Terms and Conditions of RealtyBundles CFP Limited
- TERMS AND CONDITIONS
It is important you read these terms and conditions carefully.
Before you accept these Terms and Conditions and sign up to the Service we can provide to you, it is vital you read the Risk Warnings which relate to investment in securities such as shares and bonds. Click here to view the Risk Warnings.
These Terms and Conditions will take effect as soon as you use our Service. Please read them all carefully as they set out the basis on which we will provide our Service to you. You should print, copy and keep them in a safe place.
These Terms and Conditions relate to subscriptions for new offers of shares and/or bonds and buying and selling shares and/or bonds which you either own or you want to acquire otherwise than through a subscription.
These Terms and Conditions form a legally binding agreement between you and us.
If there is any conflict between these Terms and Conditions set out in this document and any other document these Terms and Conditions will prevail.
If you require further information on these Terms and Conditions or need to contact us, please see the Website under “Contact Us” in the section “About Us”.
- DEFINITIONS AND INTERPRETATIONS
- In this Agreement, unless the context otherwise requires, the following words have the following meanings:
means the RealtyBundles account you hold with us for purposes of making Investments, interacting with us and undertaking other transactions with us;
means the registered holder of an Account;
means information we provide on the Platform other than information contained in Offer Decks, as further described in paragraph 10.1;
means the number of Offer Securities allocated to you;
means any law, rule or guidance which affects us or your Account or any service we provide most of which are contained in the FCA Rules;
means any day, other than a Saturday, Sunday or English bank holiday, on which the London Stock Exchange is open for business;
means a person who signs up for the Service, and to whom we provide the Service;
has the same meaning as in the FCA Rules, but broadly this is money held by us (via the Payments Agent) for you in respect of your Investments and which is money not held in your own personal name;
Client Money Rules
means the requirements of the FCA Rules relating to holding Client Money;
means a company whose securities are offered for subscription, information in respect of which is set out on the Platform;
means the Companies Act 2006, as amended from time to time;
means information which a Company publishes about itself, including its own Website and announcements to the Platform;
means the information about a Company listed on the Platform;
means completion of an Offer, that is at the point at which any conditions to which an Offer is subject are satisfied;
means the Financial Conduct Authority, or any successor to it;
means FSMA, all secondary legislation implemented thereunder, rules and regulations promulgated by the FCA or any successor or replacement regulatory body responsible for the regulation of our business, and any other financial services laws or regulations applicable to us;
means the Financial Services and Markets Act 2000;
means the investments which you may subscribe for, or buy and sell, using our Service, details of which are set out on the Website www.realtybundles.eu;
means the section of your Account on the Platform showing your Investments and any pending Subscription Offers you have;
means any nominee we appoint to hold securities on your behalf;
means an offer to subscribe (whether made through the Platform or in the case of an eligible counterparty, via email or verbally in accordance with market practise) in a Company undertaking an offer of securities through the Platform;
means presentations, summaries and other documentation in relation to Offers published on the Platform;
means the price per Offer Share, as set out in the Offer Deck relating to the Offer;
means the securities to be issued by a Company that form part of an Offer;
means MangoPay Limited or any other agent we appoint in their place;
means the website operated by RealtyBundles CFP Limited and known as realtybundles.eu;
means the profile you complete as part of joining the Platform as an Accountholder;
means successful completion of opening an Account including acceptance of these Terms and Conditions;
means any jurisdiction other than the United States,China, Canada, Japan, Australia or South Africa;
as defined by the FCA in the FCA Rules, a customer who is not a professional client or an eligible counterparty;
means the service we provide in accordance with these Terms and Conditions;
means the aggregate amount you are prepared to invest as part of an Offer and for which you make a Subscription Offer;
means an offer by you to subscribe to an Offer;
means a year beginning on 6 April in any calendar year and ending on 5 April the following year;
Terms and Conditions
means the terms and conditions set out in this document, your Application Form for each Account or Service and the matters set out in the Key Information section of the Website and any other document referred to in any of them (excluding our Order Execution Policy);
you or your
as the context requires any person using the Website or our Service.
we, us and our
means RealtyBundles CFP Limited, any of our subsidiaries and any holding company (as those expressions are defined in section 1159 of the Companies Act 2006) and where the context permits, our permitted assignees, transferees and delegates;
means, with respect to RealtyBundles, the website hosted at realtybundles.eu, including all sub-domains thereof;
IT IS VITAL YOU NOTE WHEN USING OUR SERVICE THAT WHEN YOU MAKE A SUBSCRIPTION OFFER IN AN OFFER THAT OFFER IS BINDING AND MAY NOT BE CANCELLED OR AMENDED EXCEPT AT OUR DISCRETION (FOR EXAMPLE ‘FAT FINGER' ERRORS).
