BondMason IF ISA

Terms and Conditions

 

Please read your BondMason ISA Terms and Conditions. You must accept these terms and conditions in order to open your BondMason ISA account. These terms and conditions will apply in conjunction with the General Investor Terms and Conditions.

1. Your BondMason ISA account

1.1. Your BondMason Individual Savings Account (your “BondMason ISA Account”), will be an Innovative Finance ISA (IFISA).

1.2. The ISA Manager of your BondMason ISA is Northern Provident Investments Limited, which is authorised and regulated by the Financial Conduct Authority. We have arranged for the ISA Client Money Services Provider, GCEN, to hold the client monies in relation to your BondMason ISA.

1.3. The BondMason ISA is only available to customers who have an Investment Account in their sole name and who are solely beneficially entitled to any cash or investments in the BondMason ISA.

1.4. As explained in the Brochure, the BondMason ISA invests in Bonds issued by Absolute Return Bond I Ltd or an Absolute Return Bond I Ltd Associate and pay a fixed rate of interest. Your BondMason ISA investments (i.e. the Bonds) will be, and must remain in, your legal and beneficial ownership and must not be used as security for a loan.

1.5.Your first Subscription will be invested in Bonds on the first Bond issue date (which issue dates are set out in the Brochure) after the expiry of the 14-day cancellation period explained in paragraph 4.

1.6. The contractual terms for your BondMason ISA comprise these BondMason ISA Terms and Conditions and your completed Application together with the additional terms and conditions to which these BondMason ISA Terms and Conditions refer.

2. Opening your BondMason ISA Account

2.1. To open your BondMason ISA Account, you must submit a completed Application, together with your payment of any amount between the minimum Subscription indicated in paragraph 3.4 and up to the maximum annual Subscription allowance for a BondMason ISA as per paragraph 3.5.

2.2. You may subscribe to an ISA in any Tax Year (i.e. period starting on 6 April of one year and ending 5 April of the following year) for which you are either resident and ordinarily resident in the United Kingdom; or, although non-resident in the United Kingdom, perform duties of a Crown employee which are treated as being performed in the United Kingdom, or are the spouse or civil partner of such a person.

2.3. In your Application, you must make a declaration in the required terms set out in our Application. Making this declaration will allow you to subscribe for a BondMason ISA in the Tax Year that you make the declaration and for each subsequent Tax Year, provided you make a Subscription to your BondMason ISA every Tax Year. If you do not make a Subscription to your BondMason ISA one year, then when you next want to subscribe to your BondMason ISA you will have to make a new declaration.

2.4.If your Application is accepted by us, we will confirm the opening of your BondMason ISA Account with us. (We may decline an Application to open a BondMason ISA Account.)

2.5. In accordance with the ISA Regulations you are not eligible to apply if you have already subscribed to another IFISA in the same Tax Year, or if you have already subscribed the maximum available allowance to a cash ISA and/or stocks and shares ISA and/or lifetime ISA, in the same Tax Year as you are applying for this IFISA. These restrictions do not apply if you are:

2.5.1. transferring an existing IFISA from another ISA provider to the BondMason ISA (in circumstances where this is permitted under the ISA Regulations), or

2.5.2. where you have already subscribed the maximum allowance to a cash and/or stocks and shares and/or lifetime ISA and this is transferred to this IFISA.

2.6. If you have any questions, doubts or issues relating to ISAs or your eligibility to hold an ISA, you should consult the HMRC website (https://www.gov.uk/government/organisations/hm-revenue-customs) or contact them directly.

2.7. Any documents evidencing your title to the Bonds investments in your BondMason ISA Account will be held by us or as we may direct.

2.8. We will satisfy ourselves that any person to whom we delegate any of our functions or responsibilities under the terms agreed with you is competent to carry out those functions and responsibilities.

2.9. We will notify you if, by reason of any failure to satisfy the provisions of the ISA Regulations, your BondMason ISA Account has, or will, become void. If the failure cannot be corrected or if you fail to take any action requested by us in writing within a reasonable period of time, we may close your BondMason ISA Account by written notice.

2.10. If you do not place any money in your BondMason ISA Account during a Tax Year, you will need to make a new declaration should you wish to make subscribe to your BondMason ISA Account in the following Tax Year.

2.11.We are obliged to confirm the true identity of all applicants and reserve the right to decline an application to open a BondMason ISA Account from you or accepting any subscriptions.  We may pass your personal information to a third-party identity and verification service in order to complete our identity and money laundering checks.

2.12. You must inform us if any declarations or confirmations you have made about your eligibility to hold an ISA no longer apply.

2.13. You must inform us immediately if you are no longer a UK resident or cease to perform duties of a Crown employee which are treated as being performed in the United Kingdom, or cease to be the spouse or civil partner of such a person.

2.14. The BondMason ISA Account is subject to the fees detailed in the schedule in paragraph 16 below.

 

3. Subscriptions and withdrawals

3.1.  All cash in your BondMason ISA Account will be held by our ISA Client Money Services Provider.

3.2.Subscriptions can be made into your BondMason ISA Account by transfer from your Investment Account. You can do this through the online BondMason ISA application portal: https://www.bondmason.com/chiltern-bondco

3.3. All Subscriptions must be in cash.

3.4. The initial Subscription into a BondMason ISA Account must be at least equal to the minimum required investment amount stated in the Brochure.

3.5. The maximum you can subscribe to a BondMason ISA is the maximum ISA limit per Tax Year as prescribed in the ISA Regulations.

