HANG SENG BANK LIMITED INTEGRATED ACCOUNT TERMS AND CONDITIONS
APPENDIX A
"Account Status" means the status designated by the Bank to a Customer's Integrated Account;
"Applicable Margin Call Ratio" means either the LTL Ratio or the LTV Ratio, as determined by the Bank in its discretion to be applicable at any relevant time and notified to the Customer. For the avoidance of doubt, the Bank may from time to time switch from the LTL Ratio to the LTV Ratio and vice versa by giving a reasonable period of advance notice to the Customer;
"Applicable Regulations" means any law, regulation or order, or any rule, direction, guideline, code, notice or restriction (whether or not having the force of law) issued by any regulatory authority, government agency, exchange or professional body applicable from time to time;
"Assets" means all assets (whether cash or otherwise) from time to time standing to the credit of the Integrated Account;
"Authorized Person(s)" means the person(s) authorized by the Customer to give Instructions as notified (together with specimen signatures) to the Bank from time to time in such manner as the Bank may reasonably require;
"Automated Service" means the automated service relating to securities transactions provided by the Bank to the Customer in accordance with Clause 3 of Part V;
"Autosweeping Service" means the automatic fund transfer service provided by the Bank to the Customer in accordance with Clause 4 of Part II;
"Bank" means Hang Seng Bank Limited of 83 Des Voeux Road Central, Hong Kong and its successors and assigns and, where the context permits, includes any person appointed by the Bank as its nominee or agent to perform the Services on its behalf;
"Business Day" means a day on which the Bank is open to the general public for business in Hong Kong and, where the context permits, also means, in respect of each type of Transaction, the business hours prescribed by the Bank from time to time when Instructions may be given to and accepted by the Bank;
"CD" or "certificate of deposit" means any negotiable certificate of deposit issued by the Bank from time to time;
"Charged Securities" means such securities of the Customer charged to the Bank as continuing security for the Margin Lending Facility and for performance of all obligations of the Customer to the Bank from time to time under Part VI;
"collective investment scheme" means any arrangement in respect of any property where:
(a)	the property is managed as a whole by or on behalf of the person operating the arrangement and/or the investors' contributions and the profits or income derived from the arrangement are pooled;
(b)	the investors do not have day-to-day control over the management of the property; and
(c)	the purpose or effect of the arrangement is to enable the investors to participate in or receive profits, income or other returns to be paid or distributed in any form or manner arising from (i) the acquisition, holding, management or disposal of the property (or any part of it) or (ii) the acquisition, holding or disposal of, the exercise of any right in, the redemption of, or the expiry of, any right, interest, title or benefit in the property (or any part of it), and includes any arrangement regarded as a collective investment scheme pursuant to law;
"CRM Phone Code" means the customer relationship manager phone code assigned by the Bank to the Customer for the purposes of the Integrated Account;
"Current Account" means the Hong Kong dollar current account comprised in the Integrated Account;
"Customer" means the person or, as the case may be, each person in whose name the Integrated Account is opened and includes any personal representative or lawful successor of such person and, where the context permits, includes any Authorized Person(s);
"Currency Switching Service" means the automatic currency exchange service provided by the Bank to the Customer in accordance with Clause 2 of Part III;
"Cut-off Time" means such time of the day designated by the Bank from time to time for determining the Debit Balance;
"Dealing Procedures" means the procedures for the time being agreed between the Bank and the Fund Manager of the relevant collective investment scheme to govern the subscription, switching and redemption of interests therein and other incidental matters;
"Debit Balance" means the total amount overdrawn on the Current Account arising from use of any OD Protection or any unauthorized overdraft as at the Cut-off Time of each Business Day;
"Discount Factor" means the discount percentage applicable to various types of deposits or other assets from time to time specified by the Bank and notified to the customer for the purposes of granting any Secured Overdraft Facilities;
"Dynamic Lifestyle Alert Service" or "DLA Service" means the Dynamic Lifestyle Alert Service provided by the Bank to the Customer in accordance with Part X;
"Eligible Securities" means securities which are listed on SEHK and are acceptable to the Bank from time to time for the purposes of the Share Trading Limit Service;
