Terms of Business

Endowment Express is a trading name of Re-financial planning Limited which is authorised and regulated by the Financial Services Authority, registration number 453926. We do not provide advice as to the merit of the sale of an endowment policy.

1. Parties

“We” means Re-financial planning Limited trading as Endowment Express. “You” means the person specified as the intermediary in the Intermediary Registration Form.

2. Definitions

In these terms, unless the context otherwise requires:

“Acceptance Period” means the time limit for accepting a Conditional Offer in relation to a Policy from a Market Maker;

“Business Day” means a day (other than a Saturday or Sunday) when banks are open for business in London;

“Commission” means the amount of commission the Policyholder has agreed is payable to you on Completion;

“Completion” means the date on which the Purchaser pays the Purchase Price to us;

“Conditional Offer” means a conditional offer made by a Market Maker to purchase a Policy;

“FSA” means the Financial Services Authority;

“Intermediary Registration Form” means the online form you are required to complete to register as an intermediary on the Website;

“Market Maker” means a firm that purchases Policies and to which information relating to Polices and Policyholders may be sent by us;

“Offer Documents” means the documents issued by the Purchaser setting out the terms on which they will purchase the Policy;

“Password” means the password or access code given to you from time to time to gain access to the members section of our Website;

“Policy” means a contract of long term insurance as defined in Schedule 1 to the Insurance Companies Act 1982, which a Policyholder wishes to sell;

“Policyholder” means the holder of a Policy, details of which you provide to us;

“Purchase Price” means the final price which the Purchaser agrees to pay for the Policy;

“Purchaser” means the Market Maker whose Conditional Offer is accepted by the Policyholder;

“Website” means the website whose address is www.endowmentexpress.co.uk/ifa or such other address as we may notify you in writing from time to time.

3. Purpose

3.1 These Terms of Business set out the terms on which we will act as an intermediary between you and Market Makers/Purchasers for the purpose arranging sales of Policies.

3.2 In providing the service set out in these Terms of Business, you and not the Policyholder, will be our client.

3.3 We do not act as your agent, nor as agent for the Policyholder, Market Maker or Purchaser and will not be responsible for the acts of any of them.

4. Commencement

These Terms of Business will commence when you complete the Intermediary Registration Form.

5. Sales Process

5.1 You may send Policy details to the Website in the manner prescribed by us from time to time. Upon receipt of such information we will provide details of the Policy to selected Market Makers.

We will update the Website with details of Conditional Offers received from Market Makers. It is your responsibility to check the Website and review any Conditional Offers that have been made. If the Policyholder wishes to accept a Conditional Offer, you will notify us via the Website or by telephone within the relevant Acceptance Period, identifying which Conditional Offer the Policyholder accepts.

Upon receipt of your notification, we will promptly inform the Purchaser of the Policyholder’s acceptance of the Conditional Offer and forward to you the Offer Documents upon receipt thereof from the Purchaser.

You are responsible for obtaining the Policyholder’s signature to the Offer Documents and for forwarding the signed Offer Documents to us, together with any other documents required by the Purchaser as soon as possible to mitigate the risk of the Conditional Offer being withdrawn or the terms thereof amended by the Purchaser. Upon receipt by us, we will send the signed Offer Documents together with any other documents received from you, to the Purchaser.

You acknowledge that the Purchaser’s Conditional Offer may be withdrawn or amended prior to Completion. You confirm that you will draw the Policyholder’s attention to any conditions contained in the Offer Documents.

6. Payment

6.1 After notifying us that a Conditional Offer has been accepted by the Policyholder, you will notify us in the manner agreed from time to time of the Commission that is payable to you on Completion.

After receipt by us of the cheques for the Purchase Price and Commission from the Purchaser, we will promptly send the cheque for the Purchase Price direct to the Policyholder and a cheque for your Commission to you.

7. Warranties

7.1 Each party warrants to the other that it has and will retain all authorisations from the FSA or any other regulatory body that are necessary to enable it to properly perform the services and enter into the contracts referred to in these Terms of Business. In addition you warrant that:

7.1.1 you are subject to the Money Laundering Regulations 2007 and you have obtained evidence of identity in respect of the Policyholder in accordance with the requirements of such Regulations and will provide us with such evidence of identity immediately upon request;

7.1.2 all information supplied by you in relation to the Policies shall be complete and accurate and you will have the Policyholder’s authority to release all information relating to the Policy and the Policyholder which you do, in fact, provide to us and will also obtain authority from the Policyholder for us to forward such information to Market Makers/Purchasers for the purposes of these Terms of Business;

7.1.3 you will only act within the scope of the authority from time to time granted to you by the Policyholder.