3.6. The amount invested in Bonds shall be the Subscriptions you make this shall be your ISA Subscription.

3.7. If funds are subscribed into your BondMason ISA Account which exceed the amount prescribed in the ISA Regulations, then the excess Subscription will be transferred to your Investment Account to be held outside of your BondMason ISA Account.

3.8. You may make cash withdrawals from your BondMason ISA Account; however, you cannot generally expect to be able to withdraw funds which are invested in Bonds. Once any Subscription has been invested in Bonds, you should be aware that each Bond should usually be retained for its full term. It may be that a willing buyer may be found to whom this Bond may be sold but this is not assured.  The Bonds have a fixed term and are non-readily realisable investments which may not be capable of being sold.

3.9.Your BondMason ISA will be flexible as defined in the ISA Regulations. This flexibility means cash which is withdrawn can be replaced, in whole or part, within the same Tax Year and this will not affect your ISA subscription limit for that year. However, given the nature of the Bonds investments, this flexibility may not in practice be available.

3.10. You agree to reimburse us for any administrative fees, charges from HMRC or any tax authority incurred as a result of your failure to comply with ISA Regulations in opening your BondMason ISA Account, making Subscriptions or the operation of your BondMason ISA.

 

4. Cancellation

4.1. If you apply to open a BondMason ISA Account but decide you no longer want to proceed with your Application, you will have the right to cancel your account within 14 calendar days of the date your BondMason ISA Account is opened. You can do through the online BondMason ISA portal: https://www.bondmason.com/chiltern-bondco, or by contacting us by written notice, phone or email. Our contact details can be found here: online https://www.bondmason.com/chiltern-bondco or email us at isa@northernprovident.co.uk.

4.2. When your BondMason ISA Account is cancelled, any investments and money credited to your BondMason ISA Account will be transferred to your Investment Account. You can then proceed to use your Investment Account as per the General Investor Terms and Conditions.

4.3. You should note that your cash Subscription will not be applied in the purchase of Bonds until after the 14-calendar day cancellation period has expired.

4.4. If you choose to cancel your BondMason ISA Account within the 14-day cancellation period outlined in clause 4.1, you will remain eligible to open another IFISA with us or an IFISA with another ISA provider. This will not apply if you cancel your BondMason ISA after this period.

 

5. Account closure

5.1. If you wish to close your BondMason ISA Account, you can do so by written notice or phoning us or email. Our contact details can be found here: https://www.bondmason.com/chiltern-bondco

5.2. If you have subscribed to your BondMason ISA Account during a Tax Year and then close the Account, and do not arrange with another ISA provider to transfer the money in your account to them, you will not be able subscribe to another IFISA with another ISA provider in the same Tax Year.

5.3. If you have subscribed to your BondMason ISA Account during a Tax Year and then close the Account, you will be able to re-open the BondMason ISA Account with us during the same Tax Year.

5.4. We may close your BondMason ISA Account with immediate written notice to you if we are directed to close it by HM Revenue & Customs.

5.5. If you or we close your BondMason ISA Account, any investments and money credited to your account will be transferred to your Investment Account. It may be that the Bonds will have to be held to their full term and so held outside of your BondMason ISA Account. You can then proceed to use your Investment Account as per the General Investor Terms and Conditions.

5.6.In closing your BondMason ISA Account we may deduct any sums due to us.

5.7. You will reimburse us any amounts required to be paid in tax or otherwise if you close your BondMason ISA Account.

 

6. Void accounts

6.1.We will notify you, by reason of any failure to satisfy the provisions of the ISA Regulations, if all or part of your BondMason ISA Account has or will become invalid.

6.2. If the failure can be corrected, we will repair your BondMason ISA Account. You will be charged the Repair Fee for the administration of an account if we are required to repair your BondMason ISA Account.

6.3. If the failure cannot be corrected, your BondMason ISA Account will be voided. You will be charged the Void Fee for the administration of an account if we are required to void your BondMason ISA account.

6.4. The Repair Fee or the Void Fee, if applicable, will be paid from any available cash in your BondMason ISA Account or upon demand.

 

7. Death or bankruptcy

7.1. In the event of your death, ISA tax exemptions will no longer apply. Any interest or gains in respect of investments that arise after the date of death to the date of closure of your BondMason ISA Account will not be exempt from tax.

7.2. When we receive notification of your death we will suspend all transactions and investments in your BondMason ISA Account. ISA tax exemptions will no longer apply from the date of death.

7.3. We may require a grant of probate or letters of administration before releasing any Bonds or monies (as appropriate) in your BondMason ISA Account to your executors.

7.4. Your BondMason ISA Account will be valued for probate as at the death and dealt with as instructed by your executors.

7.5. We will support the setting up of a BondMason ISA based on Additional Permitted Subscriptions (APS) for your spouse in accordance with the ISA Regulations.

7.6. In the event of your bankruptcy, ISA tax exemptions will no longer apply from the date on which a trustee is appointed to manage your estate.

7.7. If we receive notification of your bankruptcy we will close your BondMason ISA Account and any investments and money credited to your BondMason ISA Account will be transferred to your Investment Account as per our General Investor Terms and Conditions.

7.8. A Valuation Fee is applied for a valuation of the deceased's BondMason ISA Account that may be required for grant of probate.

7.9. You will be charged an Insolvency Fee for the administration of a BondMason ISA Account should we receive a bankruptcy order.

7.10. The Bankruptcy Fee or the Valuation Fee, if applicable, will be paid from any available cash in your BondMason ISA Account or upon demand.