"Exchange Rate" means the rate for converting one currency into another currency which the Bank determines to be prevailing in the relevant foreign exchange market at the relevant time, such determination to be conclusive and binding on the Customer;
"Force-sale Percentage" means such percentage in respect of the LTL Ratio or LTV Ratio from time to time specified by the Bank at its discretion (which will be notified to the Customer upon the Customer's enquiry) for the purpose of determining when the Bank may exercise its rights under Clause 4.04 of Part VI;
"Fund Manager" means the manager for the time being of a collective investment scheme;
"Gold" means gold bullion of 99% fineness;
"Gold Account" or "Sub-Account for Gold" means the statement gold account comprised in the Integrated Account;
"Hong Kong" means the Hong Kong Special Administrative Region of the People's Republic of China;
"IPO" means any new issue or offer of securities listed or to be listed the SEHK for sale to the public;
"Indebtedness" means all moneys, in whatever currency, other than the Margin Lending Facility which are now or may at any time hereafter be or become from time to time due or owing to the Bank by the Customer anywhere, or in respect of which the Customer may be or become liable to the Bank, on any account or otherwise in any manner whatsoever (in all cases whether alone or jointly with any other person, and in whatever style, name or form, and whether as principal or surety), together with interest to date of payment at such rates and upon such terms as may from time to time be payable by the Customer, fees and other charges, all disbursements and expenses of reasonable amount and reasonably incurred by the Bank in relation to the Customer;
"Ineligible Securities" means securities having zero Margin Ratio as determined by the Bank at any relevant time;
"Instant Order Confirmation Service" means the order confirmation service relating to securities transactions provided by the Bank to the Customer in accordance with Clause 4 of Part V;
"Instruction" means (a) Telephone Instruction; (b) instruction or manual given through automated teller machines by the use of the Integrated Account ATM Card; or (c) instruction given in such other form or manner and delivered or transmitted to the Bank by or through the internet or by such other means as the Bank may prescribe, in each case subject to the applicable minimum and/or maximum amounts as may be reasonably prescribed by the Bank from time to time in respect of any particular type of Instruction;
"Integrated Account" means the Integrated Account in the name of the Customer;
"Integrated Account ATM Card" means the card issued by the Bank to the Customer by which the Customer can access, through automated teller machines, such of the Sub-accounts and other accounts as the Bank may permit;
"Internet PIN" means the login ID and password for the time being established for the Customer for the purpose of identifying him when giving Instructions through the internet;
"Loan" means the aggregate principal amount and interest thereon owing to the Bank under the Margin Lending Facility at any relevant time;
"LTL Ratio" means the loan-to-lending limit ratio expressed as a percentage, calculated in accordance with the formula:
"LTV Ratio" means the loan-to-value ratio expressed as a percentage, calculated in accordance with the following formula:
"Mace" means one complete mace troy which is equivalent to 1/10 Tael;
"Margin Lending Facility" means the revolving overdraft facility agreed to be made available from time to time by the Bank to the Customer for general purposes (including, without limitation, the purchase of or subscription for securities) subject to the provisions of Part VI and any limit and other terms and conditions specified by the Bank from time to time, and includes all amounts debited to the Share Margin Settlement Account in accordance with Part VI;
"Margin Ratio" means such loan ratio as determined by the Bank from time to time in its discretion (which will be notified to the Customer upon the Customer's enquiry) as applicable to each of the specific securities (i) to be purchased or subscribed in accordance with an Instruction or (ii) comprised in the Charged Securities. The Bank may at any time and from time to time determine or re-determine the Margin Ratio to be zero for any of the specific securities. For the avoidance of doubt, a variation of the Margin Ratio may:
(a)	vary the Maximum Facility Amount and the limit of the Margin Lending Facility made available to the Customer; and/or
(b)	result in the Loan exceeding the Maximum Facility Amount; and/or
(c)	result in a decrease in the Maximum Facility Amount and thereby affecting the LTL Ratio and triggering the Bank's exercise of rights under Clause 4 of Part VI; and/or
(d)	result in a decrease in the Security Value and thereby affecting the LTV Ratio and triggering the Bank's exercise of rights under Clause 4 of Part VI.
