INNOVATIVE SECURITIES LIMITED
Profit Max Investment and Account Management General Terms and Conditions
1. NATURE AND SCOPE OF TERMS
1.1 This Profit Max Investment and Account Management General Terms and Conditions ("Terms"),
together with the Client Account Application and Client Authority, form a contract that applies between
the Client and Innovative Securities in respect of investment and account management services provided
by Innovative Securities to the Client ("services"). Unless otherwise agreed in writing between the Client
and Innovative Securities, these Terms shall also apply to all other services provided by Innovative
Securities to the Client.
1.2 Innovative Securities may expressly agree in writing with the Client on special terms and conditions
that either vary or are additional to these Terms or the Client Authority, otherwise these Terms and where
relevant the Client Authority will apply to all transactions between Innovative Securities and the Client.
1.3 Unless otherwise agreed in writing with Innovative Securities, the Client acknowledges that these
Terms shall apply in respect of all funds or other assets deposited to the Client's account with Innovative
Securities in terms of a Client Authority and the related services provided by Innovative Securities or
which arise as a consequence of the services performed in terms of these Terms.
1.4 From time to time Innovative Securities may amend or update these Terms which shall be deemed to
be accepted by the Client ten (10) Business Days following Innovative Securities providing notice to the
Client of such amendments or updates. Any services provided after these Terms are accepted or deemed
accepted by the Client in terms of this clause shall be provided to the Client on such amended or updated
terms. For the avoidance of doubt, no such variation in accordance with this clause shall vary a Client
Authority or any of the terms on which Client assets have already invested.
1.5 If there is any conflict between these Terms and the Client Account Application and the Client
Authority then such a conflict shall be resolved subject to clauses 1.2 and 2.5:
(a) First, in favour of the Client Account Application;
(b) Second, in favour of the Client Authority; and
(c) Third, these Terms over any other agreement.
2. REQUEST FOR SERVICES
2.1 The services provided by Innovative Securities relate to opening an asset investment account in the
name of the Client and investing those assets on behalf of the Client in accordance with the Client
Instruction. For the avoidance of doubt, such management does not and shall not include the buying or
selling of currency.
2.2 The Client will request services by submitting a fully completed and signed Client Account
Application which fully sets out all of the Client's details and this must be accompanied by a fully
completed Client Authority which specifies the scope of the authority of Innovative Securities to invest the
Client's funds or assets or otherwise purchase investment assets on the Client's behalf.
2.3 The Client Account Application must be fully completed in respect of all of the disclosure and
information required by Innovative Securities in respect of the Client and is subject to the Client warranties
and obligations set out in clause 4 of these Terms.
2.4 In order to activate a Profit Max client account the Client must deposit with Innovative Securities a
minimum sum of 1,000 currency units in either United States Dollars (USD), Euros (EUR) or Swiss
Francs (CHF) or at Innovative Securities discretion, the equivalent sum in unencumbered and tradable
investment assets. The client acknowledges that the commission payable in accordance with clause
7.2(a) is calculated on a minimum of 10,000 currency units being deposited, regardless of the fact that the
Client may have deposited a lesser amount.
2.5 The Client request for services is subject to acceptance in writing by Innovative Securities (in its
absolute discretion) and will not become binding on Innovative Securities until such acceptance. Any
variation, waiver or cancellation of services or conditions of the order made by the Client shall be of no
effect unless notified to Innovative Securities in terms of these Terms and accepted in writing by
2.6 In the event that the Client has already deposited funds with Innovative Securities prior to acceptance
of the Client Account Application by Innovative Securities, Innovative Securities shall hold such funds on
bare trust for the client until the Client Account Application is accepted at which time these Terms and the
Client Authority shall apply in full in respect of all such funds. In the event that Innovative Securities
declines the request for services, Innovative Securities' sole obligation is to return to the Client all funds
deposited with it in respect of that particular request for services.
2.7 The Client acknowledges and agrees that Innovative Securities is not under any obligation or duty to
accept a request for services and may accept or refuse such applications at its sole discretion. Without
limiting the foregoing, the Client acknowledges that the services are not available to residents or citizens
of certain countries or bodies corporate registered or constituted in certain countries and accordingly,
Innovative Securities will decline any applications by such persons.