- In this Agreement, unless the context otherwise requires, the following words have the following meanings:
- OUR RELATIONSHIP WITH YOU
- If any of the terms in these Terms and Conditions are not consistent with the Applicable Regulations the terms of the Applicable Regulations take priority.
- We are Realtybundles CFP Limited, an appointed representative of Resolution Compliance Limited, authorised and regulated by the Financial Conduct Authority of 25, The North Colonnade, Canary Wharf, London E14 5HS (under FRN 574048). Our main business is investment services. Our registered office is in the UK at 27 Old Gloucester Street, London WC1N 3AX. We are registered as a limited company in England and Wales, number 10762180.
- We are not covered by the Financial Services Compensation Scheme (FSCS).
- If you make a complaint pursuant to paragraph 3.5 and we do not resolve it to your satisfaction, you have a right to complain directly to the Financial Ombudsman Service. Their address is South Quay Plaza, 183 Marsh Wall, London E14 9SR, and their website is at http://www.financial-ombudsman.org.uk.
- Unless we notify you in writing otherwise, we classify you as a Retail Client. We are required by the FCA Rules to classify you as either a retail or professional client or an eligible counterparty. Each category has different protections made under the FCA Rules with Retail Clients having the greatest protection. Unless you notify us that you are acting as agent for someone else, we will treat you alone as our Client for the purposes of the FCA Rules.
- If you notify us that you are acting as agent for someone else, provided you and they agree in writing, we will treat the person on whose behalf you act (and only them) as our Client for the purposes of the FCA Rules and unless we notify you and the person for whom you are acting in writing otherwise will categorise them as a Retail Client. Both you and the person on whose behalf you transact will be responsible in respect of your transactions.
- Before you begin using our Service it is important that you consider the confirmations set out below. You should continue to operate an Account only if all of these are correct not only as of the date that you open that Account but also on the date you enter into any additional agreement with us and as of the date of each transaction and whenever you use our Service. By agreeing to these Terms and Conditions you agree and confirm to us that the confirmations are and will be true at all such times:
- you are aged 18 or over;
- you confirm that you are acting as principal and on your own behalf unless you inform us to the contrary;
- you confirm that you are bound by, and you have the power, authority and approvals to enter into and perform your obligations under, these Terms and Conditions;
- you confirm that you have, and any person designated by you will at all times have, the necessary authority to act in all respects in relation to these Terms and Conditions and each transaction;
- you confirm that you are not insolvent or bankrupt or subject to any insolvency proceedings or arrangements and if you are a company you confirm that no steps have been taken to appoint a receiver, manager or administrator either of you or over any of your assets and that no steps have been taken for your winding-up or bankruptcy;
- you will provide us promptly on request with a copy of any documents which we may reasonably require from time to time;
- you will not use our Service, operate any Account or use the Website or Platform for any purpose which is unlawful, abusive, libellous, obscene or threatening;
- you will ensure that all Investments and cash deposited with us are free from any rights or claims of third parties; and
- you are resident in a Relevant Territory for tax and all other purposes.
- We solely provide an execution-only service which means we will not provide investment advice to you. You may not and must not regard either the information (including in an Offer Deck) or any opinion expressed on the Website as advice or an offer to buy, sell or otherwise deal in a particular way.
- When you decide to subscribe for Offer Securities or buy or sell Company Securities (as defined below) you must do so on the basis of your own research and decision and we will not assess the suitability of any Investment you choose to buy or transaction under which you choose to sell. This means you do not have the benefit of certain protections under the FCA Rules. In addition to any Offer Deck and Additional Information, you should review other Company Materials before deciding to make a Subscription Offer or buy Company Securities.