"Maximum Facility Amount" means the maximum aggregate principal amount to be made available by the Bank to the Customer under the Margin Lending Facility to be the lesser of:
(a)	the aggregate amount of the Security Value of each of the securities comprised in the Charged Securities (excluding Ineligible Securities) multiplied by its applicable Margin Ratio; and
(b)	a fixed limit as may be determined by the Bank from time to time; which will be notified to the Customer from time to time upon the Customer's enquiry;
"Monthly Investment Plan" means the Hang Seng Monthly Investment Plan provided by the Bank to the Customer in accordance with Part VI;
"OD Protection" means any overdraft protection facility granted to the Bank to the Customer from time to time on an unsecured basis;
"Outstanding Settlement Amount" means the total amount payable by the Customer to settle a Transaction for the purchase of Eligible Securities pursuant to the Share Trading Limit Service;
"Overdraft Facilities" means together the Secured Overdraft Facility and the Unsecured Overdraft Facility;
"person" includes an individual, firm, company, corporation and an unincorporated body of persons;
"Phone PIN" means the phone banking personal identification number assigned by the Bank to the Customer for the purposes of the Integrated Account;
"Prescribed Limit" means the principal amount prescribed by the Bank from time to time within which the Customer may purchase Eligible Securities pursuant to the Share Trading Limit Service or, where the context requires or permits, such part of the principal amount which is not yet used at any time;
"Prescribed Sum" means a sum equivalent to the aggregate of:
(a)	such fixed sum for the purpose of repaying the Debit Balance in full ("Fixed Sum"); and
(b)	such additional sum as prescribed by the Bank from time to time in its absolute discretion for the purposes of providing the Autosweeping Service;
"relevant share capital" and "public company" shall have the meanings given to them in the Companies Act 1985 of Great Britain including any amendments thereto or replacement thereof;
"Relevant Time" means the closing time determined by the SEHK or such other time of the day falling on the Settlement Date as designated by the Bank from time to time;
"SEHK" means The Stock Exchange of Hong Kong Limited;
"Savings Account" means the Hong Kong dollar savings account comprised in the Integrated Account;
"Secured Assets" means all moneys, assets and other property of the Customer from time to time standing to the credit of, or deposited with or come into the Bank's possession or control for the Integrated Account and all rights and benefits attached or accruing thereto and the proceeds thereof and, in the case of securities, means any and all securities at any time and from time to time and for any reason held by, deposited with, received by, transferred to or registered in the name of the Bank, any nominee or agent of the Bank or any person performing nominee service for any central depository, clearing and/or settlement system, for or on account of the Securities Account, together with all dividends, interests, distributions and other moneys derived therefrom and all accretions, allotments and other rights and benefits accruing or arising in respect thereof;
"Secured Moneys" means (a) all moneys in any currency owing by the Customer to the Bank at any time, actually or contingently, in respect of the Secured Overdraft Facility, (b) interest on such moneys (both before and after any demand or judgment), to the date on which the Bank receives payment, at the rates payable by the Customer or which would have been payable but for any circumstance which restricts payment, (c) any expense of reasonable amount and reasonably incurred by the Bank in making payment in respect of any securities comprising the Secured Assets on behalf of the Customer (but without the Bank being under any obligation to do so) as a result of failure by the Customer to make such payment when due and (d) all expenses of reasonable amount and reasonably incurred by the Bank in recovering any amount owing by the Customer and/or enforcing the security provided to it on a full indemnity basis;
"Secured Overdraft Facility" means any overdraft facility granted by the Bank to the Customer from time to time in return for security in favour of the Bank;
"securities" means any interests, rights or property (whether in the form of an instrument or otherwise) commonly known as securities or regarded as securities pursuant to law including, without limitation:
