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SILO TERMS & CONDITIONS
(effective 30th June 2021)
Information about Killik’s investment services is available through the Killik website – www.killik.com, or the dedicated client portals at www.MyKillik.com
If you would like to sign up for and use the Silo managed savings and investment service, this must be done through the Silo App; you can’t access the Silo service through the Killik website https://www.killik.com/legal-and-regulatory/.
You are of course welcome to find out about Killik’s other services from the websites or by contacting us. If you request other services from Killik they will be provided under additional terms of business applicable to the particular service. The terms of business are available via the Killik website at killik.com/legal-andregulatory.
By accessing these terms via the Silo App or the Killik or Silo websites, and then signing up via the Silo App and using the services, you confirm that you have read and understood these terms and you agree to be bound by them.
You should only invest with Silo if your income exceeds your expenditure. Whilst you can make withdrawals at any time, your intention should be to invest for the longer term.
Silo is a trading name of Killik Intelligent Savings Ltd, licensed to Killik.
1.our agreement
These service terms (the “terms”) represent an agreement between you, Killik & Co (“Killik”) and Killik Intelligent Savings Limited (“KISL”) acting as your Custodian and contain the information you need to know about using our website at www.killilk.com/silo, mobile applications (“App”) and our products and services (the “services”).
“You” and “your” means any person who opens an account with us.
“Account Information services” means an online service to provide consolidated information on your Bank Accounts (see “Intelligent Siloing”).
“Bank Account” means your personal bank account.
“Business Day” means a day other than a Saturday, Sunday or public holiday in the United Kingdom.
“Custodian” means KISL, acting under an agreement for custody services with Killik.
“Intelligent Siloing” means the provision of “Account Information services” for the purpose of analysing your Bank Account information, calculating additional amounts that you could safely save, and changing your direct debit by these amounts to boost your saving into Silo.
“ISA” means a stocks and shares Individual Savings Account for tax-free savings.
“JISA” means a stocks and shares Junior Individual Savings Account for tax-free savings.
“PSP” means a third party payment services provider which is authorised and regulated by the Financial Conduct Authority to provide the relevant services.
“Silo Account” means the account you have with us to save and invest using the services.
“We,” “us,” and “our” mean Killik.
Killik and KISL are authorised and regulated in the United Kingdom by the Financial Conduct Authority (FCA numbers 462016 and 710328). Our registered address is 46 Grosvenor Street, London W1K 3HN.
In addition to the terms set out here, you acknowledge and confirm your continuing agreement to our Privacy Policy and the Acceptable Use Policy. If there are any inconsistencies or conflicts between the Privacy Policy, Acceptable Use Policy and these terms, then these terms shall prevail.
2.USING THE SERVICES
In order to use the services, you must:
(a) be at least 18 years of age (unless you are opening a JISA account on behalf of your child);
(b) have a personal Bank Account with a UK bank;
(c) have been resident in the UK for at least 3 years;
(d) not be a US citizen or green card holder; and
(e) provide all information requested by us, such as your name, email address, mobile device number, bank account details, and any other information that we may request and which we need to be able to provide the services to you (we call this your “User Information”).
You confirm that all User Information you provide to us is truthful, accurate, current, and complete.
Only money from your own personal Bank Account or joint account where you are one of the account holders, may be paid into your Silo Account. This is known as your Nominated Bank Account. You can only have one Nominated Bank Account.
You must tell us immediately if you cease to be a UK resident or you become a US citizen or green card holder. You can do this by emailing [email protected]
If you do not agree to these terms, you must not use our services.
We recommend that you print a copy of these terms for future reference.
3.SCOPE OF THE SERVICES
Killik is the manager of Silo investments, and will provide or arrange the following services:
(a) Advice during the sign-up process on whether you should be investing. Sometimes this advice will result in us not proceeding with your application or proceeding but with warnings that you must confirm you understand and accept.
(b) Discretionary investment management – based on the information you have provided to us via the SILO App, the strategy that is most suitable for you will be chosen. A selection will then be made from a range of regulated UK funds researched by our fund analysts to build your portfolio. The decisions on which investments to choose and on how much to invest in each one will be made under this process.
(c) We will ensure that the portfolio is suitable for you and remains suitable whilst under our management. Our assessment of suitability is based on information that you provide to us via the App. If your investment aims or personal circumstances change, you must let us know by updating your personal circumstances in the Silo App or by contacting [email protected] so that we may take this into account in the way in which we manage your investments.
(d) Arranging the safekeeping and custody of your investments through the Custodian.
(e) Providing periodic valuation and transaction reporting as required by regulation.
(e) Through the Custodian and the PSP, accepting payments into and making payments out of your account at your request.
(f) Managing the administration of your ISA or JISA in accordance with HMRC rules.
You authorise us to be the investment manager of your Silo Account and to invest your savings on your behalf into a suitable strategy at our discretion and without asking you again first. You also authorise us to give the necessary instructions to the Custodian, PSP and other parties involved in providing the services.
