Custody and Terms of Use Agreement

CUSTODY AND TERMS OF USE AGREEMENT

between
1.             Customer Name:  As defined as per the login email address and credentials.
2.             CapBridge Pte. Ltd.(Registration no.: 201511511M ), a company incorporated in Singapore, and having its place of business at 140 Robinson Rd, level 14, Singapore 068907 ("CapBridge").

WHEREAS

(a)           CapBridge is appropriately licensed under the SFA (as defined below) to provide the Services (as defined below) in Singapore;
(b)          I wish to obtain suchServices from CapBridge and CapBridge wishes to provide the me with suchServices. To this end, CapBridge and I are entering into this Agreement, which governs the provision of CapBridge's Services to me.

IT IS HEREBY AGREED AS FOLLOWS:

1.          Introduction
The terms of this Agreement shall apply to CapBridge’s provision of the Services. By using the platformand/or its related services I agree to be bound by the terms.

2.          Interpretation
2.1       In this Agreement, unless the context otherwise requires, the following terms shall have the following meanings:
Accepted Methods” shall have the meaning ascribed to it in Clause 9.4;
Account” means any or all of my accounts with CapBridge (whether held singly or jointly with other persons);
Applicable Laws” means, in relation to a person or entity, all laws, statutes, orders, rules, provisions, regulations, directives, notices, codes, guidelines, circulars, and judicial decisions, rulings, or requirements issued enacted, adopted, promulgated, implemented or otherwise put into effect by or under the authority of any governmental body, whether local, national, international or otherwise as may be amended from time to time, including all rules, requirements, standards, guidelines and recommendations as may be needed (whether or not having the force of law), as applicable to such person or person's business, trade, or profession, "applicable" meaning as applicable to the relevant person or entity or as applicable to that person's or entity's relevant obligations;
Authorised Individual” means those person(s) duly authorised by me to act on my behalf in connection with this Agreement;
Business Day” means a day on which CapBridge is open to handle transactions in Investment Assets;
CapBridge” shall include any successors and assigns;
CapBridge Platform” means the online platform operated and maintained by CapBridge;
CapBridge Nominee” shall have the meaning ascribed to it in Clause 3.8;
Custodial Account” means an account opened and maintained by CapBridge or its Nominee for the purposes of providing Services to me pursuant to this Agreement;
Cut-off Time” means such time or times on a Business Day as CapBridge may determine in CapBridge’s sole and absolute discretion;
Deposit” shall have the meaning ascribed to it in Clause 3.2;
Force Majeure Event” means any event or circumstance, the occurrence of which is beyond the reasonable control of CapBridge and which could not be avoided or prevented with due care and at reasonable expenses. A Force Majeure Event shall include: (i) fire, explosion and acts of God including, flood, lightning, storm, typhoon, tornado, earthquake, landslide, soil erosion, subsidence, washout or epidemic or pandemic (including but not limited to Covid-19); (ii) war (whether declared or undeclared), civil wars, act of terrorism; (iii) government lockdown, travel ban, strike, lockout, stoppages, go-slows, labour or industrial disturbance, industrial dispute or other such industrial action; (iv) acts, laws, rules, demand, requirement, regulations, request and/or orders of whatsoever nature of any international, national, local or other authority or court having jurisdiction or of any person purporting to be or to act for such authority or court, or compliance with such acts, laws, rules, demand, requirement, regulations, request and/or orders that directly affect CapBridge and/or render unlawful performance of CapBridge's obligations hereunder; and (v) delay, restraint, restriction, embargo or other material adverse conductor effect of any authority, which could not be avoided or prevented in any manner;“I”, “me”, “my” refer to the undersigned as the holder of the Account, and shall include (a) any executor, administrator, personal representative, lawful successor or permitted assign of such person (whether jointly or severally) and shall include (for the avoidance of doubt) the Authorised Individual; (b) in the case of a firm being a sole proprietorship, the sole proprietor; (c) in the case of a firm being partnership, each of the present and future partners of the firm; and (d) in the case of a corporation, any lawful successor of such corporation;“Instruction(s)” means any communication as accepted by CapBridge and/ or by CapBridge for and on behalf of its Nominees from time to time from me made in accordance with Clause 9;
Investment Assets” means securities (as defined in the SFA) or units in a collective investment scheme (as defined in the SFA), or such other financial instrument or asset, in each case that CapBridge in its discretion has decided to accept the same as “Investment Assets” for the purposes of this Agreement;
Issuer” means an issuer of an Investment Asset and, where the Investment Asset is a unit in collective investment scheme, includes the responsible person (as defined in the SFA) of the collective investment scheme;
Nominee” means such entity (including public markets trading platforms) or nominee in Singapore or elsewhere appointed by CapBridge as it deems fit: (a) to hold Investment Assets or other assets in custody; (b) to pay for and receive or to deliver up or exchange or to make collections with respect to Investment Assets or other assets; or (c) otherwise to perform any of CapBridge’s duties as custodian under this Agreement, and shall include the full right and authority for CapBridge to change or appoint such Nominee(s) at its sole discretion from time to time;
My Custodised Assets” means any Investment Assets from time to time held by CapBridge or its Nominee for my account;“SFA” means the Securities and Futures Act 2001 of Singapore or any subsidiary legislation promulgated under it or any statutory modification, amendment or re-enactment thereof for the time being in force, or any Act or subsidiary legislation which may replace the SFA, and any reference to any provision of the SFA is to that provision as so modified, amended or re-enacted (or as contained in any subsequent Act or legislation which may replace the SFA);
Security Procedures” means the procedures from time to time adopted by CapBridge for its system of communications with me through the internet, by telephone, by facsimile or by any other means for the purpose of: (a) verifying that the person attempting to give a communication, to send a message or access data is the one who he or she claims to be; (b) verifying communications; (c) detecting any errors in the transmission or the contents of communications; and (d) ensuring the integrity of CapBridge’s system of communications;
Services” means the various services provided by CapBridge as more particularly described in this Agreement as custodial services under Clause 4, including such other services which CapBridge may in its discretion and subject to terms agree to make available to me from time to time and as construed accordingly;
Trust Account” means one or more trust accounts opened by and maintained by CapBridge for the purposes of holding monies on my account pursuant to this Agreement;
2.2       Words importing the singular include the plural and vice versa and words importing a gender include all genders.
2.3       References in this Agreement to any statutory provision, regulation or rule of any regulatory authority includes a reference to that provision regulation or rule as from time to time modified or reenacted.
2.4       References in this Agreement to the Terms and Conditions for CapBridge includes a reference to the Terms of Service for CapBridge Platform accessible at <www.capbridge.sg> as may be from time to time modified or amended.
2.5       Headings to the provisions in this Agreement are for reference only and shall not affect their interpretation or construction.
2.6       The words "include", "includes" and "including" shall be deemed to be followed by the phrase "without limitation".
2.7       Any reference to this Agreement includes the annexes, appendices and/or schedules hereto. 

3.          Custodial Account and Trust Account
3.1       I request and authorise CapBridge to open and maintain the Custodial Account for the purposes of providing Services to me pursuant to and subject to the provisions of this Agreement. I agree that the Services are provided through the CapBridge Platform, and therefore also be subject to various conditions and restrictions, including those set out in the Terms and Conditions for the use of CapBridge Platform from time to time. I understand that in the event of any inconsistency between this Agreement and said Terms and Conditions, the provisions of this Agreement shall always prevail and apply in respect of the matters set out in this Agreement.
3.2       I acknowledge and agree that Instructions for the deposit of any funds by me with CapBridge (“Deposit”) shall be given in accordance with Clause 9 and be subject to the terms specified in Appendix A (which may be amended and notified to me from time to time).
3.3       All monies received by CapBridge for my account, including any income and proceeds derived from the sale or holding of My Custodised Assets, will be credited to the Trust Account maintained with a bank that is licensed under the Banking Act 1970 of Singapore or such other financial institution as permitted under Applicable Laws.
3.4       CapBridge may, for the purpose of depositing monies received on my account which are denominated in a foreign currency in a Trust Account, maintain a Trust Account with a custodian outside Singapore. This custodian will be appropriately licensed, registered or authorised to conduct banking business in the respective jurisdiction in which the account is maintained. In such case, I understand that the laws and practices relating to trust accounts or customer's in the relevant jurisdiction may differ from the laws and practices in Singapore. Such differences mean that my monies may not enjoy the same level of protection as accorded to monies that are held in Singapore. Depending on the jurisdiction, this may affect my ability to recover the funds deposited in the trust or customer's account.
3.5       I acknowledge that CapBridge may place monies received on my account in an omnibus customer Trust Account together with monies that CapBridge holds for other customers. As such, I further acknowledge that it would be administratively and operationally difficult (in view of the constant fluctuation of the aggregate balance in such account), to account separately for each of CapBridge’s customers the interest due on their cash balance in the omnibus Trust Account as interest will be received on an aggregated basis. In the event of insolvency of the bank or other financial institution holding the omnibus Trust Account, I understand that I may not be able to fully recover my monies. Further, as my monies are commingled with those of other customers in the same account, I may potentially be exposed to the losses of other customers. In the event of CapBridge's insolvency, monies held on my account in the Trust Account will be excluded from the monies and assets of CapBridge available to CapBridge's creditors.
3.6       I agree to waive and relinquish in favour of CapBridge all claims for interest that may otherwise accrue with respect to my monies in any trust account, including the omnibus Trust Account.
3.7       I shall provide written instruction to CapBridge in respect of any payment of my monies in the Trust Account to any party other than myself, and such payment shall be subject to the prior approval of CapBridge.
3.8       In respect of My Custodised Assets, I understand that all such Investment Assets shall be held by CapBridge for me and on my behalf via, and registered in the name of, CapBridge’s wholly-owned subsidiary, CapBridge Nominee Pte Ltd (“CapBridge Nominee”).
I understand that:
(a)        my Custodised Assets may be registered collectively with other Investment Assets of CapBridge’s other customers in the same name and where so registered, my entitlements under My Custodised Assets may not be identifiable by separate certificates or other physical documents of title or equivalent electronic records;
(b)        in the event of insolvency or default of CapBridge Nominee, I may not be able to fully recover My Custodised Assets held by CapBridge Nominee. Any shortfall in the Investment Assets may be shared among me and CapBridge's other customers pro rata. As My Custodised Assets are commingled with Investment Assets held for other customers, I may potentially be exposed to the losses of other customers; and
(c)        my Custodised Assets may be treated as fungible with other Investment Assets and therefore, CapBridge is not obliged to deliver any specific Investment Assets to me and may instead sell the Investment Assets at my expense and transfer to me the proceeds of such sale (if any).In case of insolvency of CapBridge, I am, on the basis of the records maintained by CapBridge of my beneficial entitlement to My Custodised Assets and subject to the foregoing, entitled to claim My Custodised Assets from the pool of Investment Assets held by CapBridge Nominee, provided there is no dispute regarding my beneficial entitlement to My Custodised Assets.
3.9       I hereby direct and authorise CapBridge to withdraw any and all my monies from the Trust Account as necessary to provide me the Services, give effect to the provisions hereunder, carry out its obligations hereunder and/or exercise its rights hereunder, including but not limited to:
(a)        purchasing or otherwise transacting in Investment Assets on my behalf, whether through any Nominee or otherwise; and
(b)        settling transactions and/or fees and expenses due to CapBridge or other third parties. 