 

8. Transfers in

8.1. You may transfer money into your BondMason ISA Account with us from an existing ISA with another provider, in cash only. An online transfer-in form will need to be completed online through the online BondMason ISA portal: https://www.bondmason.com/chiltern-bondco and then we will send you a Transfer Authority form to approve and sign. We can then arrange for the funds to be transferred to us from your existing ISA provider in accordance with your instructions and ISA Regulations.

8.2.The transfer process will begin on the date we receive the Transfer Authority form or the date you stipulate for us to begin the transfer process, whichever is later. We will then send your request for the transfer of money in from your existing ISA to your previous ISA provider together with confirmation that we will accept the ISA transfer, within 5 business days of receiving your Transfer Authority form.

8.3. The amount invested in Bonds shall be the amount of the Transfer you make.

 

9.Internal transfer into your BondMason ISA Account

9.1. Cash in your Investment Account (non-ISA account) can be transferred into your BondMason ISA Account so long as it is not currently invested.  Such transfers in shall be classed as Subscriptions.

 

10. Transfers out

10.1. All transfers must be made in cash.

10.2. If you choose to make a transfer from your BondMason ISA Account to another ISA provider which can accept the transfer of the Bonds investments in your ISA account, or where appropriate to withdraw funds, you will be charged a Transfer Out Fee, which will be paid from the amount you wish to transfer out.  We also deduct any future Fees payable to Us up to the time of your transfer out.

10.3. You may transfer your current year's ISA subscriptions in whole, and/or parts of any funds (together with interest) in your account from previous Tax Years to another ISA provider in accordance with the ISA Regulations and these conditions. You will need to contact your other ISA provider to arrange a transfer and you can choose the date funds are transferred, subject to us being allowed a reasonable period to implement that transfer. That reasonable period shall not exceed 30 days and shall be consistent with the requirements of the ISA Regulations.

 

11.Existing Investments

11.1.If you are an existing Investment Account holder, you cannot transfer existing investments from your Investment Account into your BondMason ISA Account.

 

12. Changes to Terms and Conditions

12.1. We may, at any time, change these BondMason ISA Terms and Conditions by giving you written notice. Such amendment will take effect on the date specified in the written notice. For the avoidance of doubt, these changes may impact our fees and charges or the level of service provided. Any amendment that adversely affects you will not apply to sums already lent out.

12.2. We may amend these BondMason ISA Terms and Conditions if it believes it necessary to respond proportionally to changes in law and regulations.

12.3. We may also amend these BondMason ISA Terms and Conditions to reflect changes to our systems, administrative processes and procedures, market practice or client requirements and to reflect other legitimate cost increases (or reductions) associated with providing your BondMason ISA.

12.4. You will be given at least 30 days' notice in respect of any changes to these BondMason ISA Terms and Conditions unless the specific circumstances require a shorter or longer period. Any amendments will comply with any applicable laws and regulations.

 

13. Administration of your BondMason ISA

13.1. The management of your BondMason ISA Account will be subject to the ISA Regulations. Any changes made by HMRC to the ISA Regulations that affect these terms will apply as soon as they come into effect.

13.2. We will inform you if your BondMason ISA Account has or will lose its tax exemption through any failure to meet the ISA Regulations. If an investment which was previously allowed under the ISA Regulations ceases to be allowed, We will notify you and provide instruction to transfer it out of the BondMason ISA Account.

13.3 These BondMason ISA Account terms are based on our understanding of current law and HMRC's practice as at April 2017.  These may change in the future and the favourable tax treatment of ISAs may not be maintained.

 

14. Change of ISA manager

14.1. The management of your BondMason ISA Account, and its investments and cash, may be transferred to another HMRC approved IFISA manager if We and Absolute Return Bond I Ltd so agree and subject to Us being able to implement the transfer in accordance with our legal and regulatory obligations.  There will be no charge for any such transfer and in such an event your IFISA will continue to be provided in accordance with these terms and conditions subject to such amendments as are notified to you at the time of transfer.

 

15.Payment and Transactional Arrangements

15.1. All payments and transactions to and from your BondMason IFISA are handled by the ISA Client Money Services Provider and are subject to the ISA Client Money Services Provider’s Terms and Conditions.

 

16. Fees Schedule

16.1. The following Fees shall apply to your BondMason ISA:

Type of fee

When Fee is due

Amount (GBP)

Transfer out Fee

Payable upon initiation of a transfer out

£50

Insolvency Fee

Payable upon notification of bankruptcy or insolvency

£50

Valuation Fee

Payable upon request being received

£75

Repair Fee

Payable upon your BondMason ISA Account being repaired

£50

Void Fee

Payable upon your BondMason ISA Account becoming void

£50

Paper correspondence Fee

Where requested by You, or required to be issued by Us.

£12 per correspondence

 

17.Definitions

17.1. 'We', 'Us' or 'Our' means Northern Provident Investments Limited authorised and regulated by the Financial Conduct Authority under firm reference number 647948.

17.2."Account" means a BondMason ISA Account, which is an IFISA

17.3.  'Application’ means an application to set up a BondMason ISA, whether by way of a new subscription or a transfer of an existing ISA in such form as we require

17.4. 'Bonds’ means bonds which are eligible investments for an ISA issued by the Absolute Return Bond I Ltd or an undertaking in the same group as the Chiltern BondCo Ltd as defined in section 421 of the FSMA and such other company as either of such companies shall notify to Us should be treated as a client company associate, as outlined in the Brochure and of which full details are set out in the information memorandum or prospectus for the relevant bond issue which is available on the online BondMason ISA portal: https://www.bondmason.com/chiltern-bondco

17.5. 'Brochure' means the brochure relating to the BondMason ISA which is provided to each investor before he submits his application for a BondMason ISA.

