Business terms

  1. 1. Introduction

    1. 1.1

      These terms and conditions form part of the agreement between you and Lakeview Capital Market Services GmbH for the use of the Huddlestock Platform and Services.

    2. 1.2

      These terms and conditions set out the terms on which we will provide our Services to you. By signing up to use our Services, you agree to be bound by these terms and conditions, so please read them carefully before agreeing to them.

    3. 1.3

      We only provide these Services through the website: www.huddlestock.com, its associated sub-domains and respective mobile applications. We refer collectively to the channels through which we provide the Services to you as the "Platform".

  2. 2. About you

    1. 2.1

      References to "you" or "your" in the Agreement are references to any person that uses or applies to use our services.

    2. 2.2

      To use our services you must be:

      1. 2.2.1

        an individual who is at least 18 years old and resident in the United Kingdom, Germany or another jurisdiction where we are permitted to provide the Services;

      2. 2.2.2

        a firm, partnership, company (including any company, corporation or other corporate body), association, organisation or trust (in each case whether or not having separate legal entities) established in the United Kingdom or another jurisdiction where we are permitted to provide the Services.

    3. 2.3

      You confirm that all information supplied in relation to your application and your account is correct and that you have the necessary authority to open an account and enter into this Agreement.

    4. 2.4

      We do not offer the Services in any jurisdictions where we do not have the necessary licences or regulatory approvals. We may refuse your application for an account, or suspend or terminate your account, if we believe you are from a jurisdiction where we are not currently able to provide the Services. Our Services are currently regional focussed on Norway, Sweden, Denmark and the United Kingdom.

  3. 3. About us

    1. 3.1

      "Huddlestock" in these terms and conditions are references to the Platform and Services provided by Lakeview Capital Market Services GmbH (owned 50% by Huddlestock Capital AS). All references to "We" or "we" in these terms and conditions are references to Lakeview Capital Market Services GmbH , Huddlestock Limited and Huddlestock Capital AS and its partners.

    2. 3.2

      Huddlestock Limited is a private limited company registered in England and Wales with company registration number 10059912. Huddlestock's registered office is at Level 39, One Canada Square, London, E14 5AB.

    3. 3.3

      Huddlestock Limited is a software services provider of Lakeview Capital Market Services GmbH, which is authorised and regulated by the Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin") in Germany with the registration number ("Handelsregisternummer") HRB 177226.

    4. 3.4

      You can contact Huddlestock by calling +47.4807.7002 or by sending an email to: contact@huddlestock.com. You can contact Lakeview Capital Market Services GmbH by calling +49.8151.919.3891 or sending an e-mail to: info@lakeview-cms.com.

  4. 4. Your agreement with Huddlestock

    1. 4.1

      The agreement between you and Lakeview Capital Market Services GmbH for the use of the Huddlestock Platform and Services consists of:

      1. 4.1.1

        these terms and conditions;

      2. 4.1.2

        the information you provided to us when opening your account (and any subsequent changes to that information);

      3. 4.1.3

        any document referred to in these terms and conditions;

      4. 4.1.4

        our Privacy Policy;

      5. 4.1.5

        our Website Terms; and

      6. 4.1.6

        any additional terms and conditions that may apply to additional Services we provide to you from time to time, such as for example promotions, discounts or referral bonuses. We will notify you in advance of any additional terms and conditions, so you will have the opportunity to consider them and decide whether you wish to proceed with that particular additional service. If you decide to proceed with the additional Service, the additional terms will form part of your overall agreement with us. If you do not proceed, our agreement with you will continue unchanged.

    2. 4.2

      We refer to these terms collectively as the "Agreement". If there is anything you are unsure of in the Agreement, or if you require further information, please send an email to contact@huddlestock.com.

    3. 4.3

      You must comply with all parts of the Agreement at all times. If we believe you have failed to comply with the Agreement, we may suspend or terminate your account in accordance with paragraph 24 below.

    4. 4.4

      If you are reading the Agreement for the first time, we suggest you print or save a copy of each part. You can ask us for a paper copy of your Agreement with us at any time. A copy of your Agreement will be accessible through our Platform.

  5. 5. Commencement

    We will start to provide our Services to you from the date you open an account with us and complete our sign-up process to our satisfaction. The Agreement will be effective from that time and date and we will notify you when this is the case. We may refuse applications for any reason.

  6. 6. Contact and communication

    1. 6.1

      You can contact Huddlestock client support at any time through your account portal on the Platform or using the following details:

      Email: contact@huddlestock.com
      Telephone: +44 (0)20 3824 0250
    2. 6.2

      Please refer to Huddlestock's Contact Us page for further options.

    3. 6.3

      We may contact you through our Platform, by telephone, email or post using the details you supplied to us or which are contained within your account details.

    4. 6.4

      Our Agreement with you and all communication between us will be in English unless the Parties agree otherwise.