4.          Custodial Services
4.1       All Investment Assets delivered, purchased or held pursuant to this Agreement shall, subject to CapBridge’s sole and absolute discretion, be held on my behalf, in my capacity as beneficial owner, or (subject to CapBridge's approval) on behalf of such other person as I may direct, via Instruction provided to CapBridge.
4.2       I acknowledge and agree that Instructions for the dealing of the Investment Assets shall be given in accordance with Clause 9 and be subject to the terms specified in Appendix A (which may be amended and notified to me from time to time).
4.3       CapBridge is hereby appointed and authorised by me to perform, whether directly or indirectly, all or any of the following at my cost and risk, in the capacity as my agent, on the terms in this Clause 4.2, but reserves the right to refuse to do so, at its sole and absolute discretion if there are grounds for such refusal:
(a)        to acquire, purchase, subscribe for, sell, liquidate, transfer, dispose of, redeem or otherwise deal in any Investment Asset on my behalf in accordance with Instructions, including to enter into any agreement or instrument on my behalf relating to any Investment Asset in accordance with Instructions;
(b)        to hold or to arrange for any of My Custodised Assets to be held in custody directly by CapBridge (or indirectly through any Nominee);
(c)        to procure that all of My Custodised Assets other than bearer securities are registered in the name of
(i) CapBridge or any Nominee(s); or
(ii) any sub-custodian (or its nominees), where due to the nature of the law or market practice of any relevant jurisdiction, it is in my best interests or it is not feasible to do otherwise. In these circumstances, My Custodised Assets will still be held in such a way that it is readily apparent that My Custodised Assets are not the property of CapBridge, any Nominee or any sub-custodian (as the case may be);
(d)        to hold or procure that all of My Custodised Assets that are bearer securities are held in safe custody and ensure that My Custodised Assets are held in such a manner that it is readily apparent that they are not the property of CapBridge or any Nominee. My Custodised Assets shall be segregated by CapBridge or any Nominee (as the case may be) from all property of CapBridge or any Nominee and shall be identified as held by CapBridge or any Nominee for my account. Where any of My Custodised Assets are in uncertificated form, or otherwise transferable by book-entry transfer, CapBridge may use the services of any securities depository, on such terms as it may think fit, for the purpose of the holding and transfer of My Custodised Assets (or entitlements thereto);
(e)        except to the extent permitted or not prohibited by the SFA, to hold and/or procure that any Nominee or sub-custodian holds My Custodised Assets, if registered in the same name as investments of CapBridge or any Nominee or sub-custodian in an account designated separately from that used for investments of CapBridge, any Nominee, or sub-custodian (as the case may be);
(f)         on receipt of my Instructions or with my authority to make or accept delivery of My Custodised Assets which have been sold, purchased, transferred or otherwise acquired or lent or disposed of by me or my agent, to effect such acceptance or delivery in accordance with the normal practice for transactions of the type concerned;
(g)        to use its reasonable endeavours to collect and receive Related Assets (as defined below) including income and other proceeds due with respect to My Custodised Assets provided that I acknowledge and accept that CapBridge whether directly or through any Nominee, delegate or agent) shall have no duty or responsibility but is entitled, if it so chooses to:                                
(i)          exercise or discharge any obligations conferred or imposed by reason of CapBridge's holding of My Custodised Assets or to investigate, participate or take any affirmative action in connection therewith or otherwise;                              
(ii)          send or give notice of any proxy form or other document which CapBridge may receive in respect of My Custodised Assets;                             
(iii)          recognise any claim in the nature of a trust or equitable claim by anyone other than myself in respect of My Custodised Assets or any part thereof; or                             
(iv)          otherwise make any notification to me in respect of My Custodised Assets, or take any other action in relation to My Custodised Assets;
(h)        to credit, in such manner as I shall instruct, all income and other proceeds received by CapBridge under sub-clause
(g) above;
(i)         to deal with administrative actions relating to My Custodised Assets, including to sign, file, execute and/or complete such documents, certificates or forms from time to time in connection with My Custodised Assets;
(j)         to complete and deliver on my behalf as owner any ownership certificates in connection with the Investment Assets which may be required to obtain distribution of any capital or income arising from My Custodised Assets or to facilitate the sale or transfer of My Custodised Assets;
(k)        to surrender My Custodised Assets against receipt of the moneys or other proceeds payable at maturity or on redemption of My Custodised Assets if called prior to maturity;
(l)         to exercise any right or discharge any obligations conferred or imposed by reason of CapBridge’s direct or indirect holding of My Custodised Assets or to investigate, participate or take any affirmative action in connection therewith or otherwise;
(m)      to keep or (to the extent reasonably practicable) procure there to be kept by any Nominee or sub-custodian (as the case may be), such books, records and statements, in retrievable form, as may be necessary to provide an adequate record of all of My Custodised Assets held and transactions carried out by me or on my behalf; and
(n)        to generally do all such other acts and things and take all such other steps and exercise such discretion, rights and powers as CapBridge may consider expedient or desirable for the purpose of or in connection with CapBridge's provision of Services to me. Without prejudice to the foregoing:
(i) I hereby specifically instruct CapBridge that, until CapBridge receives written Instructions to the contrary, whenever I purchase Investment Assets through CapBridge, and the sums standing to the credit of my Account are sufficient to satisfy the purchase price of the Investment Assets purchased, CapBridge is to withdraw from such Account such sum as is equal to the purchase price and appropriate such sum to CapBridge (or the relevant party to whom payment is due) in satisfaction of my obligation to pay the purchase price; and
(ii) any amount payable by me in respect of the Services shall be payable to CapBridge or its Nominees, sub-custodians or agents (as the case may be) on demand and may be deducted from My Custodised Assets or my Account without prior notice to me.
4.4       I understand that My Custodised Assets may be registered collectively with other Investment Assets of CapBridge’s other customers in the same name and where so registered:
(a)        my entitlements under My Custodised Assets may not be identifiable by separate certificates or other physical documents of title or equivalent electronic records. CapBridge and/or its Nominee will nevertheless maintain records such that it will be readily apparent the degree of my interest in the commingled Investment Assets so collectively held, but on the express my understanding and agreement that where such commingling and aggregation of My Custodised Assets and the Investment Assets of other persons result in entitlements to any dividends, interest and other monies payable in respect of the Investment Assets and all other rights, benefits and proceeds in respect of or derived from the same (whether by way of redemption, bonus, preference, option, substitution, conversion or otherwise) (the “Related Assets”) which otherwise without such commingling or aggregation would not have accrued to My Custodised Assets (the “Bonus Related Assets”), CapBridge has full discretion as to the allotment of such Bonus Related Assets as amongst its customers, including myself as it deems fit. Should CapBridge, CapBridge Nominee, its Nominee(s) or any sub-custodian, as the case may be, default, any shortfall in the Investment Assets registered in that name may be shared pro rata among all customers of CapBridge whose Investment Assets are so registered; and
(b)        CapBridge may not be able to act on my sole Instructions in respect of any of My Custodised Assets (or any unit thereof), and may only be able to act on the collective instructions of all customers who have interests in the relevant Investment Asset.
4.5       In acting as custodian for me and notwithstanding any other provision herein (including any provision affording any discretion to CapBridge in respect of any Investment Assets), CapBridge shall be regarded as bare custodian in respect of My Custodised Assets and its sole duty shall be to take such care of such Investment Assets as it would in respect of similar properties or assets belonging to CapBridge. CapBridge shall not in any event be regarded as a fiduciary to or trustee for me or any other party with respect to My Custodised Assets, and there shall be no relationship of trustee and beneficiary in respect thereof. Without prejudice to the foregoing, CapBridge shall be under no responsibility or obligation to take any action or notify me in respect of any Investment Assets unless otherwise expressly instructed by me and agreed to by CapBridge. In particular, CapBridge shall have:
(a)        no responsibility or duty to me to investigate, participate in or take any action (or omit to take any action) whatsoever concerning proxies received, attendance at meetings and voting thereat, or exercising any rights, entitlements or obligations in respect of any Investment Assets; and
(b)        no liability for any losses suffered or incurred by me arising out of or in connection with any act, inaction, omission, fraud, negligence or insolvency of any Issuer.
4.6       No Investment Asset may be deposited with CapBridge or with any Nominee under this Agreement unless:
(a)        it is registered in the name of such Nominee;
(b)        is accompanied by such transfer documents as CapBridge may require to ascertain or verify the beneficial ownership of the Investment Assets belonging to me;
(c)        in addition to any transfer documents required above, My Custodised Assets to be deposited into custody shall also be accompanied by such transfer documents and/or Instructions as CapBridge may require to enable the transfer of such Investment Assets to CapBridge’s name or to the name of such Nominee; and
(d)        any purchase or subscription price, fees, expenses, duties or other sums payable in respect of My Custodised Assets shall be payable by me and shall have been paid.
4.7       Where Instructions are given by me in respect of any of the matters above in this Clause ‎4.7, such Instructions must be given in commercially reasonable time for CapBridge or any Nominee to act. For the avoidance of doubt, CapBridge or such Nominee shall in any event only be required to act on or effect any such Instruction from me as soon as reasonably practicable without requiring any further confirmation thereof. Instructions given via CapBridge to any Nominee will be processed by the respective Nominee accordingly. 
4.8       To the extent sufficient copies of notices, reports or other documents on My Custodised Assets have been received by CapBridge or any Nominee for despatch to me, CapBridge shall, where it has determined in its sole and absolute discretion that I should be notified of the same, transmit to me all such notices, reports or other documents as and when CapBridge deems fit. CapBridge shall be under no duty or responsibility to send to me any such notices, reports or other documents or to notify me of CapBridge’s receipt of such notices, reports or other documents.
4.9       I shall only be entitled to the return of My Custodised Assets from CapBridge or any Nominee subject to this Clause 4.8, and shall be required to accept delivery or transfer of, the Investment Assets of the same company, nominal amount, class and denomination (or in the event of any change in the class and/or denomination of such Investment Assets, any Investment Assets of such equivalent class and/or denomination) as those of the Investment Assets originally transferred to CapBridge and/or such Nominee to be held in custody. In all circumstances, CapBridge shall not be liable and/ or responsible to return to me specific Investment Assets traceable to those Investment Assets originally transferred by me.
4.10    CapBridge may not lend or arrange to lend any of My Custodised Assets, other than pursuant to a written agreement with me setting out the terms and conditions for such lending and otherwise in accordance with the SFA.
4.11    I will at my expense transfer or procure the transfer of such Investment Assets, which I intend for CapBridge to hold in custody, to CapBridge or to any Nominee as CapBridge may direct, accompanied by such documents as CapBridge may require.
4.12    I acknowledge and accept that all My Custodised Assets held by CapBridge or by any Nominee including under this Clause 4 shall be charged to or held as a continuing security pursuant to Clause 20 for the payment and/or discharge of any of my obligations to CapBridge under this Agreement. I consent to CapBridge claiming a lien and/or right of retention or sale over My Custodised Assets until I have fully satisfied any and all liabilities and obligations to CapBridge under this Agreement.
4.13    I agree to pay CapBridge all the fees in accordance with Clause 19. CapBridge may at any time make demand for the payment of any and all fees and expenses incurred by CapBridge and/or any Nominee in carrying out any administrative action (for example, the collection of dividends, exercise of subscription rights, splitting of shares, etc) as well as for extraordinary services rendered, and any other miscellaneous costs incurred by CapBridge and/or such Nominee in rendering Services in relation to the custody of My Custodised Assets under this Agreement.
4.14    I agree that I shall not have any right to specific Investment Assets custodised with or through CapBridge, but will be entitled, subject to this Agreement, to delivery by CapBridge of Investment Assets of the same class, denomination and nominal amount, and which rank pari passu with those accepted by CapBridge as being the Investment Assets, subject always to any capital reorganisation or share exchange which may have occurred. Such delivery may be to me or any specified third party. 