2.8 Except as set out in clause 2.5 if there are any terms or conditions inserted in a Client Account
Application or any other request for services by the Client that are inconsistent with or in addition to this
Terms such conditions will be deemed null and of no effect, even if Innovative Securities accepts or
acknowledges it shall perform such services unless and until Innovative Securities expressly
acknowledges in writing it shall not be bound by such terms or conditions.
3. INNOVATIVE SECURITIES' SERVICES AND OBLIGATIONS
3.1 Once Innovative Securities has accepted the Client's request for services Innovative Securities shall
open an account in the name of the Client and perform services for the Client including investing the Client
Portfolio deposited by the Client in accordance with the Client Authority including, where required,
promptly seeking and taking instruction from the Client in respect of any proposed investment.
3.2 Innovative Securities shall open an individualised account for the Client in its records and shall keep
all necessary records including financial records, correspondence and other related relevant information in
respect of the Client Account that shall appropriately identify all transactions undertaken in respect of that
Client Account and the Client Portfolio to ensure that all transactions undertaken within that account are
clearly attributable to the Client.
3.3 The parties acknowledge and agree that Innovative Securities shall act as instructed by the Client (or
the Client's Authorised Agent) to:
(a) Invest the Client Portfolio including purchasing assets, selling assets, exchanging assets and
(b) Ensure that all interest, dividends or other income, profits or accretions derived on investment of the
Client Portfolio are paid by the parties required to make such payments on the terms on which they were
invested and are deposited to the Client Portfolio;
(c) Reinvest assets in accordance with the Client Instruction and Authority;
(d) Undertake related investment management activities in respect of the Client Account as instructed
by the client, including using all reasonable endeavours to maximise profit in respect of the Client
Portfolio and taking all reasonable steps it considers necessary to minimise loss to the Client.
3.4 Innovative Securities shall provide online access to the Client which will enable the Client to review
their portfolio balance including:
(a) The investment services undertaken on behalf of the Client;
(b) Details of the assets held to the Client's account including (where relevant) the issuer, the ISIN code
or other relevant identifier relating to the issue and the number and type of Securities included in the Client
(c) The value of the assets in the Client Portfolio at the beginning of any period reported and the value or
estimated value at the end of the period;
(d) A summary of sales, purchases and all other changes in the Client Portfolio since the last report
(e) Payments made to the Client; and
(f) Further deposits to the Client Account made by the Client;
3.5 Innovative Securities shall provide a written statement of the Client's account upon request by the
Client within one (1) Business Day of a request for information being requested by the Client.
3.6 Innovative Securities shall securely hold all Client related documentation and Documents of Title
either in secure document storage depositories or locations or in secure electronic form in accordance with
all relevant legislation. Upon termination of the Client Account, Innovative shall provide or transfer any
Documents of Title and related assets held on behalf of the Client and relating to the Client Portfolio to the
3.7 Innovative Securities shall immediately notify the Client of any change in the business or structure
of Innovative Securities which may materially affect management of the Client Account or otherwise
effect the Client Portfolio.
3.8 Innovative Securities reporting requirements and the availability of Client statements shall be
(a) Internet availability;
(b) The availability of Innovative Securities own systems, and
(c) If for any reason within Innovative Securities control, its systems are not available to enable the
Client to access the Client Portfolio online, Innovative Securities shall use all reasonable endeavours to
ensure that either its systems shall be offline for no more than one (1) Business Day and shall provide a
report to the client by other means upon request as set out in clause 3.5.
3.9 Innovative Securities shall at all times fulfil its obligations under these Terms in good faith and in
accordance with good investment practice and shall always place the Client's interests ahead of Innovative
Securities own interests and otherwise set policies and ensure that conflicts do not arise in respect of any of
the assets managed in the Client's portfolio and in the unlikely event of a conflict shall resolve any such
conflict in the favour of the Client.
3.10 Innovative Securities shall not act otherwise than in strict accordance with the Client Authority or the
Client's other express written instructions that are permitted by and consistent with the Client Authority
and these Terms.