17.6. 'Business days' refers to any day other than Saturday, Sunday or a Bank holiday in England and Wales.

17.7. ‘BondMason Associate’ means an undertaking in the same group as the Absolute Return Bond I Ltd (group being as defined in section 421 of the Financial Services and Markets Act 2000) and such other company as one of those companies shall notify to Us should be treated as a group company

17.8. 'ISA Client Money Services Provider' and ‘GCEN’ means Global Currency Exchange Network Limited (a company incorporated in England and Wales under company number 04675786, the registered office of which is at The Old Barn, Oast Business Park, Redhill, Wateringbury, Kent, ME18 5NN, England and which is authorised and regulated by the United Kingdom’s Financial Conduct Authority under the Payment Services Regulations with registration number 504346) and/or Global Custodial Services Ltd (a company incorporated in England and Wales under company number 08321940, the registered office of which is at The Old Barn, Oasts Business Village, Red Hill, Wateringbury, Kent, ME18 5NN, England and which is authorised under the Financial Services and Markets Act 2000 with authorisation number 595875), or such other party as from time to time selected by us to hold client monies in relation to the BondMason ISA.

17.9.'BondMason ISA' means your BondMason ISA which is an Innovative Finance ISA account held with Us.

17.10.‘Investment Account' means your non-ISA account held with Us and subject to the General Investor Terms and Conditions

17.11. ‘Fees’ means the monies payable to us in accordance with the Fees Schedule.

17.12.‘General Investor Terms and Conditions’ means the terms and conditions applied by us to the Investment Account which can be found at online BondMason ISA portal: https://www.bondmason.com/chiltern-bondco

17.13.‘Tax Year’ means the 12-month period commencing upon the 6th April or any other date which HMRC determines

17.14.'HMRC' means Her Majesty's Revenue & Customs.

17.15. 'ISA' means Individual Savings Account.

17.16. 'IFISA' means Innovative Finance Individual Savings Account.

17.17. 'ISA Regulations' or 'Regulations' means the Individual Savings Account Regulations 1998 (as amended or replaced from time to time).

17.18.'Subscription' means any new contribution made by you to your BondMason ISA Account during a Tax Year.

17.19. ‘Transfer’ means any amount transferred in to your BondMason ISA Account from a previous ISA account.

General Investor Terms and Conditions

Please read these terms and conditions carefully. You should only use the Systems and services provided via the Platform if you have read in full and agree to these General Investor Terms and Conditions (the “Terms”). If you do not agree to the Terms you must stop using our Platform immediately.

Investor Eligibility Criteria

  1. To be an investor on our Platform you must meet the following criteria:
    1.1 you must be an individual;
    1.2 you must be over 18 years old;
    1.3 you must have a valid bank or building society account;
    1.4 you must register your details on the Platform;
    1.5 you must only invest your own monies; and
    1.6 you must classify which type of investor you are as set out in the relevant Investment Opportunity pack and application form.

Our Responsibility

  1. We may in our sole discretion refuse any prospective investor from becoming an investor on our Platform regardless of whether the prospective investor meets the criteria in clause 3.
  2.  Our  principal role is to perform arrangement functions on behalf of the Bond Issuer in order to promote investment in Bonds to investors, to provide a stream-lined process for entering into such investments and to facilitate the payment and collection of sums due under an Investment,  or in connection with those Bond Investments and for the investors (or any trustee appointed on an Investor's behalf) to take certain actions  upon a Bond Issuer's default or if a Bond Issuer becomes, or is likely to become, insolvent as set out in these terms and conditions.
  3. We will not perform any management functions on an investor's behalf. The investor retains complete control and discretion over whether or not to make an investment; and over all other aspects of its participation in the Platform and investment made through it. Nothing We do and nothing on the Platform is intended to operate or be construed as advice or recommendation by Absolute Return Bond I Ltd or an Absolute Return Bond I Ltd Associate or Us to enter into an investment.
  4. An investor must form their own opinion regarding the suitability and creditworthiness of a Bond Issuer and undertake their own research, analysis and assessment of each Bond Issuer for each Bond and, where appropriate, seek their own independent financial and legal advice.
  5. While We believe that the security documents for a Bond might provide additional comfort as to the likelihood of repayment, We accept no responsibility for the likelihood of a Bond Issuer meeting its financial obligations to investors through the platform in circumstances where such recourse to the assets of the Bond Issuer is available.
  6. We accept no responsibility and disclaim all liability for any information about a Bond Issuer made available to prospective investors through the Platform. We may from time to time at the end of each month, but accept no obligation, update or amend at any time Bond Issuer's information (including between when the Investment Opportunity is first made available and when it is entered into, and during the term of any investment).
  7. You warrant to Us that all information provided to us in the course of the registration and investing process is true and accurate in all respects. You will update us if any of the information You provide to Us changes.
  8. Once You are registered on the Platform and have applied to invest through the Platform we may carry out identity, address and fraud checks on You. We use our own internal guidelines when assessing applications but have complete discretion as to whether to allow You to be an investor on the Platform. If We cannot get adequate information from our ID, address and fraud checks, then We will ask you to send us copies of relevant passports or other identification documents plus a utility bill no more than 3 months old for your home address and anything else that We may require. If You do not provide all appropriate identification documents You will not be able to invest on the Platform. We may also suspend or place limitations on trading on your Investment Account at any time if we believe it is appropriate in order to comply with our legal obligations.
  9. There are no fees payable to set up an Investment Account. In order to make an investment in Bonds, you will need to provide money through the Platform, using GCEN which acts as the Client Money Services Provider
  10. Money in your Investment Account will be held by GCEN until or unless it is invested in the BondMason ISA or other Investment Opportunity, and so transferred to the relevant Bond Issuer, at which time it will be transferred to the relevant Bond Issuer's account.
  11. Investing money on the Platform involves risk to your capital. If you suffer a loss on your Investments, either by the Bond Issuer not repaying the investment or otherwise, you are not entitled to compensation from the Financial Services Compensation Scheme ("FSCS").
  12. When you invest money via the Platform you will enter one or more Investment Contracts relating to your selected Investment Opportunities; each of these agreements are shown in the information area for each Investment Opportunity available on the Platform.