    5. 6.5

      We may record and monitor telephone conversations that we have with you. These recordings will be stored in accordance with our legal obligations and our Privacy Policy.

  7. 7. Security of your account

    1. 7.1

      You are responsible for ensuring your access to the internet is secure. You must never disclose your security or other login details used to access your account. You should change your password, passphrase and other security information to access your account on a regular basis.

    2. 7.2

      We will rely on any communication we reasonably believe you (or somebody acting on your behalf) have made, whether electronically or otherwise. We will not be responsible for any loss resulting from your failure to safeguard your security details or failing to take appropriate security precautions.

    3. 7.3

      You must Contact Us immediately if you suspect any misuse or breach of your account.

    4. 7.4

      We may block your account or take such other actions we consider appropriate to protect you or us. We will not be responsible for any loss if we take such action, other than losses provided for in paragraph 24 below.

    5. 7.5

      We cannot guarantee that our Platform the Services will be available at all times. There may be occasions where we need to temporarily suspend access to our Services for technical reasons, maintenance or regulatory reasons. We will not be responsible if our systems or Services are unavailable to you for any reason. No indemnity of any kind is provided hereunder by Lakeview Capital Market Services GmbH, its vendors/partners or any other party with respect to any claim, demand, cause of action, cost, loss, damage, expense or liability arising from or based on your or any third party's use of (or inability to use) the Platform and Services.

  8. 8. Information we hold about you

    We will collect personal information and other information about you when you use our service. We use this information for various purposes, including complying with our legal obligations, to provide a more tailored service to you and for marketing purposes. More details about how we use, share, store and process information we hold about you is contained in our Privacy Policy, which forms part of our Agreement with you. You expressly consent to Huddlestock sharing information about you with its Partners between themselves and their associated companies to provide the Services to you.

  9. 9. Customer classification

    We are required to categorise you as a professional client or a retail client for the purposes of the BaFin Rules when we provide Services to you under this Agreement. Retail clients are entitled to the greatest regulatory protections available under the BaFin Rules. Professional clients do not have the benefit of some of these protections but we may be able to offer a wider range of investment options to them. We will notify you of your client categorisation once you have completed our account opening process. If we categorise you as a professional client, you can still ask us to treat you as a retail client by contacting us. If we classify you as a retail client, you may ask us to treat you as a professional client but we are not obliged to accept your request. Please Contact Us if you would like more information about these protections.

  10. 10. Our services

    1. 10.1

      Reference in this Agreement to "Services" means:

      1. 10.1.1

        the services Huddlestock provides to you under this Agreement, which include:

        1. (a)

          producing and sending investment ideas and research to you;

        2. (b)

          arranging for you to invest in the underlying investment instruments represented by the provided investment ideas;

        3. (c)

          monitoring your portfolio against your selected investment ideas; and

        4. (d)

          arranging for the safe custody of your investments with an authorised custodian; and

        5. (e)

          entering into transactions on your behalf; and

        6. (f)

          managing your investments on a discretionary basis, having considered our advice.

    2. 10.2

      While we will provide investment ideas and research to you, and will provide details of your investments as part of you managing your own portfolio, we will not advise you on individual investments. We do not offer any tax advice. You are responsible for your own tax affairs when using our Services and you should consult a qualified tax advisor for these matters.

    3. 10.3

      We will only provide our Services to you online via our Platform. Our Platform contains further information about how we provide our Services and the functions our Platform provides.

  11. 11. Investment ideas

    1. 11.1

      Huddlestock receives investment strategies, research and recommendations from various third parties. We call these "Strategy Vendors". Huddlestock reviews the Strategy Vendor's suggestions and may compile investment ideas based on the Strategy Vendor's instructions.

    2. 11.2

      No investment idea will disclose any particular underlying security or other investment and, therefore, no investment idea amounts to advice on a particular stock or other tradeable instrument. Investment ideas do not cover investment products from the entire universe of tradable instruments. Some strategies Huddlestock receives on its Platform may allow you to allocate a fixed amount of cash assets ("Auto-Invest"), which would then be managed according to the selected strategy.

    3. 11.3

      Huddlestock will notify you of available investment ideas through its Platform. Strategy Vendors provide you with a decision window during which time you will be able to utilize in that investment idea. The length of a decision window may vary.

    4. 11.4

      If you decide to participate in one or more investment ideas, you may pay a fee to Huddlestock based on the number of others also investing in the same investment idea ("Participation Fee"). The estimated fee will be presented to you before your decision to participate. You may also pay fees based on the performance of the investment idea ("Performance Fee"). This fee may be shared between Huddlestock and a Strategy Vendor. The performance fee will be presented to you before you participate in an investment idea.

    5. 11.5

      Huddlestock may not allow you to participate in all investment ideas based on your risk profile that we gather from our suitability questionnaire. If we find that your risk profile disqualifies you for an investment Strategy, we will make this clear to you and allow you to reconsider how you allocate your assets.We do this to comply with our regulatory obligations.