4. THE CLIENT'S OBLIGATIONS AND WARRANTIES
4.1 The Client shall:
(a) Fully and accurately provide all information required by Innovative Securities including, without
limiting the foregoing, fully and accurately completing the Client Account Application and the Client
(b) Promptly advise Innovative Securities of any change in the information provided to Innovative
Securities including (without limiting the foregoing) changes in address and other contact details and
details in respect of personal representatives;
(c) Provide and or complete all such further information and documentation as is required by Innovative
Securities to fulfil its service obligations under these Terms;
(d) Provide information in respect of the origin of assets of any type which are deposited to the Client
(e) Pay any amounts payable by the Client in terms of this Agreement promptly as required by
4.2 The Client warrants and agrees:
(a) That all information provided to Innovative Securities is and shall be true and accurate at the date it
was provided; and
(b) That it shall promptly advise Innovative Securities of any change in the Client information;
(c) That it has assessed its own investment needs and requirements and taken all advice it considers it
requires and not in reliance on any representation or warranty by Innovative Securities.
5. CLIENT ACCOUNT OPERATION
5.1 The Client may deposit additional assets and sums in the Client Account once opened to increase the
assets available for Innovative Securities to invest on the terms set out in the Client Authority;
5.2 The Client may withdraw any credit amounts from the Client Account as follows:
(a) For amounts less than 10,000 currency units (as set out in clause 2.4) at the end of thirty (30) day's
written notice to Innovative Securities;
(b) For amounts more than 10,000 currency units (as set out in clause 2.4) at the end of forty-five (45)
day's written notice to Innovative Securities.
6. EVALUATION OF ASSETS
6.1 The parties agree that Innovative Securities Limited shall evaluate assets and investments to be
bought or sold from the Client Portfolio in the following manner:
(a) Corporate securities, municipal and mortgage bonds traded on the official market shall be assessed at
the closing price on the day of the evaluation. The closing price constitutes the weighted average price for
transactions with a given security for the respective commercial session and, in case there are no
transactions with this type of asset on the evaluation day, then assessed at the closing price of the closest
date to the date on which the evaluation was taken place;
(b) Corporate securities, municipal and mortgage bonds traded on the unofficial market shall be
assessed at their fair value using what Innovative Securities considers is the best valuation criteria to assess
such fair value;
(c) In the case of fixed bonds, their "par" value will be used while adding the payable interest amounts
payable on the date of the valuation;
(d) Shares/stock from collective investment schemes shall be valued at the re-purchase price advised by
the issuer of the shares and stocks at the date of the evaluation and if no such price is available, Innovative
Securities shall use what it considers the best valuation method to determine the fair value on the
(e) Treasury bills shall be evaluated according to the purchase price quoted by a primary dealer of
(f) Foreign securities traded on a regulated market shall be valued at the closing price for the respective
market as published in the applicable media report on the day of the evaluation. In the event on evaluation
there are no concluded transactions in respect of the traded securities, the closing price from the closest
date to the valuation shall be used;
(g) Foreign securities that are not traded on a regulated market will be evaluated at their fair value to be
determined by Innovative Securities Limited;
(h) Derivative securities shall be valued according to the "current quotes" in their respective markets as
published in the applicable media that regularly reports such quotes. The current quotes are the average
value between the sell and buy offer at the date of the evaluation;
6.2 Innovative Securities shall utilise the above evaluation methods for the purpose of obtaining
objective information on the real value of the assets to be purchased and sold in the individual Client
Portfolio and to fixing appropriate best selling and buying price.