The Silo services are only designed to help you with the money you save through these services. It is not part of these services to assess the suitability of any investments you make or hold elsewhere, nor will we take these into account when making new investments for you in your Silo Account. If you need someone to do this for you, then you need to seek full advice or a full wealth management service from Killik or another provider.
Accepting you as a client
We have to ensure that it is suitable for you to begin investing in our services. To make this assessment we will ask you questions about things like, your age, your employment status, how you feel about investing, regular income, expenditure and your ability to cover any debt repayments.
If the answers you give lead us to think that investing is not suitable for you, we will decline your application.
In response to certain answers you give, we may recommend not investing at this time. It is up to you whether you follow this advice or not. If you wish to proceed, we will ask you to confirm you understand the potential consequences of doing so.
UK regulations require us to verify that you are who you say you are. When you first enter your name, address and date of birth you are giving your authority for us to send this information to a third-party identity verification service. We only share this information for the purpose of verifying who you are. The verification service may in turn disclose this information to its contractors or agents. Your information is only retained by the verification service for as long as it takes to complete the verification check.
We may also carry out further monitoring checks while you remain a customer.
If you have connected your Bank Account (see section 4 below) we may also use this as part of our verification of your identity. If we are unable to verify your identity, we will decline your application. We can decide to decline an application for any reason.
4.USING INTELLIGENT SILOING
To use Intelligent Siloing, you need to authorise an online connection to your Bank Account so that information such as your bank balance and transactions can be transmitted to us. This access takes place through a PSP.
Killik is acting as an agent of the PSP, who is providing the regulated Account Information Service, and is authorised by the FCA as an Authorised Payment Institution (reference number: 793171).
We will use your bank account information to provide the services, including (but not limited to) identifying small amounts that you could safely save, and notifying you of these amounts. Payments will only be collected through the variable direct debit mandate that you establish with KISL as Custodian. See Section 8 Making Payments and Authorisation.
You can adjust the Intelligent Siloing settings in App to set a maximum amount of Intelligent Silos per day and minimum Bank Balance levels below which Intelligent Silos will not be collected. Adjustments to Intelligent Siloing settings will be effective from the next business day. You may be asked periodically to renew your Intelligent Siloing mandate. Intelligent Siloing can be turned on or off at any time within the App and a cancellation will be effective from the next business day.
5.investment approach
We believe it is important that everyone keeps some money in cash for emergencies. Within General Investment Accounts (GIAs) and ISAs, you can use the services to build up some cash saving alongside longer term Investments. If we feel that you do not have sufficient cash savings elsewhere, the Service for GIAs and ISAs will automatically keep 50% of the money you pay into your Silo Account each month in cash and invest the rest. Once you have the equivalent of one month’s gross income in cash in your Silo Account, all future payments into your Silo Account will be fully invested. Silo does not pay interest on cash (see Section 9).
If you tell us you already have the equivalent of one month’s gross income in cash savings elsewhere, we will accept this as a true statement and will not verify that it is correct. If you are not keeping emergency cash in your Silo Account, you must be aware that selling investments to cover emergency needs in the short term could result in you getting back less than you put in.
When deciding how to invest for you, we select one of five investment strategies based on the information you provide about your personal circumstances and attitude to risk.
You should notify us promptly of any changes to this information as it may affect the suitability of the strategy.
We will prompt you to update your information annually. If you do not respond to our requests to update your information, we may be unable to continue to provide you with the services.
The strategies may invest in a selection of UK-based (regulated) unit trusts, investment trusts and open-ended investment companies (OEICs) that have been researched by our fund analysts. These combine active funds where the fund manager chooses investments that they think will perform better than the market generally, and passive funds which typically aim to follow the market. Information about investments can be found in the Frequently Asked Questions. All strategies are designed to achieve growth and you should be willing to remain invested for at least five years.
Your portfolio is unique to you and its performance may be different to that of other clients’ portfolios, even when invested in the same strategy. With investing, your capital is at risk, which means you could get back less than you put in.
6.timing and rebalancing
We only buy or sell investments once per week, therefore there may be a short delay between us receiving your money and it being invested. We may decide to keep some of your money in cash if we do not feel it is the right time to invest.
Portfolios are adjusted weekly (rebalanced), as necessary, to keep the amount of each investment in line with our target weightings. If any sales are required, they will be dealt and then the money reinvested once the sale has settled. This means that you will not be fully invested during a rebalancing.
7.CHARGES
Our charges are disclosed on our website (at www.killik.com/silo/faqs/fees/what-are-silo-fees/ ) and in the App.
Your Silo Account is constructed of units in investment funds, which have annual charges that are separate from our charges. You don’t see those charges as they are deducted from the value of the units we buy for you. In selecting the funds for your account we aim to choose those with annual fund charges up to 0.5%. Details of the charges within each fund are available on request by contacting [email protected]
There are no transaction charges.
Our charges are calculated daily and collected from your account once per month. Charges are taken from available cash on your account. If there is no cash or it is insufficient to cover the charge, we will sell some of your investments and by accepting these terms you give your authorisation for this to happen.