5.          Appointment of Third Parties
5.1       Notwithstanding Clause 3, CapBridge may appoint any other person as CapBridge’s nominee or agent to perform any of the Services on its behalf and may delegate any of CapBridge’s powers under this Agreement to such person. Without prejudice to the foregoing, CapBridge is authorised to utilise one or more Nominee(s) or sub-custodians for the purpose of providing the custodial services. In the event that a Nominee is being used, I am deemed to have contracted as principal with such Nominee. CapBridge may also utilise the services of a foreign custodian as nominee or sub-custodian where it deems this to be necessary, and I hereby expressly consent to such utilisation. As at the date of this Agreement, the Nominees may include the CapBridge Nominee Pte Ltd, Moomoo Financial Singapore Pte. Ltd., Moomoo Trustee (Singapore) Pte. Ltd., Moonfare Singapore Pte. Ltd., and Bondevalue Pte. Ltd.
5.2       Where My Custodised Assets are held by a Nominee or sub-custodian, CapBridge shall separately agree in writing the requirements as may be required under Applicable Laws but otherwise I acknowledge and accept that different settlement, legal and regulatory requirements and different practices relating to the segregation of My Custodised Assets may apply. In addition, CapBridge and any Nominee, sub-custodian, agent or delegate may deposit My Custodised Assets with, and hold My Custodised Assets in, any centralised securities depository, clearing house or securities depository agencies on such terms as such systems customarily operate. I agree that where the context permits, any reference to CapBridge herein (including this Clause 5.2) shall also include a reference to its Nominee, sub-custodian and/or any other person appointed by CapBridge. 

6.          Voting, Meetings and Other Corporate Actions
6.1       For the purposes of this Clause 6, a “Corporate Action” shall mean any event initiated by an Issuer that gives rise to, or could give rise to, a material change to the business and affairs of the Issuer and/or materially affects, or could materially affect, holders of the relevant Investment Assets and on which such holders may or may not be permitted to vote, and includes any of the following:
(a)        a subdivision, consolidation or reclassification of the relevant class or series of capital markets products that the Investment Assets belong to, or a free distribution of additional units of the same or other capital markets products to existing holders by way of bonus, capitalisation or similar event;
(b)        a distribution for consideration to existing holders of the Investment Assets of additional units of the relevant class or series of capital markets products that the Investment Assets belong to or a free distribution of capital markets products granting the right to purchase, subscribe, or receive for consideration units of the relevant class or series of capital markets products that the Investment Assets belong to;
(c)        any event analogous to any of the foregoing events or otherwise having a dilutive or concentrative effect on the market value of the Investment Assets;
(d)        any event relating to the insolvency, winding up, dissolution, judicial management, receivership, liquidation, amalgamation, merger, reorganisation, take-over or reconstruction of the relevant Issuer, or anything analogous or having a substantially similar effect to any of the aforesaid events happens under the law of any applicable jurisdiction;
(e)        any event relating to a major or significant sale or transfer of business or assets of the relevant Issuer; and(f)         any event relating to the financing or raising of capital or funds by the relevant Issuer.
6.2       I acknowledge and agree that registration of My Custodised Assets in the name of the CapBridge Nominee and/or that My Custodised Assets are commingled and pooled with those of other customers and/or other persons may mean that options available arising from a Corporate Action in relation to My Custodised Assets may be different from what I would have received if the Investment Assets were registered in my own name. In particular, I may lose rights, notices and benefits, including voting rights, notices and rights of attendance at general meetings, which may attach to My Custodised Assets that it may otherwise receive if the Investment Assets were registered in my own name.
6.3       I acknowledge and agree that CapBridge has no duty to notify me of any impending Corporate Action relating to any of My Custodised Assets and I shall keep myself informed of the same. CapBridge may in certain circumstances choose in its sole and absolute discretion to provide such notification to me and any such action shall not in any event be regarded as a reason to justify any other or further notifications or a legitimate expectation thereof. In particular, CapBridge has no duty to notify me of notices for general or other meetings of shareholders, bondholders or noteholders, partners or unitholders or to seek my instructions as to how to exercise any voting or other rights attached to My Custodised Assets. Where CapBridge does receive any voting or other instructions from me in due time in respect of relevant Investment Assets, it shall use its commercially reasonable efforts to give effect to the same. However, where the Investment Assets are commingled and pooled with those of other customers or other persons, this may not be possible or practicable. CapBridge may vote the entirety of each class or series of Investment Assets consistently with the instructions of all affected customers giving CapBridge voting instructions in due time in accordance with the majority amongst them (if any) in terms of the portion of interests held in the relevant class or series of Investment Assets or not vote at all in respect of any or all of the relevant class or series of Investment Assets.I shall provide CapBridge with Instructions in relation to a Corporate Action in due time before any relevant deadline set by the relevant Issuer for CapBridge to determine in good faith whether it is feasible to act on the same. For the purposes of the foregoing, “in due time” shall mean a commercially reasonably time before the deadline set by the relevant Issuer to process instructions in relation to the Corporate Action. If CapBridge does not, for any reason, receive Instructions from me in due time in relation to a Corporate Action, it will act or take no action as it deems fit with respect to such Corporate Action. Further, the terms of a Corporate Action may require an election to be made on behalf of CapBridge's entire holding of that class or series of Investment Assets on an ‘all or nothing’ basis. In these circumstances, CapBridge may not be able, even if it wishes to, to act in accordance with my Instructions even if they are received in due time. I acknowledge and agree that my Instructions may not be complied with and Capbridge shall have no liability therefor. Some Corporate Actions permit a registered holder to subscribe for additional Investment Assets or other securities or assets at no additional cost. In these cases, CapBridge will use its commercially reasonable efforts to subscribe for the same in respect of CapBridge's entire holding of the relevant class or series of Investment Assets and if and when received, allocate the same amongst the relevant customers on a pro-rata basis (or as nearly as practicable). I acknowledge and agree that the allocations to me may be different to what I would have received if the Investment Assets had been registered in my own name and on some occasions may be nil. 