7. COMMISSION, CHARGES AND FEES OF INNOVATIVE SECURITIES
7.1 The Client shall pay to Innovative Securities a management fee calculated at 1⁄4 (one quarter) of a per
cent of the value of the Client Portfolio which is calculated and payable on the dates being 31 March, 30
June, 30 September and 31 December in each in respect of Innovative Securities management and
maintenance of the Client Portfolio for that period or any part thereof and such amount is deductible from
the sum available in the Client Portfolio or payable by the Client in cleared funds. Should the client
withdraw all of or, at Innovative Securities sole judgement, a substantial portion of the Client Portfolio
prior to the end of a quarter in any particular quarter so that there may be insufficient funds held to meet
management fees, Innovative Securities may calculate and deduct the fee for that quarter upon such
7.2 In consideration for the services to be provided to the Client by Innovative Securities the Client shall
pay the following commission amounts to Innovative Securities:
(a) Commission for Asset management (Agio) 6% calculated from the contract amount, regardless of
whether a lesser amount of contract amount has been deposited by the Clinet and the Client shall
additionally pay 6 % commission on each further sum deposited with Innovative Securities in accordance
with clause 5.1 on any amount over the contract amount deposited by the Client into the Client Amount,
such amount being payable on the date of the deposit of the related asset;
(b) An additional 20% (twenty per cent) of the total net profit gained on the asset amounts initially
deposited by the Client to the Client Account including additional amounts deposited in terms of clause 5.1
such amounts to be evaluated and
(c) For the avoidance of doubt, no commission amounts are payable by the client in terms of clauses
7.2 (a) or (b) where there is no increase in the portfolio value from the original amount in the relevant period
on which commission would otherwise be payable.
7.3 Innovative Securities shall additionally be entitled to meet the Charges of third parties which directly
relate to purchasing or selling assets or which are otherwise payable to third parties in order to receive
returns or information from the third parties that such assets are invested with and Innovative Securities
may deduct all such expenses from the Client Portfolio.
7.4 Innovative Securities shall pay all taxation and (subject to clause 7.5) Levies it reasonably considers
is required to be paid in respect of Client income accrued in the Client Portfolio and otherwise in
accordance with applicable legislation. The Client acknowledges that the Client is responsible to ensure
that all relevant taxation and other Levies are paid and shall advise Innovative Securities of any relevant
taxation deductions or Levies that the Client is aware of that should be met.
7.5 Should there not be sufficient assets in the Client Portfolio to meet any required Charges or Levies
payable under clause 7.3 or 7.4 Innovative Securities shall promptly advise the Client of the amount
required to meet the Charges and the Client shall promptly deposit such amount to the Client Account.
Should the Client not promptly meet such Charges or Levies when required, Innovative Securities shall
not be obliged to pay such Charges or Levies and shall not be liable for any consequence (either direct or
indirect) as a consequence of any such non-payment of Charges.
7.6 In accepting any Fees, Charges or Levies from the Client, Innovative Securities will not be bound by
any conditions or qualifications or other terms which the Client may have attached to those payments.
7.7 Innovative Securities shall fully disclose and report to the Client in respect of all Fees and Charges
levied to the Client Account pursuant to the Terms. If the Client does not agree with an amount charged by
Innovative Securities, the Client must:
(a) No later than five (5) Business Days after receipt of the statement or evidence of the payment it
disputes, deliver to Innovative Securities a written notice setting out full details of the amount in dispute
and the basis for the dispute;
(b) Where relevant, pay the undisputed amount of the charge; and
(c) Resolve the dispute in accordance with clause 13 of these Terms.
8. DISCLAIMER AND LIMITATION OF WARRANTY/LIABILITY
8.1 The Client acknowledges and agrees that while Innovative Securities shall utilise objective criteria
in assessing investments as is set out in clause 6 of these Terms, investment is inherently subjective and
subject to many risks, including risks from wider changes in a country's economy or the global economy.
8.2 The Client further acknowledges that some of the risk profiles selected by the Client and which
Innovative Securities has been instructed to invest on the Client's behalf have medium or high risk profiles
and that generally speaking, the higher the return, the greater the risk involved in the investment made.
Accordingly, while acting as a responsible investment manager in performing the services, Innovative
Securities cannot and does not promise or warrant any rate of return in respect of any investment or service
it provides shall have no liability in respect of any Damages caused to the Client in performance of the
Services and the Client acknowledges that relies upon its own judgement in respect of the investment
strategies it has chosen to pursue and the instructions it has provided in the Client Instruction and Authority
and not on any advice or representations provided by Innovative Securities in respect of any particular rate
of return from one or more investments.