  12. 12. Investing in investment ideas and your agreement with Sapia

    1. 12.1

      Each time you follow or subscribe to an investment strategy, you will be instructing Huddlestock that you wish to receive investment ideas from this strategy. Each time you invest into a strategy as a whole or in its individual investment ideas, Huddlestock will initiate instructions with Vertem Asset Management ("Custodian") relating to the conditions of that investment idea you entered into and for the amount you specify. Vertem Asset Management is a trading name of Sapia Partners LLP utilised under exclusive license. Sapia Partners LLP is a Limited Liability Partnership registered in England and Wales, registered number OC354934. Sapia Partners LLP is authorised and regulated by the Financial Conduct Authority (FCA). Registered Office 134 Buckingham Palace Road London SW1W 9SA.

    2. 12.2

      Huddlestock will act based on your instructions and inform the Custodian of the amount you wish to invest in that investment idea. Huddlestock will then provide discretionary investment management services to you under its license and invest in the particular securities or other investments on your behalf.

    3. 12.3

      Huddlestock will enter into the relevant transaction on your behalf based on your instructions.

    4. 12.4

      Selected investment ideas and any investments that Huddlestock makes on your behalf could relate to multiple types of investments or to particular investment strategies. Your portfolio may also consist of small cash balances pending investment. There are set restrictions and limits on the value or proportion of any single investment within your portfolio based on your risk profile, although you may ask to change such limits within your account settings on the Platform. Huddlestock reserves the right to deny changes to these limits based on your risk profile in order to comply with regulations and protect retail investors from overly exposing themselves to risk.

    5. 12.5

      Any income you earned on the investments you made will be paid to your account and are available to be reinvested or transferred out.

    6. 12.6

      The Custodian will pay interest on cash balances in your account at the rates set out in Huddlestock's Fees Policy. Interest is calculated on at least an annual basis. Any interest will be paid to your account.

  13. 13. Monitoring your portfolio

    1. 13.1

      Once a transaction has been executed on your behalf, the Custodian will notify Huddlestock and Huddlestock will update your online account. You will then be able to monitor the performance of your portfolio through the Platform.

    2. 13.2

      You will also be able to see other investment ideas on the Platform.

    3. 13.3

      Huddlestock will also monitor your portfolio and may advise to liquidate your position, or take such other action as Huddlestock considers necessary, to ensure your investments continue to track the investment idea(s) you chose. For example, if a Strategy Vendor previously had a 'buy recommendation' for a particular investment and changed its view to a 'sell recommendation', Huddlestock would likely change the investment idea to a sell position and propose to sell your investments. Huddlestock will try to notify you in advance of taking such actions but this may not always be possible. We accept no responsibility for any loss you incur because we act in this way.

    4. 13.4

      If you want to exit your investment early, we will charge you a fee for doing so, which is listed in our Fees Policy page.

  14. 14. Suitability

    1. 14.1

      Huddlestock will assess your knowledge and experience of investing, your financial situation and your investment objectives. Huddlestock will use this information to determine whether an investment is suitable for you in accordance with BaFIN guidelines and regulations. Huddlestock may refuse to fulfil an investment for you if Huddlestock does not consider it suitable for you.

    2. 14.2

      If Huddlestock classifies you as a professional client, Huddlestock is entitled to assume that you have the necessary level of experience and knowledge of the relevant investments and Services.

  15. 15. Best execution

    1. 15.1

      When Huddlestock enters into transactions on your behalf, Huddlestock will take all reasonable steps to obtain the best possible result for you. In order to do this, it may enter into transactions on any markets or exchanges and with any counterparties that it reasonably considers to provide the best possible result for you. Huddlestock will also act in accordance with the rules of any execution venues it uses and may take such steps as required to ensure it comply with such rules.

    2. 15.2

      You can find out more about the steps Huddlestock takes to obtain the best possible result for you in our Best Execution Policy. Please read our execution policy carefully. By entering into this Agreement, you are consenting to us executing your orders in accordance with our execution policy, including that Huddlestock may execute your orders outside a regulated market or multilateral trading facility. A regulated (financial) market and a multilateral trading facility are venues where you can buy and sell investments where either the market (in the case of a regulated market) or the operator (in the case of a multilateral trading facility) and their various participants are subject to strict regulatory oversight designed to protect consumers amongst other things.

  16. 16. Combining customer orders

    Huddlestock may combine your transactions with transactions for other clients without your prior consent. While Huddlestock does not expect such aggregation to result in any disadvantage to you or unduly favour one client over another, particular transactions may result in circumstances arising where a client is marginally disadvantaged or is unduly favoured over another client.

  17. 17. Conflicts of interest

    1. 17.1

      We may carry out transactions for you where we, or another client of ours, have a duty that may conflict with our duty to you. We closely manage these to ensure clients' interests are not affected.