7.          Provision of Services
7.1       CapBridge is authorised, at its sole and absolute discretion, to take such steps as it may consider expedient to enable CapBridge to provide the Services to me and to exercise its powers and fulfil its obligations under this Agreement, including the right:
(a)        to comply with any Applicable Law requiring CapBridge to take or refrain from taking action;
(b)        on my behalf, to withhold and/or make payment of any taxes or duties payable on or in respect of My Custodised Assets;
(c)        in the absence of or delay in receiving my Instructions, in response to a request, to act or refrain from acting as CapBridge may deem expedient; and
(d)        to return My Custodised Assets which may not have the same serial number or identification as those CapBridge originally received.
7.2       CapBridge is authorised to disclose any information CapBridge may have concerning me, My Custodised Assets, my Account (including the Custodial Account), and the Services provided or to be provided under this Agreement to any other person CapBridge appoints in connection with the provision of Services to me including disclosure to any Nominee.
7.3       I hereby expressly agree that CapBridge may, if requested by any government or regulatory authority, provide any information concerning me, the Services provided to me under this Agreement, and assets (including My Custodised Assets) held for me or on my behalf, in order to assist any investigation or inquiry.
7.4       I authorise the transfer and disclosure of any information relating to me, to and between CapBridge’s subsidiaries, affiliates, and authorised agents and third parties selected by any of them, wherever situated, on a need-to-know basis and for confidential use (including for use in connection with the provision of Services under this Agreement to me, and for data processing, statistical and risk analysis purposes, passing on and to any relevant authorities and agencies pertaining thereto). CapBridge and any of CapBridge’s subsidiaries, affiliates, and authorised agents and third parties selected by any of them, may transfer and disclose any information as may be required by any Applicable Law.
7.5       Notwithstanding any provision in this Agreement:
(a)        and without prejudice to any other rights that CapBridge may have, CapBridge shall have the right at any time and from time to time to at its sole and absolute discretion:                                
(i)          freeze or suspend the provision of all or any part of its Services and/or my Custodial Account;                              
(ii)          block, suspend or reject a transaction, or refuse to accept, act on, or process any Instruction or transaction, or accept any Investment Assets or monies from me or on my behalf;                             
(iii)          refuse acceptance of any Investment Asset for deposit by me; and                             
(iv)          return My Custodised Assets to me, in which case I shall accept the same,without having to provide any reason whatsoever for doing so and without being liable for any loss arising from the same;
(b)        nothing in this Agreement shall require CapBridge to breach any Applicable Law in order to perform its obligations under this Agreement, and CapBridge shall not be obliged or required to carry out any act or provide any service (or omit to carry out any act or provide any service) that will breach or likely breach any Applicable Law; and
(c)        CapBridge may from time to time in its sole and absolute discretion revise the scope of the Services and/or fully or partially restrict, withdraw or discontinue my use of the Services without prior notice, and without the need for any reason or justification for such variations. In addition, CapBridge is authorised but not obliged either by itself or through its Nominee, and whether in Singapore or elsewhere, to do any lawful act or thing which in the discretion of CapBridge is necessary to preserve the integrity of any Investment Asset, monies or other property held in any Account and/or to protect the reasonable interests of CapBridge and/or its customers. 

8.          Advices, Statements and Information
8.1       CapBridge shall deliver advices and statements relating to the Custodial Account at such times, by such means of communication and at such intervals as it may deem fit.
8.2       I agree to examine all confirmations and statements as soon as reasonably practicable following receipt thereof. I hereby undertake to notify CapBridge in the event of any material change to any information provided by me in connection with my use of the Custodial Account and the advices and statements issued by CapBridge therewith.
8.3       CapBridge shall not be required to provide any advice, statement or information if doing so would contravene any Applicable Law.8.4       Confirmation of orders, advices and statements relating to the Custodial Account received by me shall be conclusive evidence as to their contents if not objected to in writing within 14 days after the date of such documents provided. CapBridge may at any time and at its sole and absolute discretion adjust any entries (except as to any alleged errors due to fraud or forgery) mistakenly or erroneously made in the orders, advices and statements it has issued.

9.          Instructions
9.1       All Instructions from me to CapBridge shall be subject to the Security Procedures.
9.2       Without prejudice to the generality of Clause 9.1 I agree that (a) all Instructions shall only be provided by me to CapBridge in such manner and form and operational processes as specified by CapBridge under this Clause 9, and (b) CapBridge shall have the sole and absolute discretion to determine whether an Instruction had been provided to it in accordance with an Accepted Method. For the avoidance of doubt,
(a)        in certain circumstances instructions may be given directly to a Nominee, and in such situation I acknowledge that the validity of such instructions shall be based on such terms and conditions as such Nominee may impose; and
(b)       any instruction given directly to any Nominee and not provided by me to CapBridge using an Accepted Method will not constitute an Instruction for the purpose of this Agreement.
9.3       I represent and warrant that all information provided in my Instructions is true, correct and complete.
9.4       I acknowledge and agree that:
(a)        CapBridge may at its sole and absolute discretion communicate with me via straight-through processing networks or other similar electronic messaging networks facilitating the exchange of electronic communications, where CapBridge has notified me in writing prior to the availability of such service, including by way of:
(i)         email communications between CapBridge (invest@capbridge.sg) and me;
(ii)       instant messaging between CapBridge and me (including via SMS and WhatsApp); and
(iii)      communications via CapBridge’s official application,(collectively, the “Accepted Methods”). CapBridge shall accept Instructions via the Accepted Methods only where submitted (for individual investors) by me personally, or (for corporate investors) by authorized person(s) notified to and registered with CapBridge, provided that the Instructions are submitted from an email address, phone number, account notified to and registered with CapBridge.
(b)       CapBridge will not be liable to me for any loss whatsoever in connection with communications sent by me via the Accepted Methods which are not received by CapBridge; and
(c)        CapBridge may at its sole and absolute discretion cease transacting with me via the Accepted Methods.
9.5       I expressly declare and confirm that when giving CapBridge any Instruction or in giving Instruction to any Nominee via CapBridge or CapBridge Nominee, I am acting as principal and also as the ultimate beneficiary and the person originating the Instruction.
9.6       CapBridge may request from me such information and documentation as it deems necessary to verify any Instruction, including verifying the true and full identity of the person or entity ultimately responsible for originating the Instruction or who shall be ultimate beneficial owner of the Investment Assets subject to this Agreement including the identity, address and contact details and other details of such person or entity, and I agree to promptly provide CapBridge all such information and documentation upon receipt of such request. I agree and acknowledge that if I fail to provide such information and documentation to CapBridge’s satisfaction, or if the information or documentation I provide to CapBridge is incorrect, incomplete, unclear and/or vague,
(a) CapBridge shall be entitled to reject or not act on any Instruction, and
(b) CapBridge may be unable to act on my instructions to the full extent instructed, and CapBridge shall not be liable for any loss arising from the same. CapBridge is entitled, and I authorize CapBridge, to provide such information and other information relating to the Custodial Account to any person (including any Nominee) necessary to effect or process an Instruction.
9.7       I agree not to provide CapBridge (or its affiliates) any Instruction if the transaction relating to the Instruction:
(a)        is or will be executed with the intent to manipulate the price or trading volume of any investment product;
(b)        would constitute insider dealing, and which, in each case, violates or would violate any Applicable Laws in respect of such order, trade or transaction; or
(c)        would otherwise violate or likely violate any Applicable Laws in respect of such order, trade or transaction.
9.8       If I give any Instruction to CapBridge via the CapBridge Platform or otherwise to any third party from outside Singapore, I agree to ensure and represent that such Instruction will have been given in compliance with any Applicable Law of the relevant jurisdiction from which my Instruction is given. I further agree that I shall, when in doubt, consult legal advisers of the relevant jurisdiction in order to comply with Applicable Laws. I accept that there may be taxes or charges payable to relevant authorities in respect of any Instruction given outside Singapore, and I agree to be solely responsible for and pay such taxes or charges as applicable. I agree to indemnify CapBridge (and its affiliates and CapBridge Nominee) on demand for any damage, loss, costs, actions, demands or claims which CapBridge (and its affiliates and CapBridge Nominee) may suffer in connection with or arising from my giving of any Instruction outside Singapore to the extent allowed under Applicable Laws.
 