Our Role

  1. We perform an administrative role in matching the Bond Issuer and investors and in facilitating payments and onward distribution of funds. If We cease trading, we will have arrangements in place with a third-party back-up servicer who would take on our servicing obligations.

Investment Account Registration

  1. Upon registering with Us, You must provide an email address and enter a password. These must be used in order to access certain restricted parts of the Platform. Each time you access your Investment Account you will need to enter your email and password. Your email and password are unique to your Investment Account and are not transferable.
  2. Your email and password are how we identify you, and so you must keep them secure at all times. You are responsible for all information and activity on the Platform by anyone using your email and password. If you authorise an employee, sub-contractor or agent to use your Investment Account you will be responsible for their activity on the Platform. Any breach of security, loss, theft or unauthorised use of an email, password must be notified to us immediately by email or telephone. Until you notify us you will be responsible for any unauthorised access to confidential information on the Platform.
  3. You agree not to adapt or circumvent the systems in place in connection with the Platform, nor access our Systems other than by using the credentials assigned to you and by following the instructions that we have provided for that type of connection.
  4. We reserve the right not to act on your instructions where we suspect that the person logged into your Investment Account is not you or we suspect illegal or fraudulent activity or unauthorised use.
  5. We can refuse to act on any instruction that we believe was unclear, not given by you, might cause us to breach a legal or other duty or if we think the Platform is being used for an illegal purpose.
  6. Your Investment Account will show:
    1. the amount of funds in your Investment Account and the amount you have invested;
    2. details, including details of any assets which Bond Issuers have pledged as security for investment contracts, a short description of Bond Issuer’s requirements and business information;
    3. certain personal details; and
    4. information about the Platform.

Cancellation rights

  1. You have a legal right to cancel your Investment Account within 14 days after the date that you receive an e-mail from Us to confirm that you have registered with the Platform. Advice about your legal right to cancel is available from your local Citizens' Advice Bureau or Trading Standards office.
  2. In the event that any monies have been paid by you to Us, these shall be reimbursed to you in full within 14 days of the date you inform us of your decision to cancel.
  3. Cancellation of any Investment Contract and the return of any monies you have invested is subject to the terms of cancellation in the relevant Investment Contract.  Cancellation is available in respect of the BondMason ISA within a 14-day period but in most circumstances it is unlikely that you will be able to cancel any Investment Contracts once you have entered into them.

The investing process

  1. You can invest money by selecting Investment Opportunities to invest in Bonds on our Platform.
  2. We reserve the right to remove Investment Opportunities from the Platform at any time for any reason.
  3. Information in the investments page includes: the investment amount; the security value of the security assets, details of the Bond Issuer’s business, a short description of the Bond Issuer’s requirements and how much of the Investment Opportunity is available.

The Investment Contracts

  1. Once you have paid monies into your Investment Account and agreed to transfer funds to the BondMason ISA or any other Investment Opportunities, you enter into the Investment Contracts and your money is then transferred from your Investment Account to the account of the Bond Issuer.
  2. Until the monies in your Investment Account have been invested into an Investment Opportunity, and the Investment Contracts are complete, no interest will be earned by you or paid to you on monies in your Investment Account.
  3. In some circumstances you may choose to invest in an Investment Opportunity and your monies will be held in your Investment Account by the Client Money Services Provider until the Investment Opportunity reaches a specific level of overall funding commitment from investors.  In such circumstances, the Investment Contracts will not be completed until the Investment Opportunity has reached the specified funding commitment
  4. Once completed a copy of the completed Investment Contract and associated documents will be shown in your Investment Account once you have completed your investment.
  5. Each Investment will be for the period specified in the Investment Contract applying to it.

Interest and repayments

  1. The Investment Contract governs the terms of repayment and payment of interest by the Bond Issuer.
  2. A Bond Issuer is liable to repay the investment to investors and to pay any interest on such investments in accordance with the terms for the issue of the relevant Bonds. We have no liability in respect of the repayment of investments and payment of any interest.
  3. All repayments and any interest received which is due to you will be paid to your Investment Account.
  4. All repayments and interest paid will be made to investors without deduction of income tax except where it is required by any direction issued by Her Majesty’s Revenue and Customs. It is your responsibility to account for any income tax and other personal taxes that may be payable to the appropriate authorities.

Security

  1. A trustee, acting as agent for the investor, will take a security by way of charge over the Issuer’s business assets as provided for in the Investment Contract.  Only the trustee will be able to enforce such charge.
  2. Where We have been provided with information by a relevant Bond Issuer, we may provide to you certain information about the assets of that Bond Issuer detailing such assets together with estimated sale value of such assets on enforcement. In such circumstances, any asset valuation provided will be indicative of the value of the asset or assets only and realisation on enforcement in connection with the sale of such asset or assets may be lower (or higher) than the value set out in the asset register. We accept no liability for any information provided in respect to the assets value.