    2. 17.2

      We manage any conflict of interest or potential conflict of interest in accordance with our Conflicts of Interest Policy to ensure it does not materially affect the transactions we carry out for you. We will inform you if we cannot adequately manage a conflict. We can provide further details of our conflicts of interest policy on request.

  18. 18. Safeguarding your investments and client money

    1. 18.1 Administration of Your Account

      Huddlestock has entered into agreements with its Custodian to provide execution, settlement, safe custody and payment services on our behalf and to each of our clients. The principal master custodian of our Custodian is KAS Bank N.V. ("Custodian"). KAS Bank is registered by the Authority-FM in the Netherlands and authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority ("FCA") and Prudential Regulation Authority ("PRA") in the UK and by the Bundesanstalt für Finanzdienstleistungsaufsicht ("BaFin") in Frankfurt am Main. Amsterdam Trade Register no. 33001320. VAT ID NL007945978B01. Huddlestock will treat you as a Retail Client, in accordance with the categorisation criteria of BaFin. This means that you will be given the highest level of investor protection. There may be circumstances where it is more appropriate to categorise you as a Professional Client. If this is the case, Huddlestock will contact you and explain the reasons why. Huddlestock will also inform you of any loss of protection or variation in these Terms that may result from being categorised as anything other than a Retail Client. In some circumstances, you may ask us to treat you as a Professional Client or an Eligible Counterparty. Huddlestock will always consider your request, but we are not bound to agree to it.

    2. 18.2 Your Investments

      You agree with us that whenever you instruct us to buy, sell or hold investments:

      1. (a) you are (or will be) the beneficial owner (or you are a trustee or joint trustees, who are entitled to control the legal ownership) of the investments;

      2. (b) you have not granted and will not grant a charge or mortgage over them;

      3. (c) no one else has or will have any rights in respect of the investments, including rights to demand that they be transferred to settle amounts you owe, or to sell the investments; and

      4. (d) you will not without our prior written agreement sell, dispose of, deal with or give anyone else any rights over the investments while they are held by us.

    3. 18.3 Joint Accounts

      Where there is more than one party to a personal account (as indicated in the signup process) Huddlestock will treat you as joint owners, which means that your assets are held without division into two or more parties. In exceptional circumstances, at your written request and at our discretion, we may agree to treat the parties to a joint account as owners in common.

    4. 18.4 Reporting

      All accounts will receive, on an annual basis, a statement prepared by our Custodian detailing any cash balances at the Custodian and all current and historical investments that our Custodian holds on your behalf. Holdings are reported on a ‘trade date' basis. This means that, for securities that require pre-payment before the stock is delivered, you may occasionally see the expression ‘money out' followed by the stock name. This will be the case if the security has been purchased prior to the date of the statement, but has not yet been delivered.

    5. 18.5 Dividends and Corporate Actions

      Dividends, interest and other rights and payments are usually received by the Custodian or its agents and paid to your account net of local withholding taxes or similar deductions. The Custodian may also withhold or deduct other amounts in order to comply with legal or regulatory requirements. We will provide you with a consolidated statement each year that details the dividends and interest you have received, and any amounts that have been withheld or deducted. You may be able to reclaim some or all of those amounts, but it will be your responsibility to do so. The consolidated statement does not take into account the accumulation of the share price of money market funds. The Custodian tells us about any rights issues, take-over offers, capital reorganisations and conversion or subscription rights that affect any investments held in your account. We will be responsible for giving you the information as soon as practicably possible, and you will be responsible for giving us your instructions so that we can inform the Custodian of your wishes by the stated date and time. The consequences of a failure to provide us with instructions in good time before such stated time are entirely your responsibility. If Huddlestock or its Custodian receives any investments as the result of a corporate action for the account of more than one client, it may allocate such investments between clients on whatever basis it considers to be fair and reasonable, and in accordance with its own allocation policy.

    6. 18.6 Custody of Your Assets
      1. 18.6.1 Cash Assets

        The Custodian holds cash assets it receives for your account in accordance with the BaFin client asset rules. Amongst other things, this means that your cash assets are separated from any other assets, including the Custodians' own funds. However at the time of trade preparation and execution, your cash assets may be pooled with those belonging to other clients, which means that you do not have a claim against a specific sum in a specific account; any claim would be against the client cash assets pool in general. It may also use a third party bank or credit institution, which may hold your cash assets in an omnibus account. Whilst Huddlestock takes due skill, care and diligence in selecting those banks and credit institutions, neither the Custodian nor its master custodian accepts liability for any act, omission or default on the part of such institutions. Where your cash assets or investments have been passed on by either Huddlestock or the Custodian to any trusted third party in connection with a transaction (for example an exchange, clearing house, intermediate broker, settlement agent or over-the-counter counterparty either in Germany or in a jurisdiction outside Germany or the EEA), your money or investments may be at risk in the event of the insolvency of such third party. Any interest earned on your cash deposits will be distributed, if applicable, in line with our Fees Policy which form part of this Agreement.