10.       Execution of Instructions
10.1    Except as specified in this Agreement or as otherwise disclosed by to me in writing, CapBridge shall be permitted under this Agreement to act as my agent upon receipt of and in accordance with my Instructions.
10.2    Instructions may be given during such times and by way of the Accepted Methods notified to me from time to time, which may be varied or restricted by CapBridge at any time without prior written notice. For the avoidance of doubt, any Instructions received by CapBridge on a day that is not a Business Day shall be deemed to be received by CapBridge on the next Business Day.
10.3    CapBridge may decline to act upon my Instructions to acquire or purchase Investment Assets on my behalf if there are insufficient monies held in cleared funds to the credit of my Account to meet any purchase price together with any estimated expenses or fees to be incurred in connection with such acquisition or purchase. Notwithstanding the above, CapBridge may (but shall not be obliged to) at its sole and absolute discretion act upon my Instructions to acquire or purchase Investment Assets on my behalf even though I have insufficient cleared funds standing to the credit of my Account, and I undertake to indemnify CapBridge (and its affiliates and Nominee(s)) and hold CapBridge (and its affiliates and Nominee(s)) harmless on a reasonable basis against any loss, damage, liability, cost and expense which CapBridge (and its affiliates and Nominee(s)) may incur or suffer (including legal costs on a full reasonable basis) as a result of or in connection with CapBridge (and its affiliates and Nominee(s)) extending such accommodation to me.
10.4    CapBridge may decline to act upon any Instruction if:
(a)        in CapBridge’s opinion such Instruction is contrary to any Applicable Law, or market practice, or any provisions of this Agreement;
(b)        CapBridge fails to receive from me such information, details or clarification which CapBridge may from time to time at its discretion ask for (even if CapBridge is not obliged to do so) including such details mentioned in Clause ‎9.6 of this Agreement;
(c)        there is any ambiguity or incompleteness in the Instruction, and CapBridge fails to receive from me a satisfactory resolution of such ambiguity or incompleteness;
(d)        the circumstances of my provision of the Instruction would justify further inquiries from any reasonable person;(e)        CapBridge believes in good faith the Instruction is not genuine; or
(f)         the Instruction is not provided in accordance with an Accepted Method.Notwithstanding the above, CapBridge may decide on its own accord, to act on its own interpretation of the Instruction (in the case of any ambiguity or incompleteness) and to rely on any purported Instruction that it reasonably believes in good faith to be genuine, and I disclaim CapBridge from all liability for acting upon the Instructions in the circumstances set out in this Clause ‎10.5.
10.5    Any instructions (oral or otherwise) purported to be given by any person other than me, need not be acted on by CapBridge, but CapBridge is authorized to act on any and all such instructions which CapBridge in good faith has reason to believe is from me as soon as such instructions have been received by CapBridge without requiring written confirmation thereof. CapBridge shall not be liable for any loss, damage, cost, charge and expense incurred by me as a result of CapBridge so acting.
10.6    The execution of any Instruction is subject to (and I hereby acknowledge that I am also bound by) all Applicable Laws, including the rules, constitutions, regulations, by-laws, customs, practices and directions of any stock exchange, clearing house, market or settlement system. I represent and warrant to CapBridge that I shall at all times have good and unencumbered title to My Investment Assets.
10.7    The operation of the Custodial Account by CapBridge and in particular the manner in which and the times during which credits to and withdrawals from my Account and the Trust Account may be made may be subject to such other requirements or restrictions or processes as CapBridge may advise to me, which may vary from time to time depending on the banking institution with which CapBridge has set up the Trust Account.
10.8    CapBridge shall not be under any obligation to act on any Instruction to sell any Investment Asset unless sufficient amounts of such Investment Asset are held in CapBridge’s name or in the name of any Nominee and/ or are due to be credited to the Custodial Account under any transaction(s) which are not subject to any charge, lien or other security interest in favour of any person.
10.9    Any Instruction by me for the purchase or sale of any Investment Asset must be received on such date that is by or before any relevant Cut-off Time as prescribed by CapBridge from time to time. Any Instruction by me for the purchase or sale of any Investment Asset shall only be accepted if it complies with all requirements for the proper provision of the Instruction under this Agreement. Any other Instructions shall be effective indefinitely until cancelled by me, provided that such Instructions have been given so as to allow CapBridge sufficient time with which to comply.
10.10 When CapBridge acts on any Instruction (whether as principal or as agent for me or any other person), CapBridge’s obligation to settle any transaction is conditional upon CapBridge’s receipt on or before the Cut-off Time for settlement of all necessary documents and/or funds due to be delivered by me or on my behalf. CapBridge shall have sole and absolute discretion to determine whether all such necessary documents and/or funds have been received by CapBridge on or before the Cut-Off Time, which shall be considered final, conclusive and binding on me.
10.11 These terms do not restrict CapBridge from:
(a)        acting for itself or for any other person in any capacity;
(b)        purchasing for me Investment Assets held by CapBridge or by CapBridge’s other customers, or its third parties; or
(c)        purchasing Investment Assets for the account of CapBridge’s other customers, where CapBridge is permitted to do so under Applicable Laws.I acknowledge that CapBridge may (whether by itself or through its affiliates or Nominees) so act, buy, hold, deal or purchase any Investment Asset and that CapBridge (and its affiliates and Nominees) shall not be liable to me for any claims in relation to any such transaction for such Investment Asset except in the case of gross negligence, willful default or actual fraud by CapBridge in respect of the custody of My Custodised Assets.
10.12 I acknowledge that CapBridge may receive and retain from any broker or dealer or any other person remuneration or benefits such as cash rebates and soft dollars (e.g. goods and services including research and advisory services; economic and political analysis; portfolio analysis (including valuation and performance measurement); market analysis, data and quotation services; computer hardware and software incidental to the above goods and services; clearing and custodial services and investment-related publications).
10.13 I shall be solely responsible for any notification or declaration or reporting or other requirement of any jurisdiction relating to my beneficial ownership of My Custodised Assets. CapBridge shall assume no liability for any such non-compliance.
10.14 Neither CapBridge nor CapBridge Nominee shall have any responsibility for any losses incurred by me or any other persons as a result of the receipt or acceptance of fraudulent, forged or invalid Investment Assets or of Investment Assets which are not freely transferable or deliverable or which are subject to any encumbrance.
10.15 Whenever any transaction, whether for purchase or sale of Investment Assets, is effected by CapBridge or any Nominee, delivery or payment by the other party to the transaction shall be at my entire risk. CapBridge’s obligation to account for delivery of My Custodised Assets or to account for the proceeds of sale or transfer of My Custodised Assets is conditional upon CapBridge or such Nominee taking receipt of deliverable documents or the full sum of the proceeds from the other party(ies) to a transaction.CapBridge is entitled to treat as originating from me and consider as valid and binding on me any Instruction given by any person via an Accepted Method, where such Instruction includes such information and details which CapBridge requires for the purposes of satisfying itself as to the verification of the person’s identity and the authenticity of the person’s Instruction(s). I agree to be bound by, and be liable for any transaction processed according to any Instruction from me so received and accepted by CapBridge in good faith (except for fraud or forgery through no fault of my own). 

11.       Purchase and Sale Instruction
11.1    Without limiting CapBridge’s discretion to, from time to time, make changes to the process or introduce new processes for effecting Instructions to purchase or sell Investment Assets under Clause 11 of this Agreement, upon first demand by CapBridge, I shall without undue delay credit my Account with a sufficient amount of funds in a timely manner to enable CapBridge to discharge any liability incurred or to be incurred in connection with transactions effected or to be effected for me, and I shall on demand reimburse CapBridge for all reasonable costs and expenses incurred by CapBridge in connection therewith and settle any monies owed to CapBridge.11.2    Where applicable, CapBridge shall apply such reasonable currency rate of exchange as it thinks fit to any transaction. 

12.       Act on InstructionsCapBridge shall act on Instructions as soon as reasonably possible but neither CapBridge (or its affiliates) nor the CapBridge Nominee shall be liable for any loss, damage or expense (except for those arising out of CapBridge’s gross negligence, wilful default or actual fraud) or consequential loss, damage or expense I suffer, including any loss, damage or expense suffered or incurred as a result of any changes in the price of any Investment Assets between the time of giving or receipt of any Instruction to or by CapBridge and the time at which such any Instruction is actually acted on by CapBridge, by virtue of any delay in acting on any Instruction or any partial completion of or failure or inability to act on any Instruction for any reason whatsoever (including any failure or error of any computer or electronic system or equipment), or incurred in relation to any instructions given directly to a Nominee. 

13.       Cancellation of InstructionsCapBridge shall not be obliged to act on any cancellation, variation or amendment of any Instruction already given to CapBridge nor be responsible or liable to me for any loss or expense suffered or incurred by me if the original Instruction had already been completed or in CapBridge’s reasonable opinion, CapBridge had insufficient time or was unable to successfully cancel, vary or amend the original Instruction. I acknowledge and agree that it will not always be possible to cancel an Instruction after it has been given. 

14.       Exclusion of Liability and Indemnity
14.1    I undertake to CapBridge that I shall be aware of the Applicable Laws in my country of citizenship, domicile or residence, applicable to my use of the Services and the establishment and maintenance of Custodial Account, including any tax, foreign exchange or capital controls, and for all payment, reporting or filing requirements. CapBridge and its third parties shall not be liable for any loss or liability imposed by my country of citizenship, domicile or residence on me as a result of my non-compliance with any such Applicable Laws.
14.2    I agree and acknowledge that CapBridge has no duty to:
(a)        warn me of any restrictions as to ownership of any of My Custodised Assets or any Investment Assets which it is instructed to purchase on my behalf;
(b)        advise me of any regulatory or reporting requirement or foreign exchange control restrictions in respect of the holding of any Investment Assets; or
(c)        examine or verify the validity of the ownership of or title to any Investment Assets and be liable in respect of any defect in ownership or title.
14.3    CapBridge is not and will not be offering any legal, tax or accounting advice on any legal, tax or accounting implications which may arise from my use of the Services, the purchase or sale of the Investment Assets pursuant to the Instructions, and my establishing or maintaining of the Custodial Account with CapBridge.
14.4    CapBridge (and its affiliates and Nominees) shall not be liable for any taxes or duties payable on or in respect of the Investment Assets nor for the management of or any diminution in the value of the Investment Assets.
14.5    I agree to indemnify and hold CapBridge (together with its affiliates and any other person appointed by CapBridge (including any Nominee) and their respective officers and employees) harmless against, and to reimburse each of them in respect of, any costs, expenses and losses arising:
(a)        in connection with My Custodised Assets, the Custodial Account, the provision of the Services or the transactions contemplated hereunder;
(b)        as a result of any breach of any Applicable Law by me or the Authorised Individual;
(c)        as a result of any default by me, the Authorised Individual or any other person appointed by CapBridge (including any Nominee) in the performance of this Agreement and/or the enforcement of this Agreement; and/or
(d)        in connection with the closure of the Custodial Account, unless this closure is due to the gross negligence or wilful default or actual fraud of CapBridge.
14.6    CapBridge shall not be liable in respect of the actions, omissions, insolvency, default or fraud of any Nominee or any sub-custodian, or of the actions, omissions, insolvency, default or fraud of any third party being a person, firm or company (including any entity providing central depository, clearing and/or settlement facilities) through or with whom transactions are effected for my account.
14.7    Notwithstanding the descriptions and contents of any market data or other information supplied to me through CapBridge Platform or otherwise, CapBridge does not guarantee the timeliness, sequence, accuracy or completeness of any such data and information. CapBridge shall not be liable in any way for any loss or damage arising from or caused by:
(a)        any inaccuracy, error or delay in or omission from any such data, information or message, or the transmission or delivery of the same; and
(b)        the non-performance or interruption in the transmission of any such data, message or information whether or not due to any negligent act by CapBridge or by any disseminating party, or to any Force Majeure Event.The use of any such data or information is at my sole risk. I shall use such data for my own use only and shall not furnish such data to any other person or entity for any reason. I undertake not to institute or attempt to institute any proceedings in any jurisdiction against CapBridge or any person who provides market data or other information to CapBridge for recovery of any loss or damage arising from or caused by the aforesaid.
14.8    CapBridge may, at its sole and absolute discretion and subject to any conditions, require my express agreement to hold on custody for me Investment Assets which are not fully paid for. Where CapBridge custodises such Investment Assets, I shall indemnify CapBridge (and its affiliates) and any Nominee against all claims, liabilities, damages, costs and expenses of any kind which may be incurred by them as a result of the custodisation. In particular (but without limitation) I agree to pay to CapBridge on demand or as specified by CapBridge the amount of any capital call received by CapBridge or by any Nominee, in respect of any such Investment Assets.
14.9    In the event of my inability for whatever reason to communicate with CapBridge through the Internet, or any failure, interruption or delay in CapBridge’s performance of its obligations or any inaccuracy in transmission resulting from breakdown, failure or malfunction of any telecommunications, interconnections or computer service or system or from any other event or circumstance whatsoever not reasonably within CapBridge’s control or anticipation, CapBridge shall not be liable or have any responsibility of any kind for any loss or damage thereby incurred or suffered by me.14.10 CapBridge (and its affiliates and any Nominee) shall not be liable for any losses suffered or incurred by me as a result of any action taken by or omission on CapBridge’s (and its affiliates' and any Nominee's) part in good faith and in the belief that the same is called for in the proper performance of its duties hereunder, except such losses arising from CapBridge’s willful default or fraud, in which event CapBridge’s liability is limited to the direct consequences of any such action or omission. Specifically, CapBridge shall not be liable for any losses suffered or incurred by me which arises from and/or in connection with:
(a)        the manner in which CapBridge holds My Custodised Assets hereunder or deals with monies or Related Assets received or intended to be received in connection herewith;
(b)        the loss, theft or destruction of, or any damage to, any of My Custodised Assets or certificates relating thereto;
(c)        any act or omission of CapBridge, or the performance or non-performance of CapBridge's duties hereunder, except insofar as the same arises as a result of fraud and/or willful default of CapBridge;
(d)        the performance CapBridge's obligations being interrupted, delayed or prevented in any manner whatsoever including but not limited to by any Force Majeure Event;
(e)        any corporate action(s) which I participate in; or
(f)         any corporate action(s) which I am unable to participate in.In any event, CapBridge’s liability for damages shall be limited, in the case of loss of Investment Assets or other assets by CapBridge, to the replacement of such Investment Assets or other assets or the payment of the market value thereof as of the time when such loss becomes known.
14.11 In the absence of actual fraud, gross negligence or willful default, neither CapBridge nor any of its affiliates, Nominees, officers, employees or agents shall be liable to me for any loss suffered by me arising in connection with any act or omission in relation to the establishment, operation or maintenance of the Custodial Account or the transactions contemplated hereunder.
14.12 I acknowledge and agree that CapBridge shall be under no duty to supervise my compliance with any restrictions on my investment powers. 