8.3 Except for any express written warranty in these Terms or otherwise provided to the Client
(including clause 3.10) , Innovative Securities provides no other warranty, expressed or implied, including
any implied warranty and any warranties expressed or implied by law or statute, in respect of services
whether in respect of quality, the fitness of its services for intended purposes or otherwise, are excluded to
the extent that any relevant legislation permits such exclusion.
8.4 The parties acknowledge and agree that in addition to clause 8.2, in no event will Innovative
Securities or its officers, principals, employees, contractors or agents have any liability to the Client
arising out of or in connection with these Terms or in respect of the performance of services.
8.5 Without limiting the foregoing and only in the event that clauses 8.1 to 8.4 are held not to apply, the
parties agree that Innovative Securities shall not in any case whatsoever be liable for:
(a) Any special, incidental, indirect, punitive or consequential Damages; loss of profit, revenue,
goodwill, use or any costs of transfer of services or assets;
(b) Damages, in the aggregate, exceeding the value of the payments actually received by Innovative
Securities from the Client under this Terms in the preceding twelve (12) months; or
(c) Damages in respect of any claim made:
(i) more than six (6) months from the date the Client becomes aware of the circumstances leading to that
(ii) more than twelve (12) months after the relevant cause of action arises.
9.1 The Client indemnifies Innovative Securities from and against all liabilities, expenses, losses,
damages and costs (including legal costs on a full indemnity basis whether incurred by or awarded against
a party) including those associated with any third party claim, and whether arising under contract, tort
(including negligence) or otherwise shall Innovative Securities or its directors, principals, employees,
contractors or agents sustain or incur Damages (directly or indirectly) arising out of or resulting from:
(a) Any breach of these Terms by the Client;
(b) Any contravention of applicable laws or regulations by the Client or any claim by any third party
arising from any act or omission of the Client, including those that arise out of a failure by the Client to
provide accurate or complete information;
(c) Without limiting clause (b), any negligent, wilful, reckless or unlawful act or omission of, or any
intentional misconduct by the Client in connection with these Terms;
(d) Any claim by the Client, to the extent that such claim is beyond the scope of Innovative Securities'
liability to the Client under these Terms; or
(e) Any claim relating to any instruction by or dealings with an Authorised Agent, Attorney or any other
legal representative of the Client.
10.1 Innovative Securities shall keep all information directly or indirectly obtained from, under or in
connection with the Client confidential, except to the extent such disclosure:
(a) Is necessary to carry out obligations to the Client in accordance with these terms or carry on the
business of Innovative Securities;
(b) Is required to be disclosed by law or is required to be disclosed in terms of clause 11.1; or
(c) Is made where the information is publicly available without a breach of the confidentiality
provisions contained in this clause.
11.1 By agreeing to these Terms, the Client irrevocably authorises Innovative Securities to collect any
information in respect of the Client it reasonably regards as necessary for its credit enquiry and credit
control purposes including is policies set out in clause 12.3 of these Terms and, Innovative Securities may
provide such information to any credit control or debt collection agency for such purposes.
11.2 In terms of the Privacy Act 1993 (New Zealand), the Client has rights to access and correct any
information held by Innovative Securities in respect of the Client.
11.3 The Client consents to receive correspondence electronically (by email) from Innovative Securities
in respect of the services performed pursuant to these Terms.
11.4 The Client consents to receive other communications from Innovative Securities electronically,
including (without limiting the foregoing) emails containing any information relating to the in respect of
market performance, other services offered by Innovative Securities and any affiliates or business partners
of Innovative Securities and other related investment information. The Client may unsubscribe from such
emails by using the "unsubscribe" function that appears in such emails.
12.1 These Terms and related agreements shall be terminated:
(a) On mutual agreement in writing between the parties or on the terms agreed in a Client Instruction; or
(b) By written request of the Client to terminate the Agreement, at which time Innovative Securities
shall take all reasonable steps to ensure:
(i) that all invested assets of the Client are realised at the end of the term or terms on which they are
(ii) shall not reinvest any assets of the Client;
shall pay the net balance of the Client Account to the Client when the last such asset is realised.