      2. 18.6.2 Overdrafts

        Overdrafts are not permitted on any account. If an overdraft arises as a result of an error by either Huddlestock or the Custodian, we will correct the position and credit any interest incurred. We will notify you of any other overdrafts, however caused, and you must send us sufficient funds to cover the overdraft and any debit interest incurred within 14 calendar days of the notification. Interest may be charged at the rate of six per cent over the Barclays Bank plc base rate as from the settlement date. If we do not receive sufficient funds to cover the overdraft, we may sell sufficient investments at our discretion to cover it and any debit interest incurred. We may, at our discretion, require you to maintain a minimum cash balance on your account. If, after a period of six years, any balances are unclaimed, the Custodian will stop treating it as client cash assets. Huddlestock and its Custodian will however take reasonable steps to return any balances to you, and the Custodian will honour any subsequent valid claim against those balances.

      3. 18.6.3 Investments

        There are three ways that the Custodian can hold investments for you: (a) in the name of a nominee company controlled by the Custodian, a member of its group or by a recognised or designated investment exchange; or (b) in the name of a third party (or its nominee) selected by the Custodian in accordance with the BaFin rules (an Eligible Custodian); or (c) in your own name. This will only be the case when it has been specifically requested by, and agreed with, you. If any investments are registered in your own name, the consequences of such registration are entirely your responsibility. Non-UK investments may be registered or recorded either in the name of the Custodian or in the name of an Eligible Custodian but only where the Custodian has taken reasonable steps to determine that it is in your best interests to do so, or it is not feasible to do otherwise because of the nature of the applicable law and market practice. The Custodian does not hold any bearer investments, but an Eligible Custodian might. The Custodian exercises due skill, care and diligence in the selection, appointment and periodic review of Eligible Custodians and the arrangements for the holding and safekeeping of your investments, but is not liable for any act, omission or default of any Eligible Custodian except where caused by the negligence, fraud or willful default of the Custodian or its nominee company. Although the Custodian seeks to ensure that adequate arrangements are made to safeguard your ownership rights (especially in the event of its own insolvency) your investments may be at risk if an Eligible Custodian becomes insolvent. Investments registered or recorded in the name of the Custodian or a relevant nominee company controlled by the Custodian or an Eligible Custodian may be held in an omnibus account, or pooled with those of one or more of our or the Custodians other clients. As a result, your individual holdings and entitlements may not be identifiable by separate certificates, physical documents or equivalent electronic entries on the register. In the event of an irreconcilable shortfall following any loss by or default of the Custodian or Eligible Custodian responsible for such pooled investments, you may not receive your full entitlement and may have to share in a proportion of the shortfall. A further effect of pooling can be that, following an allocation or share issue that favours the small investor, your allocation may be less than it otherwise would have been, had your investment been registered in your own name. If non-UK investments cannot be segregated from investments belonging to the Custodian or the relevant Eligible Custodian, your protection may be less should a default occur on the part of the person in whose name the investments belonging to you are recorded, because your investments will not necessarily be separately identifiable and may be subject to third party claims (including claims by general creditors) made against the Custodian or the relevant Eligible Custodian. Investments belonging to you that are held overseas may, in any event, be subject to different settlement, legal and regulatory requirements from those that apply in the United Kingdom or the EEA. Your rights in relation to them may therefore differ. You should also be aware of, and acknowledge that, any investments held with the Custodian, an Eligible Custodian or depositary may be subject (under applicable local law) to a right of security, lien, set-off, retention or sale or other encumbrance in favour of such custodian or depositary. Further details are given in paragraph 18.7. The Custodian reserves the right to refuse to hold any investments on your behalf.

    7. 18.7 Right of Retention and Set-Off
      1. 18.7.1 The Financial Services Compensation Scheme

