Purpose and Scope of Application

The following General Terms and Conditions (“GTC”) apply to the business relationship between the client and Reuss Private Access AG (hereinafter referred to as the “Company”), unless otherwise agreed. For the sake of readability, the Company refrains from using gender-specific language in dual form.

Reuss Private Access AG enters into business relationships exclusively with professional clients and eligible counterparties (pursuant to the Annex to the Liechtenstein Asset Management Act in conjunction with Article 4 paragraph 1 letters c and e).

The Company does not engage in transactions with retail clients.

Incapacity to Act

The client shall bear any loss arising from their own lack of legal capacity or that of an authorized representative, unless such incapacity has been duly notified to and proven in writing to the Company. The Company is under no obligation to verify the legal capacity of the client or of any authorized third parties.

Notices from the Company

Notices from the Company shall be deemed duly and legally delivered if they are sent or made available to the client in accordance with the client’s most recent instructions – or, for the client’s protection, in deviation therefrom. The date of dispatch shall be the date indicated on the copy or dispatch list held by the Company.

Obtaining Client Information and
Client Notifications

In order to provide its services, the Company is required to obtain various information from the client, such as the client’s knowledge and experience with financial instruments, financial circumstances, and investment objectives, in accordance with MiFID requirements or due diligence obligations. It is in the client’s own interest to provide the Company with this information, as failure to do so may render the provision of services by the Company impossible. Furthermore, it is essential that the information provided by the client is accurate. The data submitted by the client serves the purpose of enabling the Company to act in the client’s best interest, i.e., to recommend a suitable asset management strategy or appropriate financial instruments. To this end, complete and truthful information from the client is indispensable.

If the Company is required to provide the client with information (e.g., information about costs) or documents (e.g., PRIIP KID) prior to the execution of orders, or if additional details or instructions are needed and the client cannot be reached—either because the client does not wish to be contacted by the Company or is temporarily unavailable—the Company reserves the right, in cases of doubt, not to execute the order in order to protect the client. In such cases, the Company shall not be held liable for orders not executed in a timely manner or for any resulting damages (in particular, losses due to price fluctuations or missed gains).

The Company is entitled to rely on the accuracy of the information provided by the client, unless it is known or ought to be known to the Company that such information is obviously outdated, incorrect, or incomplete.

The client undertakes to notify the Company in writing if any of the information provided to the Company, such as name, address, domicile, nationality, or tax residency, changes. In the course of an ongoing business relationship, the client is furthermore obliged to update this information at regular intervals upon the Company's request.

Transmission Errors

The customer shall bear any damage arising from the use of mail, telephone, fax, email, other electronic means, or any other transmission or transport methods – particularly due to loss, delay, misunderstandings, mutilations, or duplicate deliveries – unless the Company is guilty of gross negligence.

Call Recordings

The Company has the right – and in certain cases a legal obligation (e.g. in conversations related to financial instruments) – to record telephone conversations. The Company may also store other forms of electronic communication such as emails, faxes, etc. These recordings and stored communications may be used as evidence and will be retained in accordance with legal requirements.

Execution of Orders

The Company shall only be liable for proper execution, in particular timely execution or non-execution of orders, up to the amount of interest for the relevant period, unless the Company has been expressly and specifically notified in writing of the risk of further damage in an individual case. In any event, the client bears the risk of any order that is unclearly worded, incomplete, or contains errors.

The Company cannot be held liable for non-execution or delays in the execution of orders that arise from the fulfilment of legal obligations (in particular under the Due Diligence Act) or in connection with economic sanctions.

Finally, the Company is not obliged to execute orders placed by electronic means unless a specific agreement to this effect has been made.

In the case of orders relating to foreign investments or transactions involving financial instruments, Clause 19 of the General Terms and Conditions (Duty of Confidentiality and Release Therefrom) must also be observed.

Complaints

Customer complaints regarding defective, delayed, or non-execution of any type of order, or complaints regarding the reporting and accounting provided periodically by the Company, as well as other notifications and actions of the Company, must be submitted immediately upon becoming aware of them or upon receipt of the relevant information, but no later than within the deadline set by the Company.

If a notification expected from the Company fails to arrive, the complaint must be lodged at the time the notification should have been received by the customer under normal postal circumstances. If the complaint is submitted later, the customer shall bear any resulting damage.

The Company’s reports and statements of account shall be deemed correct and all items contained therein approved, unless the customer raises a written objection within one month.