12.2 The Client acknowledges that Innovative Securities may cancel any services provided by Innovative
Securities and/or terminate these Terms if the Client:
(a) Fails to make any payment required to be paid by the Client as is required by these Terms or under
any other agreement the Client has with Innovative Securities;
(b) Otherwise breaches or fails to comply with these Terms or any other agreement with Innovative
(c) Without limiting the foregoing the Client, in Innovative Securities' reasonable opinion, has provided
Innovative Securities with false or misleading information.
12.3 The Client acknowledges and agrees that, for the benefit of the Client, Innovative Securities and all
of Innovative Securities' Clients and business partners, Innovative Securities operates in accordance with
strict protocols and policies in respect of compliance with all legislation in the countries in which it
operates that relate to anti-money laundering and combating terrorist funding and which are otherwise
designed to prevent criminal funding activities. Accordingly, the client acknowledges and agrees that
Innovative Securities may cancel all of the Client's Terms without providing reasons if Innovative
Securities in its sole opinion considers the Client is or may be in breach of Innovative Securities' legal
13. DISPUTE RESOLUTION
13.1 Innovative Securities is a registered financial service provider in terms of the Financial Service
Providers (Registration and Dispute Resolution) Act 2008 (New Zealand) ("FSPA") and is required by the
FSPA to be registered with an independent disputes resolution scheme ("Scheme") and to abide by and
abide by the rules of the Scheme.
13.2 Innovative Securities is registered in a scheme managed by Financial Services Complaints Limited
("FSCL"), FSCL is an independent not-for-profit External Dispute Resolution scheme approved by the
Minister for Consumer Affairs under the FSPA.
13.3 In terms of the Scheme, Innovative Securities is required to detail its own disputes process and the
Client's rights to complain to FSCL in terms of the Scheme and the FSPA as is more specifically set out in
the following paragraphs of this clause 13. Not all matters fall within the Scheme and the Client may
access full details of the Scheme (including its terms of reference) from FSCL's website at:
13.4 In respect of a dispute, either party may give the other party notice of any dispute arising in respect
of, or in connection with, these Terms ("Dispute").
13.5 In the event of a notice being given pursuant to clause 13.1 above, then the parties must meet within
ten (10) Business Days (including by teleconference or similar method) to discuss the Dispute and make a
genuine effort to resolve the Dispute.
13.6 If no resolution of the Dispute has occurred within ten (10) Business Days from the date of the giving
of the notice in accordance with clause 13.1 above and the parties do not agree to further meet or take steps
to resolve the matter within the timeframe set out in clause 13.5 then the parties shall be free to take the
steps set out in the following clauses (13.7 to 13.9).
13.7 If the matter is a matter subject to the Scheme, then the Client may lodge a complaint in writing to
FSCL by delivery to the postal address, by facsimile to the facsimile number provided, by email to the
general address provided as follows:
Physical address: Financial Service Complaints Limited, 4th Floor, 101 Lambton Quay, Wellington, New Zealand
Postal address: PO Box 5967, Lambton Quay, Wellington 6145
Facsimile: (64) 4472 3728
13.8 Inquiries may be made of FSCL or concerns expressed by the Client by telephone, but these are not
received as complaints until put into writing. The telephone contact details of FSCL are as follows:
(64) 0800 347257 or (64) 4472 3725
13.9 In the event that the Client does not lodge a complaint in writing to FSCL within ten (10) Business
Days or, if the matter is not a matter within the terms of reference of FSCL's complaints resolution scheme
then each party may take whatever action it deems fit in order to resolve the dispute.
14. AUTHORISED AND OTHER PERSONS WITH AUTHORITY OVER THE CLIENT'S ACCOUNT
14.1 The Client may appoint an Authorised Person by completing a Power of attorney and sending it to
the company. Innovative Securities provides the blank of the Power of Attorney. The Client acknowledges
and agrees that Innovative Securities is entitled to take instructions from any Authorised Person so
appointed and agrees that the Client is fully liable for and responsible for the acts and activities of the
Authorised Person in accordance with the authority granted and that Innovative Securities has no
obligation to check or query any instruction provided by the Authorised Person once appointed in
accordance with this Agreement and the Power of Attorney.