15.       Customer Representations, Warrants and AcknowledgementsI represent and warrant as follows:
(a)        that, where I am a natural person, I am not a minor;
(b)        that, where I have appointed one or more Authorised Individuals, these Authorised Individual(s) are not minors;
(c)        that I am not at the time my Account is opened, and will not at any time during the life of the Custodial Account, hold in the Custodial Account or effect transactions through the Custodial Account, securities of any company with securities publicly traded in which I am:
(i)         direct or indirect owner or beneficial owner (which would include the power to vote shares pursuant to trust or other instrument) of 10% or more than 10% of any class of voting securities of the company,
(ii)        in a direct or indirect management or other decision-making position in the company,
(iii)      closely-related to (spouse, parent, sibling, in-law), financially dependent on, or the primary financial support for, any person who owns directly or indirectly outright or through beneficial ownership 10% or in excess of 10% of any class of voting securities in such company or holds a management or other decision-making position in such company,
(iv)      a member of a formal or informal group that acting together will control 10% or more than 10% of any class of voting securities of such company;
(d)        that I have supplied accurate and complete information in connection with the Custodial Account and CapBridge’s provision of the Services;
(e)        without limitation to sub-paragraph (d) above, that the e-mail address, mailing address and telephone number(s) I have provided to CapBridge for the purposes of CapBridge’s communications with me is authentic and accurate. With respect to the e-mail address provided, I confirm that I am registered with the relevant Internet service provider or e-mail administrator as the owner of record of such e-mail address;
(f)         that I am not domiciled in or resident in a jurisdiction where there is any restriction on my purchase of Investment Assets. If I become resident in any such jurisdiction I will inform CapBridge immediately and will if so required by CapBridge sell or redeem any such restricted Investment Assets;
(g)        that I, when purchasing or dealing in any Investment Assets, will ensure that I am not subject to, and I am not acting on behalf of any person who is subject to any prohibition against the purchase or dealing in any such Investment Assets;(h)        that I will not solicit or rely on any such financial or investment advice from CapBridge or any of CapBridge’s employees or representatives. I agree that I will, independently and without reliance on CapBridge, make my own judgments, and any purchases or transactions that I effect on the Custody Account shall be at my sole risk; and
(i)         that at the time of entering into this Agreement, I am not an undischarged bankrupt and that there has been no statutory demand served on me nor legal proceedings commenced against me. 

16.       Risk Disclosure Statements
16.1    I understand that the price of Investment Assets can and does fluctuate, and that any individual Investment Asset may experience upward or downward movements, and may even become valueless. I acknowledge therefore that there is an inherent risk that losses may be incurred rather than profit made as a result of buying and selling Investment Assets. This is the risk that I am prepared to accept. I take complete responsibility for any outcome of buying and selling Investment Assets and agree not to hold CapBridge (and its affiliates and Nominees) responsible for any losses resulting therefrom.
16.2    CapBridge will take due care according to its relevant internal procedure on its business operations to give effect to this Agreement, including dealing with other third parties and counterparties. I acknowledge and accept all risks associated with custodising Investment Assets with CapBridge under this Agreement, and CapBridge (and its affiliates and Nominees) shall not be responsible for any damage or loss arising from or in connection with such custody of My Custodised Assets.
16.3    I acknowledge that the Internet is, due to its open, insecure and unreliable nature and unpredictable traffic congestion, an inherently unreliable medium of communication and that such unreliability is beyond CapBridge’s reasonable control. Causes of such unreliability may include, but are not limited to, deficiencies in telecommunications lines or facilities, viruses or other malicious code or devices capable of capturing or corrupting data, or human error by CapBridge’s officers or employees or other persons operating or maintaining the relevant systems or facilities.
16.4    I acknowledge that, as a result of such unreliability, in my use of the CapBridge Platform there may be:
(a)        failure or delays in the transmission and receipt of instructions and other information which may result in delays in the execution of instructions and/or the execution of instructions at prices different from those prevailing at the time the instructions were given;
(b)        unclear and/or incomplete transmission of instructions which may lead to misunderstandings or errors in any communication;
(c)        loss of confidentiality in the transmission of information; or
(d)        interception, tampering or unauthorised usage by third parties of transmitted information or instructions. I acknowledge and agree that all risks of such unreliability, including the specific risks mentioned above, shall be borne by me. CapBridge shall not be liable for and I shall indemnify CapBridge (and its affiliates and Nominees)  against any consequences, claims, proceedings, losses, damages or expenses (including all legal costs) whatsoever and howsoever caused that may directly or indirectly arise or be incurred by CapBridge (and its affiliates and Nominees) or any other party arising from or in connection with such risks (except for those arising out of CapBridge’s gross negligence, willful default or actual fraud).
16.5    I understand that certain Investment Assets may impart valuable rights that expire unless I take some action. I am responsible for finding out and knowing the rights and terms of the Investment Assets and for taking action to realize the value of my Investment Assets; and I further acknowledge that CapBridge and/or any Nominee shall have no obligation to notify me of any such related information. However, if:
(a)        any such Investment Asset is about to expire worthless or to be redeemed for significantly less than its fair market value; and
(b)        CapBridge has not received instructions from me,then CapBridge may, and I hereby authorise CapBridge to, at its sole and absolute discretion and on good faith basis, effect the sale of the Investment Asset and credit the Trust Account with the proceeds of such transaction, which shall be fully at my costs and expenses. For the avoidance of doubt, CapBridge shall not be obligated to effect any sale of any Investment Asset for me as aforesaid.16.6    I should seek independent professional advice if I am uncertain of or have not understood any aspect of this risk disclosure statement or the nature and risks involved in the investment in the Investment Assets. 

17.       Power to execute documents, etc.
17.1    I hereby irrevocably appoint CapBridge or any Nominee as my agent for each and all of the purposes of carrying out the provisions of this Agreement. Such agent shall have full powers of substitution from time to time and have power to sign and execute all documents and to perform all acts in my name and on my behalf as CapBridge deems necessary or advisable to accomplish the purposes of this Agreement.
17.2    I shall upon CapBridge’s request promptly perform such acts and sign and execute all such agreements, proxies, authorities, receipts or documents whatsoever as may be required for the purpose of CapBridge’s performance or implementation of this Agreement or any part thereof. 

18.       Prices
18.1    Prices of Investment Assets may be provided by various third parties. While CapBridge and the third parties it works with to procure pricing information for the Investment Assets endeavour to ensure the accuracy and reliability of the prices quoted, I acknowledge that no guarantee as to their accuracy is given and no liability (whether in tort or contract or otherwise) is accepted for any loss or damages arising from any inaccuracies or omissions.
18.2    Any price of any Investment Asset that CapBridge quotes in response to any of my enquiry is for reference only and shall not be binding on CapBridge. CapBridge shall be entitled to act on any Instruction for the sale and purchase of any Investment Asset even if the price of such Investment Asset has altered to my disadvantage between the time of receipt of such Instruction and the time at which CapBridge (through any Nominee) completes such sale or purchase as instructed by me.
18.3    I agree and undertake that no quotes (or any part thereof) of the prices of any Investment Asset obtained from CapBridge shall be:
(a)        disseminated to any other person;
(b)        used or permitted to be used for any illegal purpose;
(c)        used other than for my own personal use; or
(d)        used in relation to any trading or dealing of Investment Assets otherwise than through CapBridge. 