These warranties shall be deemed to be repeated each time that you provide details of a Policy to us.

8. Data Protection

8.1 You confirm that an accurate and complete entry in respect of you as a data controller is contained in the Data Protection Register maintained by the Information Commissioner in accordance with the terms of the Data Protection Act 1998.

8.2 You will in all respects comply with the provisions of the Data Protection Act 1998 as amended or replaced from time to time.

9. Liability and Indemnity

9.1 We shall not be liable for any losses, claims, costs, damages or other expenses whatsoever incurred by you except to the extent that they arise directly as a result of our fraud, negligence or wilful default. Notwithstanding this:

9.1.1 we shall not be liable for any indirect, special or consequential loss suffered or incurred by you, whether arising as a result of our negligence or otherwise;

9.1.2 we shall not be liable for any loss suffered or incurred by any Policyholder, whether arsing as a result of our negligence or otherwise;

9.1.3 we shall not be responsible if, for any reason, (including as a result of our negligence), you are unable to gain access to the Website.

9.2 You shall at all times indemnify us and keep us indemnified from and against any action, proceedings, claims, damages, demands, charges, expenses, liabilities or loss which we may suffer, incur or sustain as a direct or indirect result of:

9.2.1 any failure by you to fully comply with these Terms of Business, or

9.2.2 as a result of any claim being made against us by a Policyholder in respect of the services provided by us.

9.3 The information in a Conditional Offer is based on the information provided to us by the Market Maker. We will not be responsible for the completeness or accuracy of the information provided to you or for ensuring that any documents provided to you from a Market Maker/Purchaser comply with the requirements the FSA.

9.4 The indemnity set out in clause 9.2 will continue to remain in full force notwithstanding any termination or expiry of these Terms of Business.

10. Access to the Website

10.1 While we will use our reasonable endeavours to ensure the Website is normally available 24 hours a day, we shall not be liable if for any reason the Website is unavailable at any time or for any period.

Access to the Website may be suspended temporarily and without notice in the case of system failure, maintenance or repair or for reasons beyond our control.

You must keep Passwords confidential and will not disclose them to any other person. You will request that your Password is changed as soon as you become aware of any unauthorised disclosure of the Password and will inform us immediately by telephone as soon as you become aware of any unauthorised access to the Website.

11. Confidentiality

11.1 Each party will keep confidential all information in respect of the business, investments, finances, ideas, prices, marketing or development plans, customer lists or details, computer systems or software of the other party and will not use or disclose such information to any third party other than to the extent that is necessary for the purpose of these Terms of Business or as required by law.

The provisions of clause 11.1 shall survive the termination of these Terms of Business.

12. Termination

12.1 Either party may terminate these Terms of Business immediately by giving written notice to the other party. Any such termination will not affect the accrued rights of either party.

We may, without notice to you, block your access to the Website if we have reasonable grounds for believing that you are in breach of these Terms of Business or you are likely to or are threatening to breach these Terms of Business.

13. Notices

13.1 Any notice to be given under these Terms of Business shall be served in writing and sent to the address provided by each party for this purpose from time to time. Subject to clause 13.2, notices sent in accordance with this clause shall be deemed to have been received as follows:

13.1.1 if sent by personal delivery, upon delivery at the address of the relevant party;

13.1.2 if sent by first class post, two clear Business Days after the date of posting;

13.1.3 if sent by facsimile, when despatched; and

13.1.4 if sent by electronic mail, upon actual receipt.

13.2 If any notice would be deemed to be received under the provisions in clause 13.1 after 4.00 pm, such notice shall be deemed to be received at 9.00 am on the next Business Day.

14. Miscellaneous

14.1 Nothing in these Terms of Business shall be deemed to constitute a partnership of agency relationship between you and us.

14.2 Any variation to these Terms of Business will only be effective if confirmed in writing by us.

14.3 Except as expressly provided in these Terms of Business, the parties do not intend any term of these Terms of Business to be enforceable pursuant to the Contracts (Rights of Third Parties) Act 1999.

14.4 If at any time we do not insist on our strict rights under these Terms of Business, or allow any time or indulgence, this will not prevent us from doing so on another occasion.

14.5 Each of the provisions of these Terms of Business is distinct and severable from the others and if at any time one or more of such provisions is or becomes invalid, unlawful or unenforceable (whether wholly or to any extent), the validity, lawfulness and enforceability of the remaining provisions (or the same provision to any other extent) of these Terms of Business will not be affected or impaired.

14.6 You shall not assign or transfer your rights or obligations under these Terms of Business to any other person.

14.7 These Terms of Business shall be governed by English law and the parties submit to the exclusive jurisdiction of the English courts.