If for any reason you do not have enough cash in your account and the value of your investments is insufficient to meet any charges due, you agree to pay us on demand the amount of any such shortfall.
If you want to withdraw all your money, we will sell all your investments, then work out the charges due up to that point in time and collect it before paying the rest of the money back to your Bank Account.
We have the right to amend the charges for the services in the future and will give you reasonable notice if this is going to be the case. If you continue using the services after we have told you about a change in charges, you must pay those charges for the services.
8.MAKING PAYMENTS AND AUTHORISATION
All payments are collected either by Direct Debit or Faster Payment. For GIA and ISA accounts, you must set up a monthly Direct Debit to begin using the services. There is a minimum Direct Debit amount, which we may change from time to time and if we do we will tell you. If you choose to use the Intelligent Siloing function, additional weekly Direct Debits will be collected where the amount will vary.
If you are using Intelligent Siloing, we will earmark up to a maximum of £10 per Business Day which will be collected in the weekly Direct Debit collection. You can set a lower or higher daily limit if you wish. We will only ever take, having analysed your bank account and spending habits, what we believe you can afford to save. We will only collect an Intelligent Siloing amount if, at the point of collection, the balance of your bank account is £150 or more.
You acknowledge that the amount and frequency of each Direct Debit may vary. We will tell you by email three days before we initiate the request to take money from your account and you will have the ability to stop the payment if you do not want us to take it. You will be able to see all the amounts we have saved for you on the App.
Direct debit will only physically remove money from your Bank Account once it has earmarked a minimum of £2. Until that point, the money will stay in your Bank Account, but you will be able to see the pending amounts via the App.
You are responsible for determining whether the amounts of Intelligent Siloing from your Bank Account are acceptable to you. We are not responsible for any third-party fees that you might get charged as a result of using the services. You can ask for your money back at any time, see Section 10.
In addition to Intelligent Siloing you may make payments to your Silo Account from your Bank Account at any time using the Boost function, which is simply an additional variable direct debit payment.
Direct Debit processing is done via the PSP. They will use and retain certain of your personal data in order to process the payments.
9.INTEREST AND DIVIDENDS
Interest may be paid to us by banks with which we deposit Client Money and will be retained by KISL. Interest is not paid on any cash balances in your Silo Account.
Dividends or other income received from your investments will be credited to your account on the day of receipt, wherever practicable, but no later than ten Business Days after receipt. We will not credit to you and you will not be entitled to retain fractions of a penny or fractions of units arising from dividends, other income or corporate actions where we cannot reasonably allocate these to your account.
10.taking money out
Your money will remain in your Silo Account until you instruct us to pay any or all of it from your Silo Account to your Bank Account (for rules specific to ISAs and JISAs please see Section 12). Withdrawals can only be requested by you logging into the App. We will generally pay amounts held in cash within two Business Days of receiving your request.
To sell investments and pay the money to your Bank Account may take up to eleven Business Days. The value of your investments may change between the date of your request and the date the sales are made.
If you do not have enough money in your Silo Account to cover the amount of the requested payment, your request for the payment will be declined.
Except in the case of ISA transfers (See Section 12), we will only pay money back to your own personal Bank Account. We will not pay to anyone else.
11.communications
All communications with you will be in English. When using the services on the App, you are giving us your consent to send you text messages relating to the services at that mobile phone number. Third-party data and message fees may apply. We will also communicate information about the services via the App and by email to the email address you provide to us.
By agreeing to these terms you agree and consent to the electronic delivery of all information required to be provided to you. We will send communications to the most recent email address you have provided to us. You must tell us if your email address or mobile phone number changes, so that we are able to continue to send you information about your Silo Account. You can update your profile via the App.
We cannot guarantee that emails will be successfully delivered or that they will be secure and virus free. We will not be liable for any loss, damage, expense, harm or inconvenience caused as a result of an email being lost, delayed, intercepted, corrupted or otherwise altered, or for failing to be delivered for any reason beyond our reasonable control.
We will send you an email three days prior to initiating collection of any variable Direct Debits from your Bank Account, so that you can cancel the payment if you wish. You can view your Silo Account balance at any time on the App.
You agree to notify us promptly of changes to your Bank Account information or if your Bank Account is closed for any reason.
We will keep you informed about your Silo Account by providing online quarterly reports of your investments and their value and any money received (e.g. direct debits, dividends) or paid out (e.g. withdrawals to your bank account, our fees). When we buy or sell investments for you, we will provide a further weekly online report with details of those transactions.
We will send you an email to let you know when there is a new communication to view. Reports are stored within the App. You may also wish to print and save and/or electronically store a copy of these Communications.
You are responsible for monitoring your Silo App and email inbox, ensuring that you read all messages that we have sent to you. If we speak to you by telephone, all calls are recorded.
12.isa and jisa terms
You can save and invest with us using a JISA, an ISA, General Investment Account (GIA) or both a combination. If you open an ISA or JISA, the terms of Section 12 also apply and form part of your Agreement with us.