- If you are in any doubt as to whether to make a Subscription Offer or buy or sell Company Securities you must take appropriate advice from an authorised investment adviser. An assessment of suitability takes into account an investor’s knowledge and experience, financial situation and investment objectives and applies only when a firm makes a personal recommendation or manages investments; we do not do this for you as we neither make personal recommendations or manage investments for you. We may delegate any of our administrative functions and responsibilities to a third party. If we do, we will satisfy ourselves that the third party is competent to carry out any such function or responsibility, but we will remain responsible for the operation of your Account in accordance with these Terms and Conditions.
- We provide a series of risk warnings, which apply to Investments and dealings generally. It is vital you consider these carefully.
- We may receive remuneration for our services by charging a brokerage fee to Companies, which have successfully completed an Offer and charging you fees as set out in our current Schedule of Fees which may be found on our Website
- We reserve the right to refuse any application you make for an Account without giving you any reason.
- In the event you make a Subscription Offer within the Cancellation Period and you are issued Offer Securities you will not be able to cancel any contract for the subscription for those Offer Securities, as you will have expressly requested performance of any such contract.
- If you cancel your Account, we will use our reasonable endeavours to procure the return of any payments the Payments Agent has received for that Account less any fees and costs and any sums you have subscribed for Offer Securities.
Financial Services Compensation Scheme
Financial Ombudsman Service
You and your responsibilities
If any of these confirmations are untrue or your circumstances change, you must notify us immediately in writing.
The extent and nature of our Service
Your right to cancel
- YOUR ACCOUNT
- Once you have completed the Registration you will be provided with login details to access your Account. The purpose of your Account is to enable you to make Subscription Offers, to buy and sell Company Securities, for us to discharge our regulatory obligations and for you to facilitate payments for Allocations. Please note that no money is held within your Account.
- When you make a Subscription Offer you are required to make a payment by debit card (or any other payment means available on the Platform, as applicable) equal to your Subscription Amount, that is the number of Shares you are subscribing for multiplied by the Offer Price. We charge you the fees set out in our Schedule of Fees in respect of each Subscription Offer. We use Mangopay or similar services to collect sums in respect of Offers and those sums are held by the Payments Agent as Client Money on your behalf until the relevant Offer has achieved Completion.
- We accept no responsibility or liability to you if funds transferred by you are not received in time for you to receive an Allocation of Offer Securities in an Offer or to proceed to CS Completion (as defined below). Additionally, we accept no responsibility or liability to you if any payment you instruct is not capable of being made through any action or omission of your bank, our bank, any issue with any internet service provider or any third party or if there is any malfunction of the Platform. We give no warranty that the Platform will be functional at all times for all purposes.
- We have certain responsibilities under the FCA Rules and other applicable regulations to verify the identity of, and run anti-money laundering checks on Accountholders. In order to fulfil these responsibilities, we will use a third-party identification checking service to confirm your identity when you complete the Registration. In the event that this service is not able to verify your identity to our satisfaction, you may be asked to send us physical versions of certain identification documents. By completing the Registration you expressly agree that we may run any and all of these checks on you, and that you will not be able to make Investments or payment for those until and unless we are able to complete these checks to our satisfaction. We will not be liable for any losses, damages or costs arising from our conduct of these checks or your inability to make Investments or payment for those while the checks are pending or as a result of the unsatisfactory completion of the checks.
Identity and Anti-Money Laundering Checks
- THE PLATFORM
- Your interactions with us and with other Accountholders will take place almost entirely through the Platform. You will use the Platform to make Investments, to buy and sell Company Securities, and to follow the progress of your Investments until settlement which is the point at which an Investment has been credited to your Account. In addition, most communications between us and you, and between you and other Accountholders, will take place through the Platform. There are certain exceptions where we may interact with you, or you may interact with other Accountholders, via direct e-mail, telephone or in person, but in general you should expect that you will not be able to communicate with us or with other Accountholders via any means other than the Platform. If you are uncomfortable using the Platform for these interactions, you should not become an Accountholder.