19.       Fees and Expenses
19.1    I agree to pay CapBridge, for Services provided, such fees computed at rates determined and notified by CapBridge from time to time as well as all assessments, charges and expenses incurred by CapBridge in connection with this Agreement and Services provided hereunder. CapBridge may revise the applicable fees it charges at CapBridge’s sole and absolute discretion and with reasonable notice to me.
19.2    Without prejudice to any other rights under this Agreement if any of the fees and expenses referred to in Clauses 19.1 or incurred or owing pursuant to this Agreement remain outstanding after they have become due and payable:
(a)        CapBridge shall be entitled, and I authorise and direct CapBridge, to automatically and without prior notice debit and/or set off against any my monies in the Trust Account in or towards settlement; and(b)        CapBridge shall have a lien over all the Investment Assets which shall stand as security for such fees and expenses with the power to sell at such price and on such conditions as CapBridge deems fit any such Investment Assets in or towards settlement, such that the proceeds of sale may be applied to payment of the said fees and expenses.
19.3    I am responsible for all filings, tax returns and reports on any transactions undertaken or settled pursuant to this Agreement which must be made to any relevant authority whether governmental or otherwise and for the payment of all unpaid calls, taxes, imposts, levies or duties, or for any other liability or payment arising out of or in connection with the Services including any stamp duty on transfer of any Investment Asset. I acknowledge that CapBridge may withhold any sum from any payment payable by CapBridge to me at such percentage as may be prevailing or customary, and authorise CapBridge to effect such withholding and to pay the net sum to me. In the event that such withholding percentage exceeds what is applicable to me, I acknowledge that I shall seek reimbursement of the difference directly from the relevant authority and hold CapBridge harmless from all liability connected therewith. 

20.       Charge, Set-off and Lien
20.1    Any and all My Custodised Assets may be charged to or held by CapBridge and/or its third parties as a continuing security for the payment and/or discharge of any of my obligations to CapBridge, provided that reasonable notice has been provided, and:
(a)        such charge shall include all dividends, proceeds or interest paid or payable after the date hereof on such Investment Assets and all shares (and the dividends or interest thereon), units, rights, monies or property accruing or offered at any time by way of redemption, bonus, preference, option or otherwise to or in respect of such Investment Assets;
(b)        upon default by me in paying on demand or on the due date of any of my indebtedness to CapBridge or any other default by me hereunder, CapBridge shall have the right, acting in good faith with notice to me, to sell or otherwise realise the whole or any part of the subject matter of such charge as and when and in such manner and at such price and on such terms as CapBridge shall think fit and to apply the net proceeds of such sale or realisation and any moneys for the time being in CapBridge’s hands in or towards discharge of my indebtedness to CapBridge; and
(c)        such charge shall be in addition to and shall not prejudice or be prejudiced by any lien, right or set-off or other security which CapBridge may hold at any time for my indebtedness to CapBridge or by any release, modification or abstention from enforcement thereof or other dealing therewith.
20.2    In addition to any lien, rights of set-off and any other rights to which CapBridge may be entitled under any Applicable Law and this Agreement, I hereby grant CapBridge, and CapBridge shall have, a general lien over My Custodised Assets in respect of all sums properly due and payable to CapBridge (or its affiliates or any Nominee) by me (whether actual, contingent, present or future). Notwithstanding any other provision of this Agreement, and without prejudice to any right or power which CapBridge might have otherwise than under this Agreement, CapBridge shall not be obliged to act upon Instructions (including the delivery of any Investment Assets to any person) and may withhold redelivery to me or to my order of any or all Investment Assets until all the amounts due and owing to CapBridge (or its affiliates or any Nominee) have been paid in full.
20.3    Without prejudice to any other right or remedy which CapBridge or any of its affiliates may have under this Agreement or otherwise, CapBridge is entitled to appropriate, sell, liquidate, transfer or assign or otherwise realise the value of all or any part of My Custodised Assets in such manner and at such price as CapBridge may deem expedient without being responsible for any losses that I may suffer as a result and to apply the net proceeds thereof in or towards payment or discharge of any of the obligations described in Clause 20.2 above.
20.4    In addition and without prejudice to any other rights CapBridge may have hereunder, CapBridge may, and I authorise CapBridge to, debit the sums payable in respect of any transaction, including any fees payable to CapBridge or any person CapBridge appoint or employ, from my monies held in the Trust Account and in the event that such debiting causes such account to be overdrawn then interest shall be payable at such rate as CapBridge shall determine and notify me and shall in the absence of agreement to the contrary be repayable on demand. Any sale proceeds or dividend CapBridge receives in respect of the Services shall be credited to the Trust Account and held on my behalf. 

21.       Commission
I agree that CapBridge may accept from any third party engaged in any transaction authorised in accordance with this Agreement any remuneration or benefit, such as rebate or reallowance of any brokerage or commission payable in respect thereof. I further agree that CapBridge shall be entitled to retain any interest generated from my monies held in the Trust Account, or on any payment(s) made by/ to me pending transfer to the Trust Account (or any other account maintained by me or any of them with CapBridge) or to stockbrokers, underwriters and/or fund houses to effect an Instruction hereunder. 

22.       Entire Agreement and Amendments
22.1    This Agreement constitutes the entire understanding between the parties relating to the subject matter hereof and supersedes all prior understandings, agreements and negotiations as to such subject matter but without prejudice to the rights, liabilities and obligations (if any) of any party accrued prior to the entry into this Agreement.
22.2    CapBridge shall be entitled, by notice to me in the manner set out below, supplement, vary and/or modify the terms of this Agreement at any time and such supplement, variation and/or modification shall take effect from the date specified by CapBridge in the notice (which shall be binding upon receipt or deemed receipt by me). Such notice may be given to me through, or by publication of the supplement, variation and/or modification on, the CapBridge Platform. If I do not accept any such supplement, variation and/or modification, I shall immediately discontinue operating the Custodial Account and/or utilising the Services provided by CapBridge and promptly close the Custodial Account and terminate this Agreement. If I continue to operate the Custodial Account and/or utilise the Services provided by CapBridge after such written notification, I shall be deemed to have agreed to such supplement, deletion, variation and/or modification without reservation. 

23.       Termination / Closure of Account
23.1    I may at any time subject to the Security Procedures give CapBridge reasonable notice (via an Accepted Method), or such other period of notice which CapBridge may specify from time to time, to terminate / close my Custodial Account with CapBridge and that I shall not give CapBridge any further Instructions thereafter. However, CapBridge is entitled not to accept my such notice if there are any Investment Asset that are still held by CapBridge in custody for me or on my behalf. CapBridge’s acceptance of my notice to terminate / close my account shall not affect any rights, powers and duties arising prior thereto.
23.2    Notwithstanding any contrary provisions in this Agreement, CapBridge shall have the right exercisable at its sole and absolute discretion at any time to immediately close my Custodial Account with prior notice (save where closure is required by Applicable Law, in which CapBridge may do so without prior notice).
23.3    The closure of my Custodial Account shall not affect CapBridge’s right to settle any transactions entered into or to settle any liability incurred by me under this Agreement or by CapBridge for me or on my behalf pursuant to this Agreement prior to CapBridge’s receipt and acceptance of my notice.
23.4    As soon as reasonably practicable following the closure of my Custodial Account, CapBridge shall (unless otherwise agreed with me) send to me (at my sole risk and expense) all documents of title relating to My Investment Assets (if any) or such other assets as CapBridge may determine in its sole and absolute discretion in lieu of such Investment Assets (if any) in accordance with the provisions of this Agreement.
23.5    If requested by CapBridge, I shall promptly send CapBridge additional documents verifying my identity, address, bank account or other necessary information prior to transferring any assets or monies to me after I have closed the Custodial Account. I agree to cooperate with CapBridge to verify such information. I acknowledge that CapBridge may place my assets or funds on hold (a) if CapBridge does not receive such documents, or
(b) for compliance with Applicable Law (including but not limited to anti-money laundering and sanctions regulations) or CapBridge's risk management policies.
23.6    On termination or closure of my Custodial Account or any Services or the agreement or relationship between CapBridge and me:
(a)        I will stop using any Services;
(b)        all charges, costs and/or expenses due to CapBridge or any third parties under this Agreement shall fall due for repayment immediately; and
(c)        CapBridge may use any balance held in my Custodial Account to discharge my liability(ies) with respect to my Custodial Account (including all accrued charges, costs and/or expenses due to CapBridge or any third parties under this Agreement), and if such balance is insufficient, CapBridge may sell My Custodial Assets at my expense for such purpose.
23.7    Where I am a natural person, my Custodial Account shall immediately be terminated upon my death. My executor or administrator shall be the only person recognised by CapBridge in the event of my death. Upon my death, CapBridge is entitled to retain any of My Custodised Assets, and any monies payable to or balance in my Custodial Account until such time that a grant of probate or letters of administration are produced by my executor or administrator. 

24.       Assignment and Successors
CapBridge may, at CapBridge’s discretion and by instrument, assign or transfer any or all of CapBridge’s rights and obligations under this Agreement to any successor in or outside Singapore as CapBridge may appoint. Thereafter, the courts of such place shall be the forum for the administration of all the matters thereby affected. Any successor shall have all the powers, rights, authorities, duties and obligations conferred upon and undertaken by CapBridge under this Agreement and by the applicable law. Any and all attorneys-in-fact, agents, custodians or depositories of any investments previously acting for CapBridge shall be deemed to continue to act in such capacity for, and be authorised to accept instructions from, any successor in place of CapBridge. I shall not assign or transfer any of my rights or obligations under this Agreement without CapBridge’s prior written consent and subject to such conditions as CapBridge may prescribe.

 25.       Waiver
25.1    No failure to nor any delay in CapBridge’s exercise of any right, power or remedy under this Agreement shall constitute a waiver thereof and no single or partial exercise of any such right, power or remedy by CapBridge shall prevent any further or other exercise thereof or CapBridge’s exercise of any other right, power or remedy.
25.2    These terms are not subject to any oral waiver, alteration, modification or amendments. 

26.       Severability
If any provision of this Agreement is held to be invalid, illegal, void or unenforceable by any court or regulatory agency or body exercising actual competent jurisdiction, such provision shall be deemed severed from this Agreement and all other provisions of this Agreement shall not be effected thereby and shall continue to remain in full force and effect. 