Registration
Your ISA must always be in your personal ownership and in the case of a JISA, must always be in the personal ownership of the child. Your ISA or JISA must not be used as security for a loan. A person aged 16 years or older may apply to be a registered contact for a JISA.
Your ISA or JISA investments will be registered by the Custodian in the name of Killik Nominees Limited.
transferring an existing isa or jisa
Transferring existing ISAs or JISAs into Silo is permitted in cash only. We cannot accept transfers of existing assets.
isa and jisa management
Transferring existing ISAs or JISAs into Silo is permitted in cash only. We cannot accept transfers of existing assets.
isa and jisa withdrawals
You may request some or all of your ISA to be paid to you at any time. If the money is paid to your bank account, it will no longer be inside an ISA and you will lose the tax benefits
For a JISA only the child will have access to the money and this will be ‘locked in’ until the child reaches 18. At age 18, the JISA will mature and will automatically convert into an ISA account, and the child will be entitled to the benefits – he or she will be able to take the money out or, if available, we will offer them the chance to reinvest the proceeds in a suitable investment.
The registered contact may be allowed early access to the JISA if the child becomes terminally ill. In this instance you may make a claim to HMRC to be allowed access to the funds within the child’s JISA. You will be able to make withdrawals of cash from the JISA for the benefit of the child if you have received a letter from HMRC authorising that such withdrawals may be made.
isa closure
If you wish to close your ISA, you can tell us to transfer your money to another ISA provider, or pay the cash to your Bank Account. Transfers to another ISA provider can only be made in cash. If the money is paid to your Bank Account it will no longer be inside an ISA and you will lose your ISA tax benefits. We will aim to complete closure requests within 30 days of receiving your instructions. There is no charge for transferring out your ISA, taking money out of your ISA or closing your account.
isa termination
Your ISA or JISA automatically ends if you die. We will stop reclaiming tax on any income distributions received after the date of your death and will repay to HMRC any tax refunds already received in respect of income paid after the date of your death. The ISA or JISA will be valued for probate as at the date of death and dealt with as instructed by the executors.
We may bring this ISA Agreement to an end if, in our opinion, new laws or regulations make it impractical to continue. We shall not be responsible for any loss or inconvenience that results. If we decide to stop acting as an ISA or JISA manager, we will give you at least 30 days’ notice in writing.
For JISAs and for deaths that arose on or before 5 April 2018, the JISA or ISA automatically comes to an end. We stop reclaiming tax on any income distributions received after the date of death and will repay to HMRC any tax refunds already received in respect of income paid after the date of death.
HM Revenue & Customs Regulations
The administration of your ISA or JISA is subject to the Rules and Regulations of HM Revenue & Customs.
13.security
Access to your account is protected by your username and PIN that you set when you register for a Silo Account. If your mobile device is lost or stolen or if you suspect someone has gained unauthorised access to your username or PIN, you must contact us immediately at [email protected] In order for us to take any action, you will need to provide certain User Information so that we can verify your identity. You should not tell anyone your username or PIN or allow them to access the App on your behalf. You are responsible for keeping your username and PIN and other User Information safe.
We look after the security of information held within the App to ensure that only we and you can see your data. We only use and store your information for the purposes of providing you with our services. We will never give your information to anyone else, unless we are required to by law or regulation, or unless it is necessary to providing the services. For more information, please refer to our Privacy Policy.
We have the right to disable any user identification codes, whether chosen by you or allocated by us, at any time, if in our reasonable opinion you have failed to comply with any of the provisions of these terms.
If you connect your Bank Account, we will use a third-party service with high levels of security to access your bank information and store your bank login details in encrypted format. Please refer to our Privacy Policy for further information.
14.KEEPING YOUR CASH AND INVESTMENTS SAFE
In accordance with FCA rules, Killik arranges for settlement, custody and administration or nominee services in respect of your Silo investments and cash (“custody services”) to be provided by KISL (as “Custodian”). You authorise Killik to set up, manage and make necessary changes to the custody services on your behalf.
Please refer to the “Terms for Custody Services” at the end of this document. By using the Silo services, you are agreeing to these terms. Killik will notify clients in the event of any material change to these terms or a change in which Custodian is providing your custody services.
Any cash in your Silo Account is treated as Client Money under FCA rules, which means it will be kept separate from our and the Custodian’s own money. Your money will be held in a Client Money bank account and will be pooled with funds from other Silo clients. The bank holding client money is chosen carefully. In the event of a bank’s failure (it goes bust), your claim will be for a share of the cash held in all pooled accounts at the bank. In such an event, you are protected up to the value of £85,000 by the UK Financial Services Compensation Scheme (FSCS).
