By clicking “I agree” and using this Application (“App”) to subscribe to the Retail Treasury Bonds Tranche 24 or such Bonds made available for subscription in the App (the “Bonds”), I understand and agree to the following terms and conditions of UnionBank (“Agreement”), as Selling Agent:
1. Bonds Issuance. The Republic of the Philippines (the “Government”) through the Bureau of the Treasury (BTr) is the Issuer of the Bonds, and UnionBank is only acting as a Selling Agent. As such, the Bonds are direct obligation of the Government to the holders thereof. The Bonds are not deposits and are not insured by the Philippine Deposit Insurance Corporation (PDIC).
2. BTr’s Terms of Offering. The terms of the BTr’s offering of the Bonds is available for download at the website of the BTr (https://www.treasury.gov.ph/). It is my responsibility to ascertain the exact features of the Bonds by reviewing the terms of offering in the BTr’s website, and to understand and agree to such terms before investing in the Bonds.
3. Highlights of the Bonds Offering. I have read and accept the terms of the offering of the Bonds including the benefits and risks involved in investing on the Bonds. For easy reference, key terms of the Bonds are provided by UnionBank on this App.
RISK DISCLOSURE STATEMENT IS PROVIDED AT THE LAST PART OF THIS AGREEMENT.
4. Legal and Financial Capacity. I warrant that I have the legal and financial capacity to subscribe on or purchase the Bonds or sell the same (as provided in Section 13). Any of my transactions on the Bonds is based on my own judgment. UnionBank will only execute my order relating to the Bonds without providing any warranty on the value or suitability of the Bonds.
5. Information. UnionBank shall rely on the information I provided in this App. I represent that such information is true and it is my responsibility to update the same should there be any changes. UnionBank will only send notifications to my registered email address in this App.
6. Subscription or Purchase Order. My order to purchase the Bonds is final and shall be binding on me upon submission, but the final order amount shall be subject to the BTr’s acceptance and final allocation of the Bonds on Issue Date (as provided in the terms of offering of the Bonds).
7. App Settlement Account. A settlement account is required in the App where the funds for purchasing the Bonds will come from and the interest and maturity payments of the Bonds will be credited to (“App Settlement Account”). The funds on this account may be in an account with UnionBank or a pass-thru account linked to payment facilities into accounts with other bank’s account or electronic online payment wallets linked to the App (E-Wallets).
I am required to have immediately available funds in the App Settlement Account equivalent to my subscription allocation of the Bonds.
After the BTr’s final allocation of the Bonds prior to Issue Date, the cash settlement amount equivalent to my subscription allocation will be debited from my App Settlement Account within that day.
8. Fees. UnionBank will not charge any fee for my use of the App for subscribing or purchasing the Bonds. However, UnionBank will charge customary broker’s fees for selling my Bonds under Section 13 of this Agreement.
I also understand that my E-Wallet that I will use in the App may charge fees such as cash-in and cash-out fees, as may be applicable. I understand that my E-Wallet providers have existing terms and conditions governing these fees and it is my responsibility to read and accept such terms. Standard short messaging service and mobile data charges will also apply by using this App.
9. NRoSS Account. I am required to have a securities account with the BTr’s National Registry of Scripless Securities (NRoSS) which will be opened by UnionBank on my behalf. As such, I authorize UnionBank to transact, for and on my behalf, business with the BTr which operates the NRoSS, to negotiate and enter into the necessary agreement with the BTr, and perform the following acts:
a. To open a sponsored securities account with the NRoSS through a BTr-authorized electronic means; and
b. To execute transfer transactions allowable under the relevant offering documentation.
In connection with such authority, I hold the BTr and UnionBank free and harmless from any liability whatsoever in connection with any failure or delay to perform instructions including instructions coming from me, where such instruction or the giving thereof may be or become contrary to law, regulation, policy or guidelines of UnionBank or the BTr.
This authorization shall be considered revoked upon receipt by UnionBank or myself of a written notice from the other, without prejudice to any transaction implemented by UnionBank or the BTr prior to receipt of such written notice.