- After you have accepted these Terms and Conditions, you will be sent an email and asked to click on a link for verification purposes. Once you have done so, you will be able to log onto the Platform using the username and password you have set up. Your username and password are personal to you and are not transferable. As long as the correct username and password are entered, we will assume that you are the person conducting activity on the Platform. You may not share your username or password with anyone else, and, in the event you do so, you will be fully responsible for all actions on the Platform by the person with whom you share them and by any other person with whom that person shares them, and we will not be liable to you for any losses, damages or costs arising from you sharing your username or password. Except to the extent that we notify you otherwise, you may only access the Platform while you are present in a Relevant Territory. You should note that we may terminate or suspend your access to the Platform under specified circumstances as described in paragraph 9.
- Your username and password are the methods used by us to identify you and so you must keep them secure at all times. You must notify us immediately if you learn or suspect that the security of your username or password may have been breached. If we receive such a notification from you or determine ourselves that the security of your username or password may have been breached, you will not be able to access the Platform until measures have been taken to verify your identity.
- After you first log onto the Platform, you will be asked to complete a profile. The profile is the basis on which we identify you for the purposes of communicating with you, and any anti-money laundering or other checks we run on you (as described in paragraph 4) will be based on the information you have provided in your profile. To the extent that you choose to make your profile "public" for certain purposes, it will also be the basis on which other Accountholders identify you. You must complete the profile truthfully, and it is your responsibility to keep the information in your profile up to date.
- You are solely responsible for any content you post on the Platform, including your profile and any other information you post. You may not post, transmit or share information on the Platform that you do not own or have permission to display, publish or post. You agree to indemnify and hold harmless us from and against any loss, damages or costs arising from or in connection with any content you post on the Platform.
- You are solely responsible for your interactions with other Accountholders. We reserve the right, but are not obliged, to monitor actions and disputes between you and other Accountholders.
- As part of the Registration you will be asked a series of questions, the answers to which will allow us to assess whether the Service is appropriate for you for the purposes of the FCA Rules.
- All money will be held as client money under the FCA Rules and as follows:
- Any cash which you instruct to be paid for an Investment will be paid to the Payments Agent;
- The Payments Agent will hold the cash on your behalf in a trust account;
- We will not, however, be responsible for any acts or omissions of the Payments Agent or any other payment services provider. Please note that we provide you with access to Mangopay or another payment services provider and we do not instruct or facilitate any payment made by you;
- If the Payments Agent becomes insolvent, you will have a claim against the Payments Agent. If, however, the Paying Agent cannot repay all of its creditors, any shortfall will have to be shared pro rata between them;
- We will not be held responsible for any underlying faults in the banking system, and we will not be held responsible for any fault or error howsoever arising with any device used to access your Account or which you use to instruct or make any payment.
- Any cash which is held for you by the Payments Agent will not attract interest.
- On any occasion where any sum has to be refunded to you we will instruct the Payments Agent to arrange for the relevant sum to be credited to your nominated bank account within five Business Days.
- If for any reason your Subscription Offer is not accepted by us or a Company from you and you have paid any money in respect of it or you are not made an Allocation equal to your Subscription Offer, any sums paid in respect of a Subscription Offer will be repaid to you as soon as practicable and in any event within five Business Days of Completion without your full Subscription Offer having been accepted. Any money credited to you will only be repaid to the bank account from which it was received by the Payments Agent.
Interactions with other Accountholders
- THE INVESTMENT PROCESS
- Once logged onto the Platform with your login details you will be able to browse details of Offers and make Subscription Offers.
- It is not guaranteed that any Offer, once made, will proceed to Completion. Offers of securities are sometimes subject to conditions or other market factors which prevent them from completing. We accept no liability to you for any Offer that does not proceed to Completion.
- The investment decision with respect to any Investment through the Platform is yours and yours alone. Other than what is contained in an Offer Deck approved by an authorised person for the purposes of section 21 FSMA and/or where specifically something has been, and is explicitly stated as being, approved by us, we have not reviewed or approved any information about the business, including any information, Company Materials or other information on websites that are linked to from the Offer Deck. We do not review or approve any Company Materials and undertake no due diligence in respect of Companies making Offers. We may provide links to Companies' websites but do so as a matter of convenience only and without providing any endorsement or approval of the content of such sites.
- You can place a Subscription Offer in respect of an Offer by clicking on “Subscribe to this Offer”. You will be asked to confirm how much you want to invest (your Subscription Offer); the Offer Price will be set out in the Offer Deck and any Subscription Offer you make will be at that Offer Price. In the unlikely event that the Subscription Price is lowered by a Company after publication of an Offer Deck you will be deemed to make a Subscription Offer at that lower Subscription Price and that will become your Subscription Price.