Your investments will be registered in the name of Killik & Co Nominees Limited in accordance with the safe custody rules of the FCA. This means they are kept separate from our and the Custodian’s own investments. Investments are pooled with those of other Silo clients. The Custodian makes sure that at all times it knows which investments belong to which client and is required to make regular reports to the FCA that this is the case. In the unlikely event that the Custodian went bust and was unable to pay any claims against it, you may be entitled to compensation from FSCS for investments up to a value of £85,000.
15.regulatory protection
We will treat you as a ‘Retail Client’ which means you get the highest level of protection under the FCA’s rules.
We try to avoid business activities that could create a conflict of interest with our clients. Details of where and how conflicts may arise and how we try to manage them are set out in our Conflicts Policy which is available at: www.killik.com/wp-content/uploads/KillikCo_Conflicts-of-Interest-Policy_2012.pdf
16.closing your account
You may stop using the services, close your Silo Account, and cancel these terms at any time by cancelling the services via the App. We do not charge any closure fees.
If you change your mind and cancel the services within 14 days of signing up, you will not be charged any fees. However, if we have already invested your money, you could get back less than you put in. If there are any transactions in progress when we receive your cancellation request, we will close your Silo Account promptly after these transactions are completed.
We will sell your investments and arrange to pay your money to your Bank Account. If your Bank Account is closed or we are otherwise unable to pay the money in your Silo Account to your Bank Account, we will send a cheque to you at your residential address in our records.
We may end this Agreement or suspend your use of the services at short notice if required by law or if we suspect the services are being used for unlawful, immoral or unethical reasons or otherwise in violation of these terms. If we wish to end or suspend our Agreement with you for any other reason, we will give you 30 calendar days’ notice.
When ending or suspending this Agreement for any reason, we will not have any obligations to you for any consequences or inconvenience it may cause. We are not obliged to tell you the reason for closing or suspending your account and there may be certain circumstances where we are prevented by law from doing so. If we decide to close your Silo Account, we will sell your investments and pay your money to your Bank Account.
If you die whilst a client, we will stop managing your investments (including portfolio rebalancing) until your personal representatives (e.g. your executors) have contacted us and proved who they are. Our fees will continue to be charged to your account.
17.transfer or business
In the event that we decide to change custodian or otherwise transfer all or part of our business to a third party, you accept that we may transfer any cash on your account to the new custodian or third party without seeking your further consent. Cash would be transferred in accordance with the FCA rules and would continue to be treated as Client Money at all times.
18.unclaimed money
Under current FCA rules, if we lose contact with you for six years or more, then provided we have made reasonable attempts to trace you and return your money to you, we may arrange to pay that money to a registered charity of our choice. If the amount is £25 or more, we will keep records indefinitely relating to the transactions and our attempts to contact you. All transactions and the keeping of records in relation to unclaimed client money will be carried out in compliance with the prevailing FCA Rules.
19.unclaimed assets
Under current FCA rules, if we lose contact with you for 12 years or more, then provided we have made reasonable attempts to trace and contact you we may either:
• give your investments to a registered charity of our choice; or
• sell your investments and pay the proceeds to a registered charity of our choice.
If any such transfer to charity is made we will keep records indefinitely relating to the transactions and our attempts to contact you. All transactions and the keeping of records in relation to unclaimed assets will be carried out in compliance with the prevailing FCA Rules.
20.if things go wrong
We hope that you are happy with the services we provide, but, if
for any reason you are unhappy, we would like to hear from you. Please tell us
what is wrong by emailing: [email protected] or you can write to:
The Compliance Officer
Killik & Co
Crown House, Crown Street
Ipswich, Suffolk
IP1 3HS
If we cannot resolve your complaint to your satisfaction, you may
be able to refer it to the Financial Ombudsman Service for their independent
consideration.
We do not exclude or limit in any way our liability to you where
it would be unlawful to do so. This includes liability for death or personal
injury caused by our negligence or the negligence of our employees, agents or
subcontractors and for fraud or fraudulent misrepresentation.
We are responsible, if you suffer losses as a result of our negligence, fraud or intentional failure, or from breach by us of applicable laws and Regulations. But we are not responsible for losses caused in any other circumstances. Please note that we only provide our services for domestic and private use. You agree not to use our services for any commercial or business purposes. We are not responsible for investment losses caused by market conditions. Nor are we responsible for any loss of profit, loss of business, business interruption, or loss of business opportunity or any indirect or consequential loss arising under or in connection with the services.
If defective digital content that we have supplied damages a device or digital content belonging to you and this is caused by our failure to use reasonable care and skill, we will either repair the damage or pay you compensation. However, we will not be liable for damage that you could have avoided by following our advice to apply an update offered to you free of charge or for damage that was caused by you failing to correctly follow installation instructions or to have in place the minimum system requirements advised by us.
21.acceptable use of the services
You may only use the services for the purposes of saving and investing your own money and not for any other purposes.
We are the owner or the licensee of all intellectual property rights in our website and App and in the material published on them. Those works are protected by copyright laws and treaties around the world. All such rights are reserved. You acknowledge and agree that you have no rights in or to the App, website, the documents we provide as part of the services and related technology other than the right to use each of them in accordance with these terms.