Terminating your Investment Account

  1. If You no longer want to hold your Investment Account, and provided you have no Investment Contracts currently in force, you can let us know and We will close your Investment Account.
  2. We may terminate your Investment Account at any time if:
    39.1  You materially breach any of these Terms
    39.2 You materially breach any Investment Contract
    39.3 We suspect that you have committed fraud, been involved in money laundering or other criminal activities;
    39.4 You use the Platform or any information accessible on or obtained from it for the purpose of canvassing or soliciting any person or enticing any person away from Us.
    39.5 You use the Platform in any of the following ways:
          1. to send, use or reuse any material that is illegal, offensive, abusive, indecent, defamatory, obscene or menacing; or in breach of copyright, trademark, confidence, privacy or any other right; or is otherwise injurious to third parties; or objectionable; or which consists of or contains software viruses, political campaigning, commercial solicitation, chain letters, mass mailings or any “spam”.
    1. for fraudulent purposes, or in connection with a criminal offence;
    2. in any way that causes, or is likely to cause, Platform or access to it to be interrupted or damaged in any way;

Important Information

  1. We make no warranty or representation as to the ability of Bond Issuers to repay Investments or pay interest or fees on those Investments, and their credit risk, and we are in no way liable for the debts of Bond Issuers to you. When using your Investment Account you are investing entirely at your own risk.
  2. We charge the Bond Issuer(s) a fee for placing their Investments on our Platform.
  3. Information we may provide on the Platform of the likely rate of return on investments are based upon the Investment Contracts and are not guaranteed.
  4. The information on the Platform does not constitute advice, recommendation or an endorsement of Investment Opportunities or Bond Issuers. We do not offer advice on the investments, tax or legal matters. The information is not intended to be relied upon as a sole basis for deciding whether or not to invest to a particular business. If you require advice, you should contact an Independent Financial Advisor
  5. We make no representation or warranty as to the accuracy of the data displayed for Investment Opportunities, nor whether the information is up to date or error free.
  6. We do not guarantee that Investment Opportunities will be fully subscribed or that there will be sufficient Bond Issuers for you to invest to. If an investment fails to be fully subscribed, we shall inform you and you may withdraw your money from the Platform without interest.

Back-up servicer arrangements

  1. If We or our Platform were to fail or We become insolvent, We would transfer our obligations under these General Investor Terms and Conditions to a third party back up servicer.

General terms

  1. The information provided on the Platform is directed solely at and is for use solely by persons that meet our eligibility criteria. The content provided through the Platform is not intended for distribution to, or use by, any person or entity in any jurisdiction where such distribution or use would be contrary to applicable law or regulation.
  2. You are permitted to download and print content from this Platform solely for your own personal use or in the course of your business to the extent required to use the services provided on this Platform.  The Platform content must not be copied or reproduced, modified, redistributed, used or otherwise dealt with for any other reason without our express written consent.
  3. We will endeavour to allow uninterrupted access to the Platform, but access to the Platform may be suspended, restricted or terminated at any time.
  4. You agree to use the Platform only for lawful purposes and in a way which does not infringe the rights of any anyone else or restrict or inhibit anyone else's use and enjoyment of the Platform.
  5. You warrant that you have taken all reasonable precautions to ensure that any data you upload or otherwise submit to the Platform is free from viruses and anything else which may have a contaminating or destructive effect on any part of the Platform or any other technology.
  6. The content and material available through the Platform is for informational purposes only and should not be regarded as advice or recommendation to buy or sell investments, securities or any other financial services or banking product. If you are unsure about whether an Investment Opportunity is suitable you should contact a financial adviser suitably qualified to advise on such an investment.
  7. We accept no responsibility or liability for your use of content on the Platform and such use is entirely at your own risk. While we take reasonable precautions to prevent the existence of computer viruses or other malicious programs on the Platform, We accept no liability for them if they do exist. It is your responsibility to use, update and maintain appropriate antivirus software on your computer.
  8. Information transmitted via our systems will pass over public telecommunications networks. We accept no liability if communications sent via the Platform are intercepted by third parties or incorrectly delivered or not delivered.
  9. The Platform may contain links to third party platforms. We accept no responsibility or liability for any material supplied by or contained on any third-party platform which is linked from or to the Platform, or any use of personal data by such third party.

Your liability to us

  1. You shall be liable to us for any loss or damage suffered by Us as a result of any material breach of these General Investor Terms and Conditions or any Investment Contract, or any fraudulent use of the Platform.

Our liability to you

  1. We shall not be liable to you for any loss or damage which you may suffer as a result of using the services provided via the Platform, except where such loss or damage arises from our material breach of these Terms or was caused by negligence, wilful default or fraud by us or our employees. We are not responsible for any breach of these terms and conditions arising from circumstances outside our reasonable control. [Our total liability to you in connection with these Terms, and your use of the services provided via the Platform shall not exceed the amount of money you have invested giving rise to the liability.]
  2. Nothing in these Terms shall limit Our liability for personal injury or death, fraud, or for any other liability the exclusion or limitation of which is not permitted by applicable law or regulation.