- From time to time we may accept Subscription Offers from you (if you are an eligible counterparty) by email or verbally in accordance with market practise. Any such Subscription Offer will be treated as binding on you when accepted by us, and such acceptance may be verbal or given in writing (including by email).
- You must pay your Subscription Amount on making a Subscription Offer in order to participate in an Offer. Any Subscription Offer will be rejected if there is not an accompanying payment in full of your Subscription Amount.
- Subscription Offers must be made for a minimum of €50 or any higher amount stated in any Offer Deck relating to a particular Offer. You cannot bid more than any maximum investment amount in any one Offer, as set out in an Offer Deck. If you make a Subscription Offer for more than any maximum subscription amount we will need to share your identity and other information with the Company and you consent to this when you make such a Subscription Offer.
- When you make a Subscription Offer it is binding on you and may not be withdrawn or amended without our written consent. Where an Offer Deck states that an Offer is subject to conditions, your Allocation is subject to fulfilment of those conditions. If an Offer does not proceed for any reason we will have no liability to you for that.
- We will inform you of your Allocation as soon as we can when a Company has accepted your Subscription Offer and proceeds with the relevant Offer.
- You should note that some Offers may require the consent of a general meeting or other consents which may delay settlement. Your Subscription Offer is conditional only on those matters and may not be withdrawn. Your Allocation is also conditional on those conditions. You should also note that settlement and its timing depend very much on a number of factors and we cannot guarantee the time period in which settlement will take place.
- If an Offer is oversubscribed we, or the Company, may scale back participation or allocation in that Offer on any basis which we or the Company see fit, which may include giving priority to one or more investors on economic or regulatory grounds at our entire discretion. Generally, we and a Company will approach an Offer on a "first come, first served" basis but this cannot be guaranteed.
- The Announcement will specify the dates on which the Offer Securities are to be allotted and issued at or just following Completion. You will be notified of these dates.
- Any Offer Securities allocated to you as part of an Offer will, if required by us, be held by us or the Nominee as nominee on your behalf.
- It is a condition of your use of the Service that any securities you acquire through Offers made on the Platform are held by the Nominee should we so require. Any other arrangements may result in us terminating your use of the Service and the Platform.
- A Nominee will act on your instructions and will not make any decision on your behalf or take any action without your providing instructions.
- If a Company for which you have made a Subscription Offer does not receive all of the funds it is seeking or any conditions to the Offer are not satisfied, the Offer will terminate. Separately, we may decide to terminate an Offer at any point before its expiration for any reason. In the event that an Offer is terminated, the Subscription Offer you have made will be terminated. We will not be liable to you for any loss, damages or costs arising from our decision to terminate an Offer.
- All transactions will be subject to Applicable Regulations.
- Where the Offer Price for any Offer is denominated in fractions of pence or contains any fraction of pence we may where it is administratively easier to do so round down your Allocation so it is a whole number of Offer Securities or round up your Allocation so your Subscription Offer represents a sum which can sensibly be paid by you. The effect of any such rounding should not be material.
- We reserve the right to cancel any outstanding transaction without notice where we believe, in our sole discretion, there is sufficient justification to do so. This may include, for example (without limitation), where we believe there is a regulatory reason to do so, in circumstances where we are requested to do so by our counterparty, or where we believe it is necessary to maintain an orderly market or, if you submit multiple Subscription Offers or execute multiple trades in the same Investment within a short space of time where the aggregate size of those trades exceeds the maximum online size. We shall not be responsible for any loss or expense you incur as a result of the cancellation of a transaction in such circumstances provided we have not acted negligently.
No Recommendation; No Reliance on Other Information
Making a Subscription Offer
Subscription Offer Binding
Notification and Announcement
Non-Completion of the Investment
Applicable Law and other matters
- ACCOUNT AND INVESTMENT INFORMATION
- You can view your Subscription Offers, your buy and sell orders and your full transaction history through your Investments Dashboard section of the Platform at any time. This is the only way in which you will be able to obtain information about your Account and your Investments from us, and we will not send any form of periodic statements to you as we are not investment managers and make no decisions on your behalf in respect of any Investment or Offer. None of the information we present may be relied on as a valuation or other indicator of value of any Investment.