You may print off one copy, and may download extracts, of any page(s) from our website/App for your personal use and you may draw the attention of others to content posted on our website/App.
You must not modify the paper or digital copies of any materials you have printed off or downloaded in any way, and you must not use any illustrations, photographs, video or audio sequences or any graphics separately from any accompanying text. Our status (and that of any identified contributors) as the authors of content on our website/App must always be acknowledged. You must not use any part of the content on our website/App for commercial purposes without obtaining a licence to do so from us or our licensors.
If you print off, copy or download any part of our website/App in breach of these terms of use, your right to use our website/App will cease immediately and you must, at our option, return or destroy any copies of the materials you have made.
22.service availability
We will try to make our Silo services as good as we can make them, but we do not promise that the services will be uninterrupted, timely, or error-free.
We are not responsible for any losses caused by disruption to the services that arise because of the acts or omissions of any person beyond our control, including things like industrial disputes (strikes), the acts or regulations of any Governmental or other body, breakdown, failure or malfunction of any telecommunications or computer equipment or service, acts of God, war or terrorism. This list is not exhaustive.
We may suspend the operation of our Silo services where we consider it necessary, including (but not limited to) where we have to suspend operations for technical problems, emergencies, maintenance, regulatory reasons, where we decide it is sensible for your protection, in periods of exceptional trading activity or to ensure the continued availability of other services. If this happens we will do our best to contact you to let you know what you should do.
23.changing the terms
We may change or add to these terms. If we wish to make a change to these terms that is not detrimental to you, we can make the change immediately. We will tell you within 30 days about the change. For other changes, we will always give you reasonable notice by email, which wherever possible will be at least ten business days. If you continue using the services after we have told you about a change to the terms we will take this as your agreement to the changes.
24.illegality
If any part of these terms becomes or is declared illegal, invalid, or unenforceable for any reason, it shall be deemed to be deleted from these terms. The rest of the terms shall remain in force.
25.waiver
If you breach these terms and we do not take action straight away, this shall not prevent us from taking action at a later date and shall not be deemed to be a waiver of any subsequent breach.
26.assignment
Your acceptance of these terms is personal to you and your rights and obligations may not be transferred or assigned to any other person. We may assign our rights and obligations to any person connected with us or to any affiliate or successor company as long as we tell you first.
27.third parties
A person who is not a party to the Agreement will not have any benefits under the Contracts (Rights of Third Parties) Act 1999 and will not have any rights to enforce its terms.
28.governing law
Our services are subject to legislation and regulation in the United Kingdom and our services are intended for customers in the United Kingdom. Therefore, these terms are governed by and shall be construed in accordance with English law. You and we both agree that the courts of England and Wales will have exclusive jurisdiction except that if you are a resident of Northern Ireland you may also bring proceedings in Northern Ireland, and if you are resident of Scotland, you may also bring proceedings in Scotland.
additional terms for custody services
Killik Intelligent Savings Ltd – Custody Services to SILO Clients of Killik & Co
1 Relationship between you, Killik and Custodian
1.1 Each time that Killik & Co (“Killik”, “we”, “our” or “us”) makes investment transactions for SILO clients (“you”), the investments and any cash belonging to clients are held in safe custody under arrangements Killik have made through an agreement (“the Custodian Agreement”) with Killik Intelligent Savings Ltd (“Custodian”).
1.2 Custodian provides settlement, safe custody, managing Client Money transactions and other associated services to you as our SILO client. The Custodian Agreement covers both Killik and you as one of our SILO clients.
1.3 Custodian is a wholly-owned member of the Killik group; its registered address is 46 Grosvenor Street, London W1K 3HN, company registration number 09449583. Custodian is authorised and regulated by the Financial Conduct Authority (“FCA”) (FCA number 710328).
1.4 By accepting the Silo service terms including these Terms for Custody Services, you agree that:
(a) Killik are authorised to enter into the Custodian Agreement on your behalf, acting as your agent (and to agree to any future variations to it on your behalf provided Killik reasonably considers they are not detrimental to your interests);
(b) accepting these terms means that there is a contract between you and Killik and also between you and Custodian;
(c) Killik may give instructions to Custodian on your behalf as allowed by the Silo terms and may provide information about you to Custodian; and
(d) Custodian is authorised to hold cash and investments on your behalf and can transfer such cash or investments from your account to meet settlement, account charges or other obligations.
1.5 It is important you understand that you are, and remain, a client of Killik, and you will also become a client of Custodian purely for settlement and safe custody purposes.
2.Client classification and scope of responsibilities
2.1 For the purposes of the rules of the FCA (“FCA Rules”), you will be classified by Custodian as a retail client.
2.2 It is important that you understand that Custodian is not responsible to you for the aspects of the Silo service for which Killik are responsible. Killik has responsibility for the overall management of your SILO account (including responsibility for complying with any related regulatory requirements) and Custodian is not responsible for the following matters:
(a) the opening of a SILO account for you;
(b) the supervision and operation of your SILO account for you;
(c) making all necessary anti-money-laundering compliance checks;
(d) explaining to you the types of investments covered and any risks relating to investments, investment transactions or any risk profile or investment strategy applicable to your SILO account;
(e) deciding on and instructing orders for investment transactions; and
(f) compliance with FCA Rules and any other applicable legal and regulatory requirements to which Killik or you may be subject.