Other important terms

  1. If any of these Terms is found to be illegal, invalid or unenforceable by any court of competent jurisdiction, the remainder shall continue in full force and effect.
  2. All disclaimers, indemnities and exclusions in these terms and conditions shall survive termination of the agreement between us for any reason.
  3. We may, in whole or in part, release, compound, compromise, waive or postpone, in our absolute discretion, any liability owed to us or right granted to us in these Terms without in any way prejudicing or affecting our rights in respect of that or any other liability or right not so released, compounded, compromised, waived or postponed. A waiver of any right is only effective if it is in writing and shall not been deemed to be a waiver of any subsequent breach or default.
  4. No single or partial exercise, or failure or delay in exercising any right, power or remedy by us shall constitute a waiver by us of, or impair or preclude any further exercise of, that or any right, power or remedy arising under these Terms or otherwise.
  5. Subject to any additional agreement entered into with us for the BondMason ISA, these General Investor Terms and Conditions set out the entire agreement between you and us with respect to your use of the Platform and the services provided via the Platform and supersede any and all representations, communications and prior agreements (written or oral) made by you or us.
  6. Any notice of other communication, except that of a complaint, given to us under or in connection with these Terms shall be in writing, addressed to that party at its registered office (if it is a company or LLP), its principal place of business or address provided in writing and shall be delivered personally, by pre-paid first class post or e-mail. The notice shall be deemed to have been received, if sent by post at 9.00am on the second business day after posting and if sent by e-mail, one business day after transmission.
  7. Nothing in these General Investor Terms and Conditions is intended to, or shall be deemed to, establish any partnership or joint venture between the parties, nor constitute either party the agent of the other party for any purpose.
  8. A person who is not party to these General Investor Terms and Conditions shall not have any rights to enforce its terms. These General Investor Terms and Conditions and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of England and Wales.
  9. Each party irrevocably agrees that, subject as provided below, the courts of England and Wales shall have exclusive jurisdiction over any dispute or claim that arises out of, or in connection with this agreement or its subject matter or formation (including non-contractual disputes or claims). Nothing in this clause shall limit the rights of an investor arising directly from any Investment Contract.
  10. If you want to make a complaint about us or the Platform, you should send it to customerfeedback@northernprovident.co.uk, by phone on 02896 001619 or by post to Scottish Provident Buildings, 7 Donegall Square West, Belfast, BT1 6JH. You will receive an acknowledgement e-mail within 2 Business Days of us receiving your e-mail. We aim to investigate all complaints within 5 Business Days of receiving your e-mail however in certain circumstances we may require further time to complete our investigation. We may also ask further information from you regarding your complaint. We aim to issue you with a final determination of your complaint within 20 Business Days of receiving your complaint.
  11. we may at any time assign, transfer, mortgage, charge, subcontract or deal in any other manner with all or any of its rights under these Terms and may subcontract or delegate in any manner any or all of our obligations under these terms and conditions to any third party.
  12. You shall not, without our prior written consent, assign, transfer, charge, subcontract, declare a trust over or deal in any other manner with all or any of its rights or obligations under these Terms.
  13. We shall not be in breach of these General Investor Terms and Conditions nor liable for delay in performing, or failure to perform, any of our obligations under these terms and conditions if such delay or failure result from events, circumstances or causes beyond our reasonable control.
  14. Nothing in these General Investor Terms and Conditions is intended to, or shall be deemed to, establish any partnership or joint venture between any of the parties, nor constitute either party the agent of another party for any purpose. Neither party shall have authority to act as agent for, or to bind, the other party in any way.
  15. Definitions
    73.1 ‘We’, 'We', 'Us' or 'Our' means Northern Provident Investments Limited authorised and regulated by the Financial Conduct Authority under firm reference number 647948.
    73.2 ‘Bonds’ means bonds which are eligible investments for an ISA issued by the Absolute Return Bond I Ltd or an undertaking in the same group as Chiltern BondCo Ltd or Absolute Return Bond I Ltd as defined in section 421 of the FSMA and such other company as either of such companies shall notify to Us should be treated as a client company associate, as outlined in the Brochure and of which full details are set out in the information memorandum or prospectus for the relevant bond issue which is available on the online BondMason ISA portal: https://www.bondmason.com/chiltern-bondco
    73.3 ‘‘Bond Issuer’’ means Absolute Return Bond I Ltd.
    73.4 “Brochure” means the brochure relating to the BondMason ISA which is provided to each investor before he submits his application for a BondMason ISA.
    73.5 'Business days' refers to any day other than Saturday, Sunday or a Bank holiday in England and Wales.
    73.6 'Client Money Services Provider' means GCEN who will hold client monies in relation to any Investment you make
    73.7 ‘Absolute Return Bond I Ltd Associate’ means an undertaking in the same group as Absolute Return Bond I Ltd or Chiltern BondCo Ltd (group being as defined in section 421 of the Financial Services and Markets Act 2000) and such other company as one of those companies shall notify to Us should be treated as a group company
    73.8 ‘BondMason ISA” means your BondMason ISA which is an Innovative Finance ISA account held with Us
    73.9 'BondMason ISA Account' means an ISA account which is an Innovative Finance ISA account held with Us within The BondMason ISA offer.
    73.10 “GCEN” means Global Currency Exchange Network Limited (a company incorporated in England and Wales under company number 04675786, the registered office of which is at The Old Barn, Oast Business Park, Redhill, Wateringbury, Kent, ME18 5NN, England and which is authorised and regulated by the United Kingdom’s Financial Conduct Authority under the Payment Services Regulations with registration number 504346) and/or Global Custodial Services Ltd (a company incorporated in England and Wales under company number 08321940, the registered office of which is at The Old Barn, Oasts Business Village, Red Hill, Wateringbury, Kent, ME18 5NN, England and which is authorised under the Financial Services and Markets Act 2000 with authorisation number 595875) (together “GCEN”)
    73.11 ‘‘General Investor Terms and Conditions” or “Terms” means these terms and conditions applied by us to your Investment Account
    73.12 “Investment” means the purchase of Bonds by You from a Bond Issue.
    73.13‘ Investment Account' means your non-ISA account held with Us and subject to these General Investor Terms and Conditions
    73.14 “Investment Contract” means all the agreements relating to your chosen Investment Opportunity including appointing a security trustee on your behalf in relation to the investment; and which may be held through a BondMason ISA Account or an Investment Account with Us
    73.15 "Investment Opportunity" means an opportunity to invest in the Bonds within The BondMason ISA or otherwise as well as other investment account offered through the Platform from time to time;
    73.16 "Systems", or "Platform" means the online platform and any other online services provided by Us and any data managed by, displayed on or transmitted from such services at the following URL https://www.bondmason.com/chiltern-bondco
    73.17 "You", "Your" and "Investor" mean a registered user of Platform and the services provided via our Systems, whether as an individual or on behalf of an entity which meets the Investor Criteria.

