Article 1: Terminology
1.1 “Electronic Means” means the use by the parties of the internet, email, web-chat, internet-based application, telephone, fax, SMS or another lawful electronic means to communicate with each other.
1.2 “Online Trading Services” means the online securities trading services provided by VinaCapital through Electronic Means and registered for use by the Customer in connection with the Customer’s fund certificate trading account opened with VinaCapital, including: (i) placing transaction orders, receiving fund certificate transaction results, and accessing support services relating to fund certificate transactions; and (ii) other online services and utilities provided through Electronic Means.
1.3 “Username” means the sequence of characters provided by VinaCapital to the Customer for use together with the Password to access and use the Online Trading Services.
1.4 “Password” means any reusable password, one-time password (OTP), token key, authentication code, personal identification number (PIN), biometric characteristic, or other authentication method or message provided to, or created, selected, or registered for use by, the Customer in connection with the fund certificate trading account. The Customer is responsible for changing the Password regularly to maintain information security.
Article 2: Service availability and Limitations of the Online trading services
2.1 The availability hours of the Online trading services shall be specified in VinaCapital’s guidelines published from time to time and may be adjusted by VinaCapital from time to time.
2.2 By using VinaCapital’s Online trading services, the Customers agree that VinaCapital may impose one or more limitations on the use of the Online trading services. VinaCapital reserves the right to impose and modify such limitations from time to time.
Article 3: Authorization in connection with the use of the Online trading services
3.1 The Customer agrees to authorize VinaCapital to sign the confirmation on the order forms and documents related to such order forms and the registered account information, and to take such other necessary and reasonable actions as may be required to carry out the online securities transactions.
3.2 The Customer agrees to be responsible for this authorization, acknowledges that such authorisation is irrevocable, and shall not claim compensation for any loss or damage arising from such authorisation.
Article 4: Service Fees
4.1 By using the Online Trading Service, the Customer understands and agrees that VinaCapital may charge one or more fees for use of service (“Service Fee”).
4.2 VinaCapital shall notify the Customer of the Service Fee when the Customer registers for the Online trading services. VinaCapital reserves the right to determine and revise the Service Fee and the method of payment from time to time.
4.3 The current Service Fee is zero (0) Vietnamese dong.
Article 5: Risks arising from the Online trading services
5.1 There are potential risks in using the Online trading service due to faults of VinaCapital’s systems, the Customer’s systems, or the systems of any other third party. The Customer undertakes to accept all risks arising from using the Online trading service, due to faults of the system, of any third party or the Customer’s acts affecting using the Online trading service, and shall not claim compensation from VinaCapital for any resulting loss or damage.
5.2 The Customer confirms that it has read and fully understood, and undertakes to assume full responsibility for, the risks that may arise from the Online Trading Services, including, without limitation, the following risks:
- (i) Information technology system risks: Hardware or software systems failing to operate or operating other than in accordance with their designed functions, or errors or data discrepancies beyond VinaCapital’s control; failures of servers, data centres, or cloud computing infrastructure; service interruptions due to scheduled or unscheduled system maintenance; or data-processing errors resulting in transaction orders being delayed, rejected, or not processed within the required timeframe.
- (ii) Transmission and Internet network risks: Failures of fiber optic cables or national or international telecommunications infrastructure.
- (iii) Information security risks: Security breaches affecting the infrastructure of third-party service providers, notwithstanding the implementation of security measures.
- (iv) Investor device risks: The Customer’s personal electronic devices being infected with viruses, malware, spyware, or ransomware; theft or loss of devices resulting in compromised trading account security; software or hardware failures of devices causing errors during transaction execution.
- (v) Electronic authentication risks: OTP failures, biometric authentication failures, session timeouts, technical issues affecting authentication service providers during order placement, or OTPs and passwords being stolen or fraudulently disclosed to unauthorized third parties.
- (vi) Impersonation, fraud, and phishing: Websites impersonating VinaCapital; emails, messages, or phone calls falsely representing VinaCapital and requesting authentication information or transaction confirmations.
- (vii) Investor operational risks: Incorrect order details, incorrect fund codes, fund certificate quantities, or order types; duplicate orders resulting from repeated submissions while awaiting processing; misunderstanding regarding the applicable NAV date or order effective date.