2.3 Custodian will not provide investment advice nor will it offer any opinion regarding the suitability or appropriateness for you of any particular transaction or order. When it provides settlement and safe custody services, executes transactions or provides other services to you, it does so relying on the instructions and information Killik provide and is only responsible for following those instructions.
3.your account with custodian
3.1 Custodian will open and maintain an account on its books in your name in order to provide its services to you. When Custodian receives any cash and investments from you, or on your behalf, then it will record them in your account.
3.2 Custodian will have the right at its absolute discretion to stop providing services under these terms (after giving Killik reasonable notice in the circumstances) and/or close any accounts it holds and maintains in your name which may occur, for example:
(a) if Custodian in its reasonable opinion is obliged to stop providing services under any applicable law or regulation (such as anti-money laundering provisions); or
(b) if, for reasons beyond Custodian’s reasonable control, Custodian is not able to provide the services effectively or providing the services would materially adversely affect Custodian’s operation or would, in Custodian’s view expose Custodian to material additional credit, regulatory, legal or other risk.
3.3 If either you or Custodian decide to close your SILO account with Custodian you will need to give instructions to Killik on the future custody of your investments so that Custodian can transfer your money and investments (after deducting amounts owed to it) to your new custodian. If we do not receive your instructions within 60 days, your investments may be fully cashed in and the proceeds will be transmitted to your last bank account for which we hold details.
4.communication and instructions
4.1 Custodian will only accept instructions for your accounts from Killik and not directly from you.
4.2 Custodian may rely on and act on any instructions which Custodian in good faith believes were given by Killik or our representatives. Custodian is not responsible or liable to you for any delays or inaccuracies in the transmission of instructions or other information (or any resulting action or failure to act) where that delay or inaccuracy is as a result of factors outside the reasonable control of Custodian. This means that if the delay or inaccuracy is not Custodian’s fault, then you cannot obtain redress from Custodian.
4.3 If you have any questions or concerns relating to your account with Custodian, you should tell Killik and Killik will deal with Custodian on your behalf. You should not contact Custodian directly.
5.settlement of transactions
5.1 You hereby undertake that any cash or investments held by or transferred to Custodian by you will be free from any right of a third party to make claims against that money or those investments. In particular, it is your obligation to make sure that no other person will be entitled to:
(a) security rights over them, such as a mortgage or a charge; or
(b) any right to be paid all or any of the proceeds of a transaction;
so that settlement of your transaction can take place.
6.client money
6.1 Money held by Custodian for your account, will be held in compliance with the FCA Client Asset Rules when these apply to the money. This means, amongst other things, that Custodian will hold your money in a special designated client bank account which is an account kept separate from Custodian’s own funds.
6.2 When considering where that client bank account should be, Custodian will exercise due skill, care and diligence and will periodically review the adequacy and appropriateness of any bank or credit institution where your money is deposited and of the arrangements for holding your money. It is important to note that Custodian is not responsible for any acts, omissions or default of a credit institution or bank chosen by it but only for taking care in its choice and monitoring.
6.3 When Custodian holds your money in a client bank account it may be pooled with money belonging to other clients of Custodian. Where funds are pooled in this way, you will not have a claim for the specific sum in a specific account. Your claim would be against the client money pool in general and if there is deficiency in the pool you would share pro rata in that loss.
6.4 If Custodian holds money which is not immediately required to settle an investment transaction, such money will be deposited with a bank or credit institution, together with other clients’ money. Custodian may decide not to credit to your account such amount of the interest until it reaches a minimum threshold amount as agreed between Killik and Custodian.
6.5 If any of your money held by Custodian is unclaimed after a period of 6 years, Custodian may transfer such money to a pooled client unclaimed money account subject always to Custodian undertaking to make good any valid claim by you. Custodian will only do this after it has taken reasonable steps to trace you and return any balance to you.
7.custody and administration of your investments
7.1 Where Custodian holds investments for your account it will register those investments in the name of Killik Nominees Ltd or another nominee company controlled by Custodian or by a member of Custodian’s group.
7.2 Custodian will keep a record of your entitlement to your investments in situations where Custodian (or a nominee company) have registered or recorded your investment in a combined account or pooled in some other way with investments belonging to other clients of ourselves or of Custodian.
7.3 Any instructions you wish to give about the administration of investments held by Custodian should be given to Killik for Killik to send to Custodian.
7.4 Custodian will be responsible for claiming and receiving dividends, interest payments and other entitlements automatically arising in respect of the investments held for your account.
7.5 Custodian will send you an annual safe custody statement of the investments and cash balances it holds for you, reported on a settlement date basis.