(a)	shares, stocks, debentures, loan stocks, funds, derivative instruments, bonds or notes of, or issued by, any person, government or government authority;
(b)	rights, options or interests (whether described as units or otherwise) in or in respect of any securities in (a) above;
(c)	certificates or receipts for, or warrants to subscribe for or purchase, any securities in (a) above; and
(d)	interests in any collective investment scheme;
"Securities Account" or "Sub-account for securities" means any Sub-account for the purpose of holding securities comprised in the Integrated Account;
"Security Value" means with respect to any Charged Securities (excluding Ineligible Securities) at any given time, the market price (net of expenses) which the Bank determines in its discretion, could be obtained on a sale of such Charged Securities at such time and in such market on which securities
"Security Value" means with respect to any Charged Securities (excluding Ineligible Securities) at any given time, the market price (net of expenses) which the Bank determines in its discretion, could be obtained on a sale of such Charged Securities at such time and in such market on which securities of the same type is normally dealt (for the avoidance of doubt, certain Charged Securities may be valued by the Bank at zero or no value);
"Services" means the services, products and credit facilities of any type or nature (whether banking, investment or otherwise) from time to time offered by the Bank under or in connection with the Integrated Account;
"Settlement Date" means the settlement date for a Transaction for the purchase of Eligible Securities being executed in the SEHK;
"Share Margin Account" means any Securities Account specifically designated by the Customer and the Bank for the purposes of the Share Margin Services;
"Share Margin Services" means the share margin trading services made available by the Bank to the Customer in accordance with Part VI;
"Share Margin Settlement Account" means a current account of Customer with the Bank specifically designated by the Customer and the Bank for the purposes of the Share Margin Services;
"Share Trading Limit Service" means the facility within the Prescribed Limit made available by the Bank to the Customer for the purchase of (but excluding subscription for) Eligible Securities in accordance with Part V;
"Sub-account" means any one or more of the following accounts comprised in the Integrated Account:
(a)	Hong Kong dollar savings account;
(b)	Hong Kong dollar current account;
(c)	foreign currency savings account;
(d)	term deposit account;
(e)	CD account;
(f)	Securities Account;
(g)	Share Margin Settlement Account;
(h)	Gold Account; and
(i)	such other types of accounts as the Bank may from time to time introduce and bring within the scope of the Integrated Account with the consent of the Customer;
"Tael" means one complete tael troy which is equivalent to 1.20337 ounces troy, ounces troy being the unit weight of gold for transactions in the Hong Kong gold market;
"Telephone IPO Subscription Service" means the IPO subscription service provided by the Bank to the Customer in accordance with Clause 5 of Part V;
"Telephone Instruction" means instruction given to the Bank directly or through any telecommunication company, equipment, device or intermediary (mechanical, electronic or otherwise) by the use of telephone through functions or facilities from time to time available to a telephone operated by voice and/or other means in such manner as the Bank may prescribe and telephone includes mobile or cordless phone;
"These Terms and Conditions" means the Integrated Account Terms and Conditions, including all Parts, as may be amended from time to time;
"Top-up Percentage" means such percentage in respect of the LTL Ratio or LTV Ratio from time to time specified by the Bank at its discretion (which will be notified to the Customer upon the Customer's enquiry) for the purpose of determining when a Margin Call under Clause 4.02 of Part VI may be made by the Bank;
"Trading Day" means a day on which SEHK is open for business of trading in securities (whether for a full day or not);
"Transaction" means a transaction effected by the Bank pursuant to or as a result of an Instruction;
"Transfer Time" means such time of the day designated by the Bank from time to time to effect the transfer of the Prescribed Sum from the Savings Account to the Current Account; and
"Unsecured Overdraft Facility" means any overdraft facility granted by the Bank to the Customer from time to time on an unsecured basis including, without limitation, OD Protection.