- Depending on your individual tax position, you may be liable to pay taxes on any dividends or gains you receive from your Investments. Payment of these taxes are entirely your responsibility, and save as required by law we will not deduct or withhold any taxes for you or provide you with any statements or information with respect to your tax liability other than the information about your Account and Investments.
- You may close your Account at any time by giving us written notice. Providing we can deal with Investments in accordance with your instructions, we will close your Account within 30 days of receipt of your written notice. Any Subscription Offer in or before the notice period will still be binding on you and any fees or charges incurred by you in or before the notice period remain your responsibility.
- We have the right to close your Account at any time by giving you at least 30 days’ written notice. We also have the right at any time acting reasonably to suspend your Account in certain circumstances for any period by giving you at least 30 days’ written notice. Provided notice is given to you in accordance with these Terms and Conditions, we have the right to close or suspend any or all Account(s) immediately:
- if you do not make any payments due in respect of any Subscription Offer or other transaction or fee in respect of your Account or Investments or if you do not make any other payments due to us for more than 30 days after we have notified you that the payment is overdue;
- if you become insolvent or bankrupt or are subject to any insolvency proceedings/arrangements;
- if you die;
- if you seriously or repeatedly fail to comply with any of these Terms and Conditions;
- if you become of unsound mind, or become a patient for the purpose of any statute relating to mental health, or are placed under any guardianship;
- where we believe it is necessary or desirable to enable us to comply with any Applicable Regulations;
- if there has been or we suspect there has been fraud involving your Account or any transactions on your Account;
- if you are not or cease to be resident in a Relevant Territory and it would be, in our reasonable opinion, a breach of the laws of any jurisdiction for us to continue to provide any Service to you or for you to have any Account with us.
- The closing or suspension of an Account will not affect any outstanding transactions or any rights or obligations which may already have arisen between you and us for that Account. However, transactions in progress at the date of closing or suspension of the Account will be completed by us as soon as practicable. Once an Account is closed (by us or you) any cash balance of less than £3 due to you may be retained by us.
- In closing an Account under this section 7 we may, without notice:
- treat any Investment transaction that is then outstanding as having been cancelled and terminated; and/or
- close out, replace or reverse any outstanding transaction or take such other steps as we consider reasonably necessary to cover, reduce or eliminate our loss or responsibilities under any contract, positions or commitments relating to your Account.
- All payments made by you must be in Euro.
- You may make payments only by debit card unless we otherwise agree to accept any other payment method in writing.
- When payments are made to you by bank transfer they will be made to the bank account from which monies were paid by you.
- If we or any Nominee hold any securities on your behalf and you request these to be transferred to a third party nominee, we will charge a fee for doing so.
- Other fees may be charged by us in accordance with our Schedule of Fees which is available at our Website.
Charges and payments
- BUYING AND SELLING
- If you wish to buy or sell securities in Companies (“Company Securities”) through the Platform then you must do so in accordance with the articles of association of the relevant company and these Terms and Conditions.
- You may through your Account notify us (or by otherwise informing us in writing) that you wish to buy Company Securities. You should notify us of the name of the entity, the number of Company Securities you wish to buy and the price at which you wish to buy the relevant Company Securities.
- Details of Company Securities for sale will be displayed on the relevant Company’s page on the Platform. We will as soon as practicable after receipt of your notification that you wish to buy Company Securities notify the seller of the same of your interest. If the seller is willing to sell their Company Securities to you then we will issue to you and the seller a summary of the transaction agreed (“Summary”). On each of your and the seller’s confirmation of the terms of the transaction it shall become a legally binding agreement for the sale and purchase of the relevant Company Securities, which shall complete on the date set out in the Summary (“CS Completion”).
- Not less than one Business Day prior to CS Completion, you, as the buyer, shall pay to the Payments Agent the consideration set out in the Summary together with any other sums required to complete the purchase of the Company Securities (together the “Completion Sum”). The Completion Sum may include stamp duty or other transfer taxes and any fees which we or the Payments Agent may charge. If you do not pay the Completion Sum then the relevant transaction will not complete and after the date of CS Completion shall be incapable of completion.