8.limits on custodians liability
8.1 The liability of Custodian to you for any loss or damage which you suffer in connection with the custody services is limited to circumstances where the loss or damage has arisen directly as a result of negligence, fraud or wilful default, or a breach of the FCA Rules, by Custodian (or where relevant, its directors, employees or agents), and which were reasonably foreseeable to Custodian. In any event, Custodian will not be liable to you for any indirect or consequential losses (howsoever arising).
8.2 Custodian has no liability to you or Killik for failure to provide any of the services under these terms if that failure is caused wholly or partly by events beyond Custodian’s reasonable control. This includes (but is not limited to) any failure of communication, settlement, computer, network or accounting systems or equipment, any failure or interruption in the supply of data, any political crisis or terrorist action, suspension or limitation of trading by any exchange or clearing house or any fire, pandemics, flood or other natural disaster. In any of these (or other similar) circumstances any or all of Custodian’s obligations will be suspended until the situation giving rise to the failure of Custodian is remedied.
9.charges
9.1 The fees and charges payable by you in relation to the services provided by Custodian (in particular, the money management fee), and any taxes payable through Custodian, will be covered by the charges applicable to your SILO account payable to Killik.
9.2 You agree that Killik are authorised on your behalf, acting as your agent, to pay Custodian’s charges for the services it provides for you and your SILO account as described in clause 9.1.
9.3 You also agree that Custodian is authorised on your behalf, acting as your agent, to pay Killik’s charges for the services Killik provides for you and your SILO account out of the assets and money it holds for you on your account.
10.conflicts of interest
10.1 Custodian itself or through and in association with its group companies (associates) or nominees may provide services similar to the services applicable to SILO accounts to or through other regulated investment or fund management companies and firms. You acknowledge that neither Custodian nor any of its associates is required to disclose or account to you for any profit made as a result of acting in any manner described in this clause.
10.2 Custodian may receive payments from fund managers if Custodian provides services to those investment or fund management companies and firms.
10.3 Custodian may place money held for your account with a bank or other financial institution (in accordance with the FCA rules) and earn interest and retain some or all of that interest from that bank or financial institution.
11.data protection and confidentiality
11.1 Custodian may store, use or otherwise process personal information about you which is provided by you or Killik on your behalf. The purposes for which it can store, use or process such personal information are providing custody services, administering your account and other purposes closely related to those activities. This includes (but is not limited to) using information for the purposes for credit and anti-money laundering enquiries or assessments. In the United Kingdom Custodian operates and has made all the appropriate notifications in accordance with applicable data protection legislation.
11.2 Any information that Killik and Custodian hold about you is confidential to you and will only be used in connection with providing services under these Terms. Information of a confidential nature will be treated as such provided that such information is not already in the public domain. Custodian will only disclose your information to third parties in the following circumstances:
(a) if required by law or if requested by any regulatory authority;
(b) to investigate or to prevent fraud, market abuse or other illegal activity;
(c) in connection with the provision or services to you by Killik or Custodian;
(d) if it is in public interest to disclose such information; or
(e) at your request or with your consent.
11.3 The restrictions on the use of confidential information described above are subject at all times to a general proviso that Custodian may disclose your information to certain permitted third parties including members of its own group and its professional advisors (including accountants and lawyers) who are subject to confidentiality codes.
12.complaints
12.1 If you have a complaint you should notify Killik’s compliance officer in the first instance. If however, your complaint concerns an aspect of the service provided to you by Custodian and you wish to copy your complaint to Custodian directly copies should be sent to:
The Compliance Officer, Killik Intelligent Savings Ltd, Crown House, Crown Street, Ipswich, Suffolk IP1 3HS
13.investor compensation
13.1 Custodian is covered by the UK’s Financial Services Compensation Scheme (“FSCS”). Compensation may be available from the FSCS if Custodian cannot meet its obligations to you. Your possible entitlement to compensation will depend upon the type of business and the circumstances of the claim. Most types of investment businesses are covered for £50,000 per person per firm. Further information about compensation arrangements is available from the FSCS, www.fscs.org.uk.
14.amendment
14.1 Custodian reserves the rights to alter these terms at any time.
14.2 It will only do so after giving prior written notice to Killik (who will the make you aware of the changes) in reasonable time for you to consider the impact of those changes, unless it is impractical in the circumstances to give such notice.
15.general
15.1 Custodian’s obligations to you are limited to those set out in these terms. Custodian does not owe any wider duties of a fiduciary nature to you.
15.2 Any failure by Custodian (whether on an ongoing basis or not) to insist upon strict compliance with any of these Terms is not deemed to amount to Custodian giving up or waiving any of any of its rights or remedies under them. The rights and remedies conferred on Custodian will be cumulative and the exercise or waiver of any part of them will not stop or inhibit the exercising by Custodian of any other additional rights and remedies.
15.3 These Terms for Custody Services are governed by English Law and you irrevocably agree to submit, for the benefit of Custodian, to the non-exclusive jurisdiction of the Courts of England.