Multiple Customers

A contract with the Company may be entered into jointly by several persons. The exercise of rights under the contract shall, in such cases, be governed by a specific agreement; in the absence of such an agreement, each customer may exercise their rights under the contract individually. All customers shall be jointly and severally liable for any claims the Company may have against any one of them.

Fees and Other Charges

The Company is entitled to directly debit the client's account for portfolio management and investment advisory fees, provided that a corresponding power of attorney exists.

Dormancy

The client is expected to take measures to avoid dormancy and to contact the Company in case of any questions regarding dormant relationships. Dormant business relationships may be continued at the Company’s discretion. However, the Company reserves the right to charge expenses and investigation costs related to such dormancy directly to the client’s account, provided a valid power of attorney is in place. Furthermore, the Company may terminate a dormant business relationship without notice at its discretion, by sending the termination to the last address provided by the client.

Granting of Inducements

The Company foresees the acceptance of inducements in the context of providing independent investment advice and portfolio management services.

In the context of independent investment advice (Art. 16 para. 4 of the Asset Management Act) and portfolio management (Art. 16 para. 5 of the Asset Management Act), the firm is prohibited from accepting or retaining fees, commissions, or other monetary or non-monetary benefits from a third party or a person acting on behalf of a third party in relation to the provision of services to clients. Small non-monetary benefits that may enhance the quality of service for the client and which, due to their size and nature, are unlikely to impair compliance with the asset management firm's duty to act in the best interest of its clients, are generally permitted but must be unequivocally disclosed to the client.

Tax and General Legal Matters

The client is solely responsible for the proper taxation of their assets and any income generated therefrom in accordance with the applicable laws of their tax domicile. The client is responsible for complying with all applicable regulatory and legal requirements (including tax laws) and ensures ongoing adherence to such regulations.

Advice or information provided by the Company, subject to specific provisions or agreements, does not relate to the tax consequences of investments for the client or generally to the client’s tax situation; in particular, the Company excludes any liability for the tax effects of recommended investments.

Data Processing, Outsourcing, and Data Protection

In the course of managing and maintaining the client relationship, the processing and use of personal data, transaction data, and other data relating to the client’s business relationship (hereinafter referred to as “Client Data”) by the Company is necessary. Client Data includes all information related to the business relationship with the client, particularly confidential information about the contractual partner, any authorized representatives, beneficial owners, and any other involved third parties. “Confidential information” includes, among others, name/company, address, domicile/registered office, date of birth/incorporation, occupation/purpose, contact details, account number, IBAN, BIC, other transaction data, account balances, portfolio data, information on loans and other financial services, as well as tax identification numbers and other data relevant to tax or due diligence obligations.

The Company is entitled, without the express written consent of the client, to outsource entire or partial business areas (e.g., information technology, maintenance and operation of IT systems, printing and mailing of documents, compliance function, risk management function, internal audit, due diligence officer, investigation officer) to selected contractual partners (hereinafter referred to as “outsourcing partners”). The Company may also have certain services performed by selected contractual partners (hereinafter referred to as “service providers”). For this purpose, the Company is authorized to disclose the necessary client data to the outsourcing partners and service providers.

The client further acknowledges and accepts that client data may be disclosed internally within the Company and processed by the Company’s employees domestically and abroad (including electronically) in connection with the administration and maintenance of the business relationship. Disclosure of client data to respective outsourcing partners or service providers is made in compliance with applicable legal, regulatory, and data protection requirements. The Company implements appropriate technical and organizational measures to ensure the confidentiality of the data.

Confidentiality and Data Protection

Members of the Company’s governing bodies, employees, and agents are subject to legally mandated confidentiality obligations, data protection requirements, and other professional secrecy duties (hereinafter referred to as “Confidentiality Protection”). This imposes a perpetual obligation to keep confidential any information obtained through the business relationship with clients. Information subject to Confidentiality Protection is hereinafter referred to as “Client Data.” Client Data includes all information related to the business relationship with the client, particularly confidential information about the contractual partner, any authorized representatives, beneficial owners, and any other involved third parties. Confidential information includes, but is not limited to, the name/company, address, domicile/registered office, date of birth/incorporation, place of birth, nationality, profession/purpose, contact details, client and account numbers, IBAN, BIC, other transaction data, account balances, custody account data, information on loans and other financial services, as well as tax- or due diligence-relevant data. For the provision of its services and to safeguard its legitimate claims, the Company may find it necessary on a situational basis to disclose Client Data subject to Confidentiality Protection to third parties domestically or abroad. The client hereby explicitly releases the Company from confidentiality obligations concerning Client Data and authorizes the Company to disclose Client Data to third parties domestically and internationally. Client Data may also be disclosed in the form of documents received or prepared by the Company in connection with the business relationship with the client or third parties. Accordingly, the Company may disclose Client Data, in particular, in the following cases:

• The disclosure of client data to the Company is ordered by an authority or court based on law, supervisory regulations, and/or international agreements.
• Compliance with applicable domestic and foreign legal regulations requires disclosure (e.g., transaction reporting pursuant to MiFIR).
• The Company responds to legal actions threatened or initiated by the client, domestically or abroad, against the Company (including as a third party).
• The Company responds to legal actions initiated by third parties against the Company on the basis that the Company has provided services to the client.
• The Company initiates collection proceedings or takes other legal actions against the client.
• The Company responds to allegations made by the client publicly, to the media, or to domestic and foreign authorities against the Company.
• Service providers engaged by the Company receive access to client data within the scope of concluded contracts.
• The Company outsources certain business areas (e.g., printing and mailing of documents, compliance function, risk management function, internal audit, due diligence officer, investigation officer, marketing) either wholly or partially. To fulfill legal due diligence obligations, the Company is also entitled, on a case-by-case basis, to engage third parties domestically or abroad to conduct the necessary verifications and to transmit the relevant client data.
• In order to provide its services, the Company may need to grant remote access to client data from domestic or foreign locations to employees of the Company or to agents who have committed to strict confidentiality obligations.
• The product-specific documents of a custody asset (e.g., securities or fund prospectus) provide for the disclosure of client data.
• In the course of trading or managing custody assets, the Company is obligated or entitled under domestic and foreign laws and regulations to disclose client data, or such disclosure is necessary to execute a trade transaction or for the purposes of asset management. This may apply, for example, when trading venues, central securities depositories, third-party custodians, exchanges, brokers, banks, issuers, financial market supervisory authorities, or other authorities are themselves required to demand disclosure of client data from the Company. The Company may disclose client data either upon request or on its own initiative (e.g., when completing documents necessary for a trade transaction or asset management). Such requests may also occur after the conclusion of a transaction or management, particularly for monitoring or investigative purposes. By placing an order for the trading or management of financial instruments, the client expressly authorizes the Company to disclose their client data if necessary. The client acknowledges that client data may be processed by the Company and third parties to fulfill the intended purpose, and after disclosure, may no longer be protected under confidentiality provisions. This is especially true in the case of international disclosure, where the level of data protection abroad may not be equivalent to that in Liechtenstein. Domestic and foreign laws and regulatory orders may require third parties to further disclose the client data they receive, over which the Company has no control. The Company is under no obligation to inform the client of any such disclosure.

Contract Termination

The Company is entitled to terminate existing business relationships at any time at its sole discretion and without giving reasons. Even if a notice period or a fixed termination date has been agreed upon, the Company is entitled to immediately terminate the business relationship if the client is in default of any obligation, if the client’s financial situation has materially deteriorated, if enforcement proceedings are initiated against the client, or if criminal proceedings are pending against the client that could jeopardize the Company’s reputation.

Public holidays

Liechtenstein public holidays and Saturdays are treated as Sundays in business transactions.

Language

The governing language for the business relationship is German. In the case of foreign-language texts, the German version shall serve as the interpretative reference.

Place of Fulfillment

The registered office of the Company is the place of performance for the mutual obligations of the parties.

Severability Clause

Should one or more provisions of the General Terms and Conditions be or become invalid or unenforceable, or should there be a gap in the General Terms and Conditions, the validity of the remaining provisions shall remain unaffected. The invalid provisions shall be interpreted or replaced in such a way as to best achieve the intended purpose.

Applicable Law

The legal relationships between the client and the Company shall be governed by the law of the Principality of Liechtenstein.

Jurisdiction

The place of jurisdiction shall be Vaduz. The client submits to the jurisdiction of the courts of Vaduz for all proceedings. However, the client may also be sued at their domicile or before any other competent court or authority.

Amendments

The Company is entitled to amend the foregoing provisions at any time. Such amendments will be communicated to the client in writing or by other suitable means and shall be deemed approved without objection within one month.

Applicability

These General Terms and Conditions shall come into effect on 1 February 2024.

Disclaimer: This English version is a non-binding translation of the original German text. It is provided for convenience only. In the event of any discrepancies or legal interpretation, only the German version shall be legally binding and authoritative.