- If you are the seller under a relevant transaction, the proceeds of sale of your Company Securities, less any fees and other sums which we may be required to withhold will be paid, at your risk, to you through the Payments Agent or to a bank account nominated by you in writing to us for the purpose.
- If we accept your instructions or orders in relation to buying or selling Company Securities, we will take all reasonable steps to carry those out. However, we will not be responsible for any loss or expense you incur if we are unable to do so for whatever reason (other than our negligence, fraud or deliberate default) or if there is a delay or change in conditions before the transaction takes place.
- TERMINATION OF PLATFORM ACCESS
- If your membership is terminated or it is suspended pursuant to paragraph 7.4, your access to the Platform will be terminated at the same time.
- There are circumstances in which we may terminate your access to the Platform even if you have an open Subscription Offer which has yet to proceed to Completion. These circumstances may include your using the Platform in any way (1) that causes, or is likely to cause, the website or access to it to be interrupted or damaged in any way, (2) for fraudulent purposes, or in connection with a criminal offence, (3) to send, use or reuse any material that is illegal, offensive, abusive, indecent, defamatory, obscene or menacing, is otherwise injurious to third parties or which consists of or contains software viruses, political campaigning, commercial solicitation, chain letters, mass mailings or any spam or (4) to cause annoyance, inconvenience or needless anxiety or (5) which gives rise or may give rise to criminal or other liability on our part.
- Neither party shall be in breach of these Terms and Conditions nor liable for delay in performing, or failure to perform, any of its obligations under these Terms and Conditions if such delay or failure result from events, circumstances or causes beyond its reasonable control. In such circumstances the time for performance shall be extended by a period equivalent to the period during which performance of the obligation has been delayed or failed to be performed. If the period of delay or non-performance continues for two weeks, the party not affected may terminate this agreement by giving 30 days’ written notice to the affected party.
Termination for Wrongful Action
- COMMUNICATIONS INFORMATION
- In addition to the information set forth in each Offer Deck, we may provide information on the Platform about transactions we have undertaken, stock markets or other information we think is of interest. We refer to this as "Additional Information". None of the Additional Information, including information about historical returns, can be relied on as a guarantee or indication of any particular result and the Additional Information does not constitute any form of advice, recommendation or endorsement by us. We cannot assure you that any Additional Information is complete, accurate, up-to-date or error free, and we will not be liable to you for any loss, damages or costs if it is not. To the extent that any Additional Information constitutes links to other websites or third-party contact details, we take no responsibility for the availability or accuracy of such websites or contact details or the acts of such third parties.
- From time to time we may send you e-mails with information about activity on the Platform, including new Offers and the progress of existing Offers. Any e-mails we send you about activity on the Platform do not constitute advice or a recommendation to invest. From time to time we may also send you e-mails with respect to your Account, our business, this Agreement or other matters that we reasonably believe are relevant to you. We will do our best to ensure that these e-mails are relatively infrequent, but we may send you such e-mails at our discretion.
Information on the Platform
Communications About Platform Activity
- In accordance with legal and regulatory requirements, we will retain the records relevant to your Account and any activity you conducted on the Platform for a minimum period of six years following the termination of your access to the Platform pursuant to paragraph 9. This period may be extended by law, regulatory requirement or by the mutual consent of you and us.
- The records kept by us shall be conclusive evidence of the facts and matters they purport to record.
- We do our best to ensure that our interests do not conflict with yours. Nevertheless, as a Platform provider we are not your representative or agent and at times our interests may conflict with yours. In particular, you should note that we or our employees may choose to make investments, through the Platform or otherwise, in businesses that seek capital through the Platform, and although the incentives relevant to such investments are likely to be aligned with your incentives, they may not be perfectly aligned.
- Full details of these and other potential conflicts of interest, as well as how we manage them, are set forth in our conflicts of interest policy. You may request an electronic copy of this policy at any time by contacting us.
- In the event that we cease to trade, any money in your Account will be protected. We will notify you as soon as possible after we have taken a decision to cease to trade and at that stage all active Offer Decks and Offers will be terminated. You will have a specified period of time in which to withdraw any money in your Account as described in paragraph 5.11, after which time we will send a cheque or money order for such money to the address in your profile.