        The Custodian reserves a right of retention with respect to all cash assets, securities or other assets of any description paid or delivered (or which are due to be paid or delivered) to the Custodian for your account and you confirm that all such cash assets, securities or other assets will be paid or delivered free and clear of any charge, lien or encumbrance and that you will not deal with any such cash assets, securities or other assets other than in accordance with these Terms or with the prior written consent of the Custodian. In the event that: (a) the Custodian does not receive cash assets or securities from you when due (as shown in the relevant contract note or advice); or (b) you do not take all such steps as may be necessary to secure the due and prompt settlement of any transaction; or (c) the Custodian reasonably considers that you have not performed, or are unlikely to perform, your obligations under these Terms, the Custodian may without further notice to you, enter into any other transaction or do such things in order to reduce or eliminate its liability under any transaction, position or commitment undertaken for you. Where, for whatever reason, you or we are in default of obligations to the Custodian to make any payment of cash assets or delivery of securities or meet any other contractual obligations in respect of any transactions from your account, then: (a) until such time as you or we have fully discharged the relevant obligations: (i) the Custodian shall have no obligation to account to you or any other person for any investments or cash received by the Custodian or any Eligible Custodian (or its nominee) for your account; and (ii) neither you nor any other person shall have any right, title or interest in or to (including any charge, pledge, lien or other security interest) any investment or cash received by the Custodian or an Eligible Custodian (or its nominee) for your account. (b) without any requirement to give any prior notice to you, us or any other person, the Custodian may: (i) sell or otherwise dispose for value any investments received by it or an Eligible Custodian for your account and apply the proceeds (net of costs) in discharge or reduction of the relevant obligations which are then due and payable, but unpaid; and (ii) apply any cash received by it or an Eligible Custodian for your account in discharge or reduction of the relevant obligations which are then due and payable, but unpaid, and shall pay to you any surplus that is not so applied. (c) upon the Custodian exercising its rights under (b) above, the Custodian shall have no further obligation, and neither you nor we shall have any right to require the Custodian to account to you or any other person for any investment or cash assets received by the Custodian or an Eligible Custodian (or its nominee) under the relevant settlement. Any provision that purports to create any charge, pledge, lien or other security interest in or to investments or cash received by the Custodian or an Eligible Custodian (or its nominee) under a relevant settlement shall be disapplied and be of no effect in relation to any such investments or cash. If the proceeds of such cash or investments are insufficient to cover the whole of your liabilities you will remain liable to the Custodian for the balance; (d) the Custodian rights under this paragraph are created by way of reservation by the Custodian under its right, title and interest in and to investments and cash assets received by it (or its nominee on behalf of the Custodian) as being for your account and not by way of grant by you or any person; and accordingly, nothing in this clause is intended to, or shall, create any charge, pledge, lien or other security interest by you or any other person in favour of the Custodian in or to any such investments or cash; (e) the rights reserved to the Custodian by this paragraph are cumulative with the Custodian right to assert any general lien or set- off against securities, cash or other assets (including documents of title) held by or to the order of the Custodian for you as continuing security for (i) all sums that become due from you or from us (so far as they relate to any transaction for your account) to the Custodian; and (ii) the performance of any other obligation owed by you or by us (insofar as it relates to any transaction for your account) to the Custodian. You hereby authorise the Custodian to set-off, transfer or apply (without prior notice) any indebtedness, liabilities or obligations of the Custodian to you in or towards the satisfaction of any indebtedness, liabilities or obligations or any sum that is due from you to the Custodian in any respect whatsoever (whether or not expressed in the same currency and including, without limitation, any payment of fees or charges due to the Custodian and payments pursuant to any indemnity). In exercising any right or remedy pursuant to these Terms, the Custodian is authorised to effect such currency conversions and enter into such foreign exchange transactions with, or on behalf of, you at such rates and in such manner as the Custodian may, in its absolute discretion, determine. You acknowledge and accept that in exercising any right or remedy pursuant to these Terms, the Custodian will be acting on its own behalf rather than executing your orders and will not be liable to you in respect of any choice made in selecting the investments sold. Huddlestock has undertaken to guarantee the performance of your obligations to the Custodian under these Terms. Consequently, you agree that Huddlestock is entitled to the same rights against you and over your assets as the Custodian has under its right of set-off and powers of sale described in these Terms. The Custodian will remain the principal custodian of your assets.

    8. 18.8

      We may review and change the custody arrangements at any time and we will communicate such changes to you in accordance with these terms and conditions.

  19. 19. Statements, reports and valuations

    1. 19.1

      We will report transaction and account information to you in near-real-time. Where requested, we will also provide periodic statements to you electronically.

    2. 19.2

      Your periodic statements will include details of the investments held in your account; their value; the transactions carried out during the relevant period; the total fees payable to us during the relevant period and any associated costs and any income, interest or corporate actions.

    3. 19.3

      Your investments will be valued on a continuous basis according to the market price of the investments at the relevant time.

    4. 19.4

      You may also receive additional periodic statements from any custodian we appoint to hold your investments or client cash assets. This information may also form part of the periodic statements we send to you.

  20. 20. Crediting and withdrawing cash assets

    1. 20.1

      You can credit your account in numerous ways, including one-off payments and recurring payments.

    2. 20.2

      You can ask to withdraw any cash assets from your account at any time. Huddlestock endeavours to process withdrawals as quickly as possible but does not guarantee to any timescales. If Huddlestock receives an instruction from you to withdraw cash assets from your account after 12 pm (UK time) on a working day, Huddlestock may process that instruction on the next working day. If you have recently made a payment to your account, Huddlestock has to wait for that payment to clear before allowing you to withdraw any cash assets.

    3. 20.3

      Huddlestock will only return cash assets to the payment method you used to fund your account, unless we agree otherwise with you.