27.       Notices and Communications
27.1    All directions and notifications to be given hereunder shall, unless otherwise provided in this Agreement (as in the case, for the avoidance of doubt, of Instructions which must be issued pursuant to Clause 9 of this Agreement) be addressed to the appropriate party at its address provided to the other party for such purpose, or to such other address as shall be notified in writing by that party to the other parties from time to time.
27.2    Any order, statement, advice, confirmation, notice, demand and all other correspondence by CapBridge under this Agreement may served on me (or my personal representatives or my trustees in bankruptcy) personally or sending it by pre-paid airmail or local registered post to me (or my personal representatives or my trustees in bankruptcy) at my last address registered with CapBridge (or my Hold-All-Mail address, if any), or by electronic mail to my electronic mail address last known to CapBridge. The same shall be deemed to have been delivered on the day it was delivered personally or transmitted by electronic mail or if sent by post on the day following the posting, notwithstanding that the correspondence may be returned through the post office undelivered. 

28.       Third PartiesA person who is not a party to this Agreement shall have no right under the Contracts (Rights of Third Parties) Act 2001 of Singapore to enforce any term of this Agreement.

29.       Governing Law and JurisdictionThese terms shall be governed by and construed according to the laws of Singapore and I submit to the non-exclusive jurisdiction of the courts of Singapore. 

30.       Applicable Laws and Regulations
30.1    My relationship with CapBridge, the operation and maintenance of the Custodial Account and all transactions effected under this Agreement and all business with CapBridge are subject to, and governed by, all Applicable Laws. CapBridge shall have no obligation to inform me of any Applicable Laws and I agree that it is my responsibility to comply and observe all Applicable Laws.
30.2    In the event of any conflict between this Agreement and any Applicable Law, this Agreement shall be modified or superseded to the extent necessary to eliminate such conflict but shall in all other respects continue in full force and effect.
30.3    CapBridge , its Nominees and its affiliated companies shall be entitled, and are hereby authorised by me, to take any action or refrain from taking any action (including the disclosure of any information relating to me or my transactions with CapBridge or any affiliate) which CapBridge or the affiliate consider appropriate for the purpose of complying with any Applicable Laws, including but not limited to a liquidation of My Investment Assets and/or termination of my Custodial Account with CapBridge. I agree to bear all costs and expenses incurred by CapBridge (and its affiliates and Nominee(s)) as a result thereof. Neither CapBridge nor its affiliated company or any of the respective employees (whether CapBridge or its affiliated company) shall be liable as a result of taking or refraining from taking any action in good faith in the circumstances contemplated in this Clause 30.3.

31.       Responsibility for Taxes
31.1 I shall fully responsible for my taxes filings and administration, and be liable for all taxes (including, but not limited to, net income and the declarations to the respective Authorities), levies or similar obligations which arise as a result of my investment activity, including in relation to any Cash or Securities held by CapBridge on behalf of me, or any related transactions. If any taxes become payable in relation to any prior payment made to me by CapBridge, CapBridge may withhold any credit balance in my Cash Accounts to the extent necessary to satisfy such tax obligation. I shall also remain liable for any tax deficiency.


APPENDIX A
Acknowledgements
1.             I acknowledge that I am responsible for ensuring that I am compliant with all applicable laws, including the due completion of all tax filings and any other regulatory filings as needed including but not limited to capital control provisions, and that the incoming funds are free of lien or encumbrances. I hereby agree to indemnify and hold harmless CapBridge from and against any loss that CapBridge may suffer or incur due to my non-compliance with applicable laws.
2.             I acknowledge and agree thatinvestment in this product/fund is speculative in nature and involves inherentrisks. I further acknowledge and accept that there is a risk of losing some orall of the capital invested, particularly when investing with an unregulatedentity. I acknowledge that CapBridge is not providing financial advice orguarantees of returns. I confirm that I  have conducted my own independent research anddue diligence before making any investment decisions. By proceeding with the investment, I expressly assume all risks associated therewith and releaseCapBridge, its related entities, its officers, directors, employees, and agents from any and all liabilities arising out of such investment.
3.             I agree to and shall fully indemnify, defend, and hold harmless CapBridge, its related entities, affiliates, directors, officers, employees, and agents from and against any and all claims, demands, actions, damages, losses, liabilities, costs, and expenses(including all legal fees) arising out of or relating to any breach of this Agreement by me, or as a result of my action, failure to act, or any negligent or wrongful act or omission.
4.             I acknowledge and agree that the investment products and/or services offered by CapBridge to me are made tome based on my own initiative and as a result of inquiry made by me toCapBridge. I further acknowledge that CapBridge, its related entities, affiliates, directors, officers, employees, or agents did not solicit me/ to engage in any investment activity, and I have not relied on any form of solicitation, recommendation, endorsement or advice from CapBridge, its related entities, affiliates, directors, officers, employees, or agents in connection with the investment. I confirm that the decision to enter into this agreement and the investment therefrom are made independently by me, as a result of independent professional and/or financial advice that I have obtained, and based on my own judgment and assessment of the risks involved.DPT Services (only applicable if DPT is involved)
5.             I authorize FOMO Pay Pte Ltd(“FOMO”) to act as the payment service provider for remittance services, and I acknowledge that I am using FOMO as the digital payment token (“DPT”)payments services provider to process all DPT transactions, and will agree to all applicable fees and charges related to the DPT transaction as charged byFOMO.
6.             I hereby agree to co-operate fully with providing in a timely manner any and all KYC, UBO, CFT, AML, transaction, travel rules, provenance, ownership or other relevant information requested by FOMO and/or CapBridge. I agree that any such information provided may be shared by FOMO to CapBridge and that CapBridge may rely on FOMO for the above (and vice versa).
7.             If my payment is via a payment service provider, I authorise FOMO as my payment service provider for remittance services, and I authorize CapBridge, its related entities and affiliates, to instruct FOMO as an independent third party/entity on my behalf for all DPT-related transactions/matters.
8.             I hereby represent, warrant and undertake that:
(a)           all Deposits pursuant to my Instructions are free of any lien or encumbrance;
(b)           the originating bank account and/or provided Wallet (“Source Account”) of the incoming funds issolely owned and operated by me and that I am the ultimate beneficial owner of the Source Account and the assets contained thereunder;
(c)           there are no other users that may access or operate the Source Account;
(d)           the Source Account is solely under my control i.e. the power to secure, directly or indirectly, that the affairs in relation to the Source Account are conducted solely in accordance with my wishes;
(e)           I am the rightful legal and beneficial owner of the Source Account; and
(f)            I have not participated and is not aware of any AML, KYC or any breaches in any jurisdiction whatsoever on the Source Account.
9.             In accordance withCapBridge’s obligation under the Monetary Authority of Singapore (“MAS”)Notice No.: PSN08, MAS requires CapBridge to provide this risk warning to me asa customer of a DPT service provider. Before I pay myDPT service provider any money or DPT or pay a third party, I any money or DPT under an arrangement with my DPT service provider, I should be aware of the following:
(a)           FOMO is licensed by MAS to provide DPT services. This does not mean that I will be able to recover all the money or DPTs paid to the DPT service provider, or any other third party referred to above, if the DPT service provider’s or the third party’s business fails.
(b)           MAS does not supervise or regulate the DPT service provider for the provision of unregulated services.This includes any service of trading digital payment token derivatives such as futures.
(c)           I should not transact in theDPT if I am not familiar with this DPT. This includes how the DPT is created, and how the DPT intended to be transacted is transferred or held by the DPT service provider.
(d)           The value of DPTs may fluctuate greatly. I should buy DPTs only if I am prepared to accept the risk of losing all of the money put into such DPTs.
(e)           The DPT service provider, aspart of its licence to provide DPT services, may offer services related to DPTs which are promoted as having a stable value, commonly known as “stable coin”.Fees and Charges
10.          I agree to pay all fees and charges applicable, and accept all conversions or administrative fees (if any) notified and charged by FOMO to me(or CapBridge, acting on my behalf) from time to time (such notice and invoice being final, conclusive and binding on save for fraud or manifest error), which may be instructed by CapBridge on my behalf.Processing of Deposit
11.          My Deposit will be processed by Capbridge subject to Capbridge’s receipt of my Instructions completed and submitted in accordance with this Agreement and my remittance of the full deposit amount indicated therein on the same business day if such receipt is on or before the cut-off time 12:00 SGT, or the next business day if such receipt is after the cut-off time of 12:00 SGT. No payment or instruction will be processed on Saturday, Sunday and Public Holidays.Settlement Instructions
12.          Where the Deposit is denominated in FIAT, the Deposit shall be remitted in accordance with the following standard settlement instructions: BankAccount Name:         CAPBRIDGE NOMINEEPTE LTD
BankAccount Number:      988000105020000214
Reference:                         [YourIndividual/Company Full Name/Transaction reference]
BankName:                      OCBC Singapore Branch
BankAddress:                   65 Chulia St,OCBC Centre, Singapore, 049513
Bankcode:                        7339
SwiftCode:                       OCBCSGSGXXX
Bank Location:                  Singapore
(last updated 25 October 2024)

13.          Where the Deposit is denominated in USDC or USDT, the Deposit shall be remitted in accordance with the following standard settlement instructions:
ETHAddress
Wallet transfer details
ERC-20
WalletAddress:                
0x19C8DDDb03e4dEA9296A8c51a8Cc1DC6EEC1FE12 

TRXAddress
Wallet transfer details
ERC-20
Wallet Address:                
TVsw45DJFS75Lcw9FktSWzESfBasKRw1Mj
(last updated 18 October 2024)

14.          The receipt or proof-of-payment such as bank transfer slip for the transfer must be provided via email to invest@capbridge.sg upon completion.Currency Conversion
15.          In the event that any currency conversion is required for the purposes of transacting in any Investment Asset pursuant to the provisions of services by CapBridge in accordance with thisAgreement, I authorize CapBridge to instruct FOMO (or such other payments ervice provider) to carry out the requisite currency conversion on my behalf.For the avoidance of doubt, (a) currency conversion will be undertaken only in connection with and to the extent necessary for CapBridge to provide the agreed services under this Agreement, and (b) no conversion fees will be charged byCapBridge in connection with such currency conversion (save that any fees charged by FOMO (or such other payment service provider) to CapBridge will be billed directly on a back-to-back basis, and any further third-party charges will also be charged on a pass-through basis).
16.          Funding requests for PublicMarkets Trading Account and Cash Management Products shall be in FIAT currency with currency conversion applied at a pre-agreed rate. 

APPENDIX B Not in Use as at date of Agreement