Period of Retention
No Request for Deletion
Conflicts of Interest
Our Ceasing to Trade
- You shall be liable to us for any loss or damage suffered by us as a result of any breach of these Terms and Conditions or any other agreement which you enter into with us, or of any fraudulent use of the Platform.
- If the online Registration is not completed in full, or is for any reason not satisfactory, we will not open your Account.
- We shall be liable to you for any loss or damage which you may suffer as a result of being an Accountholder or using the Platform to the extent that such loss or damage arises from our breach of these Terms and Conditions or was the direct result of gross negligence, wilful default or fraud by us. Notwithstanding the foregoing, we shall not be liable to you for any loss or damage in respect of any matter for which liability is expressly excluded under this or any other Platform agreement, or arising out of or in connection with any error or inaccuracy in the data entered by you or another Accountholder or any misrepresentation or wilful misconduct or any other act of another Accountholder. We shall not be liable to you for any indirect, consequential, special or punitive loss, damage, cost or expense, unforeseeable losses or damages, loss of profit, loss of business, lost or wasted management time or time of other employees, loss of reputation, depletion of goodwill or loss, damage or corruption of data. Nothing in these Terms and Conditions shall limit our liability for personal injury or death, fraud or any other liability the exclusion or limitation of which is not permitted by applicable law or regulation.
Your Liability to Us
Our Liability to You
- ASSIGNMENT, TRANSFER AND DELEGATION BY US
- We may assign, transfer or delegate any of our obligations or rights under this Agreement to any person, provided that we are satisfied that such person is competent to perform or exercise the obligations or rights so delegated. We may provide information about you and your activities on the Platform to any person to whom we assign, transfer or delegate our obligations or rights.
- ASSIGNMENT, TRANSFER AND DELEGATION BY YOU
- Your Account is personal to you, and therefore none of your rights or obligations in connection with your Account or your activities on the Platform can be assigned, transferred or delegated to any other person. This prohibition on assignment and delegation does not affect your right to make certain transfers as described in these Terms and Conditions and other agreements you enter with us. Any attempt to transfer assign or delegate any of your rights or obligations in contravention of this paragraph 14.1 shall be null and void.
- From time to time we may change these Terms and Conditions (including commissions and charges):
- Where we reasonably consider that:
- the change would make the terms easier to understand or fairer to you; or
- the change would not be to your disadvantage.
- To cover:
- the improvement of any Service we supply in connection with any Account;
- the introduction of a new Service;
- the replacement of an existing Service with a new one; or
- the withdrawal of a Service which has become obsolete, or has ceased to be widely used, or has not been used by you at any time in the previous year.
- To enable us to make reasonable changes to the way we look after your Account as a result of changes in:
- the banking or financial system; or
- technology; or
- the systems we use to run our business.
- As a result of a regulatory requirement (or where we reasonably expect that there will be a change in a regulatory requirement).
- Where we reasonably consider that:
- We will tell you about any changes and when they come into effect by placing a notice on the Website, and if we hold a valid email address, by email (or by post if we cannot communicate with you any other way).
- Any change which is made to reflect a change of Applicable Law or regulation will take effect immediately or otherwise as we may specify. We will give you 30 days’ notice of any other change. As a result if you do not wish to continue dealing with us you may close your Account in accordance with these Terms and Conditions.
- We take English law as a basis for the establishment of relations with you before we accept you as a customer. These Terms and Conditions are governed by and construed in accordance with English law. You agree that legal action relating to these Terms and Conditions may be dealt with only by the Courts of England and Wales or if you live in Scotland or Northern Ireland by the courts of those countries if you choose them in writing.
Amendment of these Terms and Conditions
Governing law and legal action
- From time to time we may change these Terms and Conditions (including commissions and charges):
- ABOUT US
Corporate Form and Office
RealtyBundles CFP Limited is a company incorporated in England and Wales, whose registered number is 10762180 and whose registered office and principal place of business is at 27 Old Gloucester Street, London WC1N 3AX. RealtyBundles CFP Limited is an appointed representative of Resolution Compliance Limited, which is authorised and regulated by the Financial Conduct Authority.
- Information Commissioner
- RealtyBundles CFP Limited is registered with the Information Commissioner's Office and appears in the Data Protection Register under (No. ZA270677)