    4. 20.4

      We may refuse a withdrawal request (i) if we have reason to believe or suspect any unauthorised or fraudulent use of your account, (ii) if we doubt the validity of the withdrawal instruction, (iii) if we doubt the validity of the payment method to which the withdrawal will be made; (iv) or to comply with any other legal or regulatory requirements.

  21. 21. Fees and charges

    1. 21.1

      We will charge you a fee in relation to the Services we provide to you under these terms and conditions. Our current fees and charges are explained in our Fees Policy.

    2. 21.2

      We will deduct our fees and charges from your account either immediately or by the end of each working day. We will deduct any fees and charges firstly from any income received in your portfolio. If this is not sufficient, we will deduct the fees and charges from any cash assets available in your account. If your account contains an insufficient cash balance to settle our fees and charges, we may sell assets held as part of your portfolio to cover such fees and charges.

    3. 21.3

      We may change our fees and charges at any time and will notify you of any changes through your account on our Platform and/or by email.

    4. 21.4

      We may receive a commission from third parties when Huddlestock invests your cash assets. We will credit any such commission to your account.

    5. 21.5

      We may pay (or receive from third parties) fees in relation to referrals of business.

    6. 21.6

      You may have to pay other taxes or costs that apply which we do not charge or impose automatically. You are responsible for your personal tax affairs for any capital gains you make on your investments.

  22. 22. Our responsibility for losses

    1. 22.1

      If Huddlestock fails to comply with its obligations under the terms and conditions under this Agreement, we will be responsible to you for the loss or damage you suffer that is a foreseeable result of us breaking the Agreement. However, we will not be responsible for loss or damage that is not foreseeable. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time the Agreement was entered into, both parties knew that it will happen. If you use the Services for any commercial or business purposes, we will not be responsible to you for any loss of profit, loss of business, business interruption or loss of business opportunity.

    2. 22.2

      Except for the reasons set out in paragraph 22.4, we will not be responsible to you for any losses suffered or costs that you incur because:

      1. 22.2.1

        we relied on any information you provide to us;

      2. 22.2.2

        we acted in accordance with the provisions of the Agreement;

      3. 22.2.3

        you failed to perform the obligations we reasonably expected you would perform in accordance with this Agreement; or

      4. 22.2.4

        we failed to fulfil our obligations under the Agreement as a result of any abnormal and unforeseeable circumstances beyond our control, the consequences of which would have been unavoidable despite all efforts to the contrary.

    3. 22.3

      Except for the reasons set out in paragraph 22.4, we will not be responsible to you for any losses you incur or any tax liabilities arising from the investments in your portfolio with us.

    4. 22.4

      We do not exclude or limit 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; for fraud or fraudulent misrepresentation; or for breach of your legal rights in relation to the Services we provide.

  23. 23. Risk

    1. 23.1

      As with any investment activity, there are a number of risks involved when you use our Services. Our Risk Warning includes some of the risks associated with investing and use of our Services. We set out below some other factors you must consider before and while using our Services.

    2. 23.2

      We may indicate how your investment might perform based on past performance information available to us. Past performance is not a guide to future returns. We cannot guarantee the performance of any particular investments or that we will be able to achieve your investment goals. All returns are variable and you should generally invest on a long term basis.

    3. 23.3

      Huddlestock will invest your cash assets based on your instructions in financial instruments whose price depends on fluctuations in the financial markets outside of our control. Huddlestock may also invest on your behalf based on your instructions in products that hold overseas investments, which will be subject to changes in currency exchange rates. You must be aware that the cash assets you instruct to be invested through Huddlestock are at risk and you may receive back less cash assets than you invested.

  24. 24. Suspending or closing your account

      Your right to end this Agreement

    1. 24.1

      You may cancel this Agreement and close your account with us at any time without incurring additional fees or charges. Once you have told us you wish to close your account, we will settle all outstanding transactions on your account and sell any investments you hold at the best price obtainable at the time but we will not be responsible for any losses incurred by you in relation to the sale of such investments. We will then deduct all applicable fees and charges due to us before returning the balance in your account to you as soon as reasonably possible.

    2. 24.2

      Once we have closed your account, these terms and conditions will no longer apply to the relationship between you and us. However, our Platform terms of use and privacy policy will still apply and we may continue to hold data about you and your account for legal or regulatory reasons.

    3. Our right to suspend your account or end this Agreement

    4. 24.3

      We may terminate your account for any reason by providing you with 30 days' notice through our Platform, by email or by post. Once we have notified you that we will be closing your account, we will settle all outstanding transactions on your account and sell any investments you hold at the best price obtainable at the time. We will then deduct all applicable fees and charges due to us before returning the balance in your account to you by the end of the 30 day notice period.