 

Global Currency Exchange Network Limited and Global Custodial Services Ltd

TERMS AND CONDITIONS

 

  1. PAYMENTS

The Northern Provident Investments Limited may from time to time:

  1. A. direct that the you makes payments in respect of the Investment to, and/or using facilities provided by, Global Currency Exchange Network Limited (a company incorporated in England and Wales under company number 04675786, the registered office of which is at The Old Barn, Oast Business Park, Redhill, Wateringbury, Kent, ME18 5NN, England and which is authorised and regulated by the United Kingdom’s Financial Conduct Authority under the Payment Services Regulations with registration number 504346) and/or Global Custodial Services Ltd (a company incorporated in England and Wales under company number 08321940, the registered office of which is at The Old Barn, Oasts Business Village, Red Hill, Wateringbury, Kent, ME18 5NN, England and which is authorised under the Financial Services and Markets Act 2000 with authorisation number 595875) (together “GCEN”); and/or
    B. make payments to the you, pursuant to or in connection with the Investment, and/or undertake foreign exchange transactions in respect of payments to be made pursuant to, or in connection with, the Investment, using facilities provided by GCEN; and/or
    C. direct that the you undertakes foreign exchange transactions in respect of payments in respect of the subscription for Investment using facilities provided by GCEN; and/or
    D. undertake foreign exchange transactions in respect of payments to be made pursuant to Investment using facilities provided by GCEN; and/or
    E. direct that sums paid by, or due to, the you in respect of Investment are held by GCEN and/or GCS,

and that you hereby consent to GCEN providing such services and/or facilities and to such services and/or facilities being used by the Northern Provident Investments Limited to transmit or remit monies in connection with the Investment.

  1. RESPONSIBILITY

You hereby acknowledge that GCEN shall not be under any obligation to:


  1. A. deliver, or procure the delivery of, any Investment to the you; o
    B. make any reimbursement to the you in the event of any delay in the delivery of any Investment to the you;
    C. make any re-imbursement to the you in the event that any subscription for Investment is not accepted by the Northern Provident Investments Limited (save to the extent that the Northern Provident Investments Limited has put GCEN in funds to make such reimbursement and instructed GCEN to make such reimbursement).
  2. NO ADVICE

You hereby agree that GCEN has not made any recommendation or provided any advice to the you in connection with the subscription for any Investment.

  1. GENERAL LIABILITY

You hereby agree that neither GCEN, nor any of its/their respective officers, directors or employees shall be liable to the you for any losses, liabilities, costs, damages, and expenses [(“Losses”)] which may be incurred or suffered by the you in connection with or arising from:


  1. A. the performance, non-performance or delay in performance by the Northern Provident Investments Limited of any of its obligations pursuant to this [agreement] or any Investment;
    B. subscription for Investment; or
    C. the provision of any facilities, the making of any payments [or the undertaking of any foreign exchange transactions] in connection with any subscription for Investment,

save where such Losses arise from the fraud, gross negligence or wilful default of GCEN.

  1. LIABILITY FOR LOSS

You hereby agree that neither GCEN nor any of its/their respective officers, directors or employees shall under any circumstances be liable to the you for loss of profits or goodwill, anticipated savings, or any type of special, indirect or consequential loss arising in connection with any subscription for Investment.

  1. LIABILITY FOR THIRD PARTIES

You hereby agree that GCEN shall not be in any way responsible or liable for the acts or omissions of any third party.

  1. NO EXCLUSION

You hereby agree that nothing in clauses 4 to 6 (inclusive) shall limit the liability of GCEN or any of its/their respective officers, directors or employees:

        A. for death or personal injury resulting from the negligence of GCEN or its/their respective officers, directors or employees; or
        B. in any way prohibited by law.

  1. RELIANCE

You hereby agree that GCEN and its/their respective officers, directors and employees may rely upon and enforce the provisions of clauses 4 to 9 (inclusive).

  1. AMENDMENT

You and Northern Provident Investments Limited may by agreement in writing rescind or vary any of the provisions of the terms of this subscription form without the consent of GCEN or any or its/their respective officers, directors or employees save that the consent of GCEN must be obtained before any rescission or variation of the provisions of this subscription agreement which would in any way extinguish or alter GCEN’s rights pursuant to clauses 4 to 9 (inclusive).

  1. Law

These terms shall be governed and construed in accordance with English Law.