the support of relevant documents; or
(vi) we have detected or have been informed by you of possible security issues with your USI profile.
We are not liable for any of your loss, whether direct or indirect, in connection with the termination, suspension of the access to or restriction of the use of your USI profile.
17. Contracts (Rights of Third Parties) Ordinance
No term and condition of this User Agreement is enforceable under the Contracts (Rights of Third Parties) Ordinance (Cap. 623 of the Laws of Hong Kong) by a person who is not party to this User Agreement. The rights of the parties to terminate, rescind or agree any variation, waiver or settlement under this User Agreement are not subject to the consent of any other person.
We act as the Share Registrar of the issuer of your securities. You are not our client. You acknowledge that we only provide Services to you as an agent of the issuer of your securities.
18. Miscellaneous
(A) Partial invalidity
If any terms and conditions in this User Agreement is or becomes illegal, invalid or unenforceable under any applicable laws or regulations, such illegality, invalidly or unenforceability does not affect any other provision which remains in full force, validity and effect.
(B) Waiver
No failure or delay by us in exercising any right, power or remedy will operate as a waiver of that right, power or remedy. Nor will any single or partial exercise preclude any other or further exercise of a right, power or remedy. Any right, power or remedy unless the terms and conditions in this User Agreement is intended to be cumulative and in addition to any other right, power or remedy we have in law.
(C) Appointment of agent, service provider or subcontractor
We may appoint agents, service providers or subcontractors (who may not be a member of our Group) to perform any Services for or on our behalf.
For that purpose, (a) we may delegate any of our powers or obligations to such agents, service providers or subcontractors, and (b) you authorise us to disclose or transfer any information relating to you to such agents, service providers or subcontractor for and in relation to the provision of the Services and operation of the App.
(D) Assignment
We may assign our rights or obligations under this User Agreement to another member of the Computershare group or to a third party. If we do, we will inform you in advance. You cannot transfer your rights or obligations to a third party without our prior written consent.
(E) Versions
The English version of this User Agreement prevails to the extent of any inconsistency between the English and Chinese versions. Any Chinese version of this User Agreement is for reference only.