    5. 24.4

      We may immediately suspend or terminate your account, or place other restrictions on your account, if:

      1. 24.4.1

        you fail to pay any amount due to us under the Agreement within 30 days of us notifying you of the amount unpaid;

      2. 24.4.2

        you commit a serious breach of the Agreement which cannot be remedied or, if it can be remedied, you fail to remedy the breach within 30 days of us notifying you that we propose to terminate the Agreement;

      3. 24.4.3

        we suspect any fraudulent, criminal, suspicious, malicious or other similar activity on your account. We may do this to comply with our legal obligations. If we take such action, we will be under no obligation to provide reasons in advance;

      4. 24.4.4

        we or you become bankrupt or insolvent, in which case we will notify you as soon as reasonably possible that we have suspended or terminated your account; or

      5. 24.4.5

        we are required to do so for regulatory or legal reasons, in which case we will notify you as soon as reasonably possible that we have suspended or terminated your account unless we are prevented from doing so by law or regulation.

    6. 24.5

      If we suspend your account in accordance with paragraph 24.4, the following provisions apply:

      1. 24.5.1

        we may prevent you from accessing your account or some of the features on your account, or any other reasonable action (including those we have to take by law or to protect us);

      2. 24.5.2

        we may also sell any investments you hold at the best price obtainable at the time where we consider it to be in your best interests or to protect us. We will deduct any applicable fees and charges due to us if we do this;

      3. 24.5.3

        your cash assets will remain as cash in your account until we reactivate your account or terminate your account in accordance with paragraph 24.6. However, you can ask us to withdraw your cash assets in accordance with paragraph 24.5.4; and/or

      4. 24.5.4

        you can ask to withdraw the cash assets held in your account while your account is suspended and we will try to return your cash assets to you as soon as reasonably possible. However, we may not be able to return your cash assets to you or tell you why we cannot return your cash assets to you for legal reasons.

    7. 24.6

      IIf we terminate your account in accordance with paragraph 24.4, we will settle all outstanding transactions on your account and sell any investments you hold at the best price obtainable at the time. We will then deduct all applicable fees and charges due to us before returning the balance in your account to you as soon as reasonably possible, unless we are unable to return your cash assets to you for legal reasons.

  25. 25. Notices

    1. 25.1

      We will provide you with any notices or other correspondence relating to your account through the messaging options within your account on our Platform or by email to the email address you provided to us when you opened your account (or to the email address you last notified to us when you updated your account details). It is your responsibility to keep the contact details you provide to us up to date.

    2. 25.2

      You can provide us with any notices or other correspondence relating to your account through the messaging facility within your account on our Platform or by email or post using the details on our Contact Us page.

    3. 25.3

      We offer no guarantee that any electronic communications will be successfully delivered or that they will be secure and free from viruses. In the event that you do not receive a communication we send to you for any reason beyond our reasonable control, we will not be responsible for any loss, damage, expense, harm or inconvenience caused as a result of you not receiving such communication.

  26. 26. Complaints

    1. 26.1

      We seek to provide the best possible service to all our customers. In the unfortunate event that you wish to make a complaint, you can contact us through:

      Lakeview Capital Market Services GmbH, Andechserstr.36, 82319 Starnberg, Germany, Tel: +49-8151-919-3891,
      E-Mail: info@lakeview-cms.com
      Handelsregisternummer: HRB 177226

      OR

      Email: contact@huddlestock.com
      Telephone: +44 (0)20 3824 0250

    2. 26.2

      Please provide as much information as possible to enable us to fully investigate your complaint. We will handle all complaints in accordance with our complaints procedure, which is available upon request.

  27. 27. Transferring rights under these terms and conditions

    You may not transfer your rights or obligations under these terms and conditions to any other party. We may transfer our rights and obligations under these terms and conditions and will provide you with prior notification of any such transfer.

  28. 28. Delegation

    We may perform our Services to you through associated companies or trusted third parties. We will take all reasonable steps to guarantee that any such party is suitably competent to provide such Services. You agree that we may provide information about you and your accounts to any such parties.

  29. 29. Changes to these terms and conditions

    1. 29.1

      We reserve the right to change these terms and conditions by giving you 14 days' advance notice. We will notify you through your account on our Platform and/or by email.

    2. 29.2

      We may change these terms and conditions to take effect immediately if the changes are not disadvantageous to you, are minor or are required to ensure we continue to comply with applicable laws and regulations. In these circumstances, we will make the new terms and conditions available to you on our Platform the next time you log in.

  30. 30. Failing to exercise our rights

    Huddlestock may delay enforcing its rights under this Agreement due to circumstances it cannot control. A delay within reason does not imply that we will not exercise our rights under this Agreement.

  31. 31. Construction

    Each of the paragraphs of these terms and conditions operate separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.

  32. 32. Third party rights

    No other third parties other than those mentioned in this Agreement can claim any rights under this Agreement.

  33. 33. Governing law

    This Agreement is governed by German law and the guidelines issued by the Bundesanstalt für Finanzdienstleistungsaufsicht (BaFin), postal address Marie-Curie-Str. 24-28, 60439 Frankfurt, Germany. Any disputes will be settled by German jurisdiction.