- (viii) Force majeure or third-party risks: Natural disasters, war, terrorism, or national emergencies; suspension orders, freezing measures, or administrative decisions issued by competent state authorities; power outages, failure of electrical or telecommunications infrastructure; cyberattacks; failures attributable to telecommunications or Internet service providers; and server or middleware failures beyond VinaCapital’s control.
- (ix) Investment risks: Inherent market risks, including but not limited to the risks described in the Open-Ended Fund Certificate Transaction Registration and Know-Your-Customer Form.
- (x) Other risks beyond VinaCapital’s control.
Article 6: Commitment of Customer
6.1 The Client confirms that it has reviewed and understood, and has been clearly instructed on, the manner, procedures and methods for using VinaCapital’s Online trading services. The Customer also confirms that it has read, understood, and agreed to, and is obliged to comply with the “Terms and Conditions for the Use of Online Trading Services”.
6.2 The Customer agrees to comply with all regulations and guidelines of VinaCapital and applicable laws.
6.3 The Customer agrees to bear all damages, losses and/or expenses arising where the Password is disclosed to a third party in any manner, whether intentionally or inadvertently, if the loss or disclosure of the Password is a direct and/or indirect cause of such damages, losses and/or expenses incurred by the Customer.
6.4 To avoid future misunderstandings and disputes, Customers using VinaCapital’s Online trading services are required to read and fully understand all instructions and regulations, acknowledge the benefits of the services and all service risks referred to in Article 5, including risks beyond those contemplated under securities law, and agree to assume such risks before using the services.
Article 7: Commitment of VinaCapital
7.1 VinaCapital undertakes to provide the Customer with the best available Online trading services and to use its best efforts to minimise the risks that the Customer may encounter. If a transmission failure or system error prevents online transactions from being executed, VinaCapital shall publish a notice on its website so that the Customers may use other transaction methods.
7.2 VinaCapital agrees to perform transactions at the request of the Customer on the basis of compliance with the provisions of law and in accordance with the content of the agreements signed between the Customer and VinaCapital.
7.3 VinaCapital reserves the right to refuse to execute a Customer’s transaction, or to conduct further verification before execution, if VinaCapital determines that the Customer’s transaction order is invalid or exhibits unusual characteristics.
Article 8: Suspension, cancellation and termination of Online trading services
8.1 VinaCapital reserves the right to suspend, cancel, or terminate the provision of the Online trading service where: (i) VinaCapital gives the Customer three (03) days’ prior notice; or (ii) the Customer breaches any provision of these “Terms and Conditions for the Use of Online Trading Services”. Notwithstanding the foregoing, VinaCapital shall have the right to suspend the Online trading services immediately in the event of any technical incident, cybersecurity risk, or request from a competent authority.
8.2 The Customer has the right to request the termination of use of the service at any time provided that the termination be carried out in accordance with VinaCapital’s regulations and approved in writing by VinaCapital.
8.3 The provision of the Online trading services shall automatically terminate if the Open-Ended Fund Certificate Transaction Registration and Know-Your-Customer Form terminates for any reason.
Article 9: General Terms
9.1 VinaCapital’s Online trading services are provided directly by VinaCapital to the Customer. The Customer may not authorize any third party to conduct transactions unless VinaCapital has given its prior written approval. VinaCapital’s system shall treat a transaction as having been conducted by the Customer when the system receives complete identification information matching the information registered by the Customer with VinaCapital. The Customer agrees to be solely responsible for all transactions in progress or completed before VinaCapital confirms in writing that it has received the Customer’s notice that the Password has been compromised.
9.2 The Customer agrees that VinaCapital shall have the sole right to amend, supplement or terminate any provision of these “Terms and Conditions for the Use of Online Trading Services” from time to time without the Customer’s consent. Before any such amendment, supplement, or termination takes effect, VinaCapital shall notify the Customer thereof by publishing the relevant details on VinaCapital’s website and sending them to the Customer’s registered email address. The latest version shall take effect from the date specified in the notice and supersede the previous version. To the extent permitted by applicable law, the Customer’s continued use of the Online Trading Services after the effective date shall constitute the Customer’s acceptance of the latest version.