10. Investor’s Undertaking. In relation to Section 9 above, I warrant that I have read and accept as binding upon me all the terms of the Investor’s Undertaking required by the BTr, found in this App.
11. Confirmation of Sale. On Issue Date and upon successful purchase of the final Bonds allocation, UnionBank will send a Confirmation of Sale to my registered email address.
No certificate will be issued to me, as my ownership will be registered electronically under the BTr’s NRoSS.
12. No Pre-termination. I cannot pre-terminate the Bonds prior to Maturity Date (as provided in the terms of offering of the Bonds).
13. Sell Order. After Issue Date, if I decide to sell all or a part of my Bonds prior to Maturity Date, I may ask UnionBank to sell my Bonds in the secondary market by leaving a sell order in this App. UnionBank will only act on my sell order on best effort and best execution bases based on prevailing market interest rates.
UnionBank will charge customary broker’s fees for selling my Bonds.The proceeds of the amount actually sold by UnionBank on my behalf will be credited to my E-Wallet on the next banking day.
14. Confirmation of Purchase. Upon successful execution and settlement of my sell order, UnionBank will send a Confirmation of Purchase to my email.
15. Electronic Signature. Subscribing in the primary offering of the Bonds or selling the same (as provided in section 13) through this App or agreeing with the BTr’s Investor’s Undertaking does not require my physical written signature as my identity and consent to these transactions shall be conclusively presumed upon successful login in the App. My submission of orders through this App represents my consent and signature to my transactions. I undertake not to repudiate, in whole or in part, the enforceability and validity of my transactions in this App.
16. Liability. UnionBank shall not be liable for any losses I may incur arising from my subscription or sale of my Bonds. UnionBank shall also not be liable for any losses I may incur resulting from my use of the App except in case of gross negligence on the part of UnionBank as adjudged with finality by a court of competent jurisdiction.
17. Communication. Should I have any inquiry regarding my Bonds, I should communicate with UnionBank using this App or through email@example.com.
UnionBank is an entity regulated by the Bangko Sentral ng Pilipinas. BSP-Financial Consumer Protection Department (FCPD) accepts complaints at (02) 8708-7087 or firstname.lastname@example.org.
18. Governing Law. This Agreement shall be construed, interpreted and governed by the laws of the Republic of the Philippines. I irrevocably submit to the exclusive jurisdiction of the appropriate courts of the Philippines for the purpose of enforcing any right or obligation under or arising from this Agreement.
RISK DISCLOSURE STATEMENTS
Investing in fixed income securities like the Bonds may provide significant benefits while posing a variety of significant risks as compared with ordinary bank deposit products.
Before investing on the Bonds, I should carefully consider whether the transaction is appropriate for me in light of my financial objectives, investment expertise and experience, financial and operational resources, and other relevant circumstances. I have read and assume the following risk factors that may affect my investment on the Bonds:
1. Credit / Issuer Risk: also known as default risk, is the likelihood that a bond issuer might fail in paying its financial obligations (principal and/or interest) in a timely manner to the bondholder.
2. Price / Interest Rate Risk: the probability that a security will decrease in its value because of a change in market prices / interest rates.
3. Liquidity Risk: the risk that for a certain period of time a financial instrument or security cannot be traded in the market fast enough without the security’s market price being jeopardized.
4. Reinvestment Risk: the likelihood that the proceeds from the security may be reinvested at a rate lower than the original rate of return at the time of purchase.
5. Sovereign Risk: the possibility that a government (sovereign issuer) would default on its debt obligations (due to economic and geopolitical events in its country).
6. Company Risk: the risk resulting from internal or external factors directly affecting the borrower and its business, causing the price of the security to fluctuate.
7. Counterparty Risk: the possibility that a counterparty may fail to meet its contractual obligations.
8. Call Risk: the possibility that the issuer exercises the call option of the bond before the original maturity date of the investment resulting in the bondholder being forced to reinvest his funds (proceeds of the call option exercise) in an investment at a less favorable rate.