14.2 Innovative Securities shall take instructions from any suitably appointed power of attorney,
executor, administration agent or similar person upon receipt of appropriate legal evidence demonstrating
that person's legal capacity to act on behalf of the Client or otherwise deal with the Client's assets including
executors, powers of attorney and statutory or court appointed administrators. To the extent permitted by
law, the Client acknowledges and agrees that the appointed executors of the Client's will, successors in title
or indicated in the power of attorney or administrators or similar persons acting in this role, as stipulated in
this clause, shall be equally bound by these terms as if and to the extent that they were the Client.
15.1 To be effective, any waiver of any or all of the Terms and conditions in any Agreement the Client has
with Innovative Securities must be in writing.
15.2 The Client may not assign all or any of its rights or obligations under these Terms without the prior
written consent of Innovative Securities.
15.3 In the event of the Client's (Account Holder's) death inheritance rights are consumend in accordance
with the jurisdiction of the country, a resident (citizen) of which the heir is.
15.4 Innovative Securities is not bound, unless otherwise stated in these Terms, by any error or omission
on any written document or any statement issued by Innovative Securities.
15.5 Where Innovative Securities has rights and remedies at law or otherwise in addition to the rights set
out in this Terms, those rights and remedies will continue to apply.
15.6 Failure by Innovative Securities to enforce any of these Terms or any other legal or contractual rights
it may have, shall not be deemed to be a waiver of any of the rights or obligations Innovative Securities has
under these Terms.
15.7 If any of these Terms or part thereof are held to be invalid, illegal, unenforceable or void for any
reason or reasons, all of the remaining Terms (or part thereof) shall remain in full force and effect.
15.8 This Terms are governed by the law of New Zealand and each party irrevocably and unconditionally
submits to the non-exclusive jurisdiction of the courts of New Zealand.
16. DEFINITIONS AND INTERPRETATION
In interpreting this Terms
"Business Day" means any day not being a Saturday or Sunday or statutory holiday in Auckland, New
"Client Account" means an individualised account opened in the name of the Client pursuant to clause 3.2
of these Terms;
"Client's Power of Attorney" is a document to be competed by the Client and provided to the company
Innovative Securities. In accordance with the Client's Power of Attorney, the Authorised Agent is granted
certain entitlements in the context of relations with the Client, namely: 1) to withdraw funds from the
Client's account (the notarized Power of Authority is mandatory); 2) to enter into the inheritance of the
Client's account in terms of the Profit Max Agreement (the notarized Power of Authority is mandatory); 3)
to enter into the inheritance of the Client's account as the result of unforeseen events (such as, death,
disease, accident, etc.)
"Charges" means any fee, cost, expense, charge or other amount required by a third party in connection
with the purchase or sale of any asset controlled by that third party or in order to obtain information about
that asset or income or accruals derived from that asset;
"Client Portfolio" means assets invested by a Client in a Client Account with Innovative Securities and
includes any further deposited assets by the Client, reinvested assets held in a Client Account and any
change in value of those assets or other assets derived from those assets due to Innovative Securities
management of the Client assets less any Charges, Fees and Levies;
"Damages" means all losses, liabilities, expenses, damages and costs (including legal costs on a full
indemnity basis) whether incurred by or awarded against a party including those associated with any third
party claim, and whether arising under contract, tort (including negligence) or otherwise;
"Document of Title" means any document evidencing ownership of or entitlement to an asset of any kind,
without limitation including bonds, bills of exchange, securities, transfers, shares or share certificates and
documents of title mean more than one such document;
"Fees" means the fees payable to Innovative Securities in terms of clause 7.1 and 7.2 of these Terms;
"Levies" means any duty, taxation, tariff or other governmentally imposed amount payable in respect of
the purchase, sale, stamping or recording of relevant assets;
"Securities" means shares of all kinds, debt instruments, bonds, bills, stock instruments, units or
entitlements in collective investment schemes, managed funds, fixed income instruments and derivative
securities of all kinds.
„An authorised person (attorney)” can be each major person (who has reached the age of 18 (eighhteen))
authorised by the Client or granted the authority in question due to his/her relation to the Client. The
account opening person (in the event that the account has been opened in his name) can indicate
him/herself as an attorney.
„A witness” can be whichever independent, non-related to Innovative Securities person who has reached
the age of 18 (eighteen).