Private Wealth Terms and Conditions

Parties and Introduction:

 

This forms part of the Investment Management Agreement, with the Client on one side, and Ndovu Wealth Limited (referred to as “the Fund Manager”) located at ABC PLACE, 10th Floor, Waiyaki Way, Nairobi, on the other.

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The Client(s) intends to engage Ndovu for managing their investments, subject to the terms and conditions outlined below:

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1. Definitions:

 

In this Agreement, certain terms have specific meanings:

 

“Financial Assets” are assets like stocks, bonds, rights, certificates, or bank balances that make up the Fund.

 

“Fund” includes cash, coins, stocks, bonds, and other similar investments, along with income accumulations from the Portfolio, authorized for management by Ndovu

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2. Portfolio Income Handling:

 

Ndovu will manage the Portfolio as directed by the Client(s) and will, among other things:

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• Invest and reinvest capital within the Portfolio based on agreed investment guidelines.

• Reinvest any Portfolio income not needed for benefit payments according to the Client(s)’ instructions.

 

3. Client(s)’ Rights:

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The Client(s) have the following rights related to their portfolio:

 

• To request information about Ndovu Wealth Limited.

• To receive income generated by the Client’s Portfolio held by Ndovu on the Client’s behalf.

• To receive payment for securities/Investments sold within a specified timeframe.

• To review the Fund Manager’s conflict of interest policy.

• Complaint and Fair Handling: Clients have the right to lodge complaints, and these complaints will be addressed in a fair and prompt manner.

• Non-Exclusion of Duties: Ndovu where it is reasonable cannot, in any written communication or agreement, exclude or limit the following:

  • Any duty or liability owed to the client(s) under the various laws or regulations.

  • Any duty to act with skill, care, and diligence when providing regulated services to the client.

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4. Our Obligations:

 

• Provide prompt portfolio statements 

• Dispose of Financial Assets upon Client’s written request.

• Monitor income collection.

• Always act in the Client’s best interest. 

• These obligations complement regulations under the Financial services Sector;

 

5. Conflicts of Interest:

 

• Parties must act in good faith

• Ndovu shall ensure fair treatment for the Client(s) and transactions not materially less favorable.

• Neither Ndovu nor Interested Parties are liable to the Client(s) for profit or remuneration from such transactions.

• The Client(s) acknowledges potential conflicts may arise due to:

  • Interested Parties working for other clients.

  • Interests in entities whose Assets are managed.

  • Transactions benefiting Interested Parties.

  • Dealing with Interested Parties on behalf of the Client(s).

  • Investments instructed by other clients of Interested Parties.

  • Investments of entities where Interested Parties have roles.

  • Transactions with Interested Parties.

  • Transactions in which Interested Parties have held investments.

 

6. Liability:

 

Ndovu isn’t responsible for loss, damage, or depreciation in the Client’s Portfolio or its investments, except in cases of professional negligence, willful default, or fraud by the Fund Manager or its agents/employees.

 

7. Termination:

 

• This Agreement ends when the client withdraws/Liquidates their investments. Additionally, it can be terminated under the following conditions:

• Breach of Agreement: Either party can terminate with written notice if the other party fails to rectify a breach within 30 days.

• Bankruptcy or Cessation: Termination is automatic upon bankruptcy, cessation, deregistration by the Authority, etc.

• By Notice: Either party can terminate with 30 days’ written notice.

• Failure to Make Payments: Ndovu can terminate immediately if the Client(s) fail to make required payments.

• By the completion of the agreed lock in period/or period of investment unless stated otherwise

 

8. Variation of Terms:

 

The Agreement can be changed in writing, signed by authorized representatives of both parties (Electronic mailing is recognized). 

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9. Non-Exclusivity:

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Ndovu’s services are not exclusive to the Client(s). We can provide similar services to others as long as confidentiality terms are upheld.

 

10. Notices:

 

Unless stated otherwise, all communications related to this Agreement must be in writing and sent by mail or hand to the specified addresses. Address changes must be promptly communicated.

 

11. Confidentiality:

 

Ndovu must not disclose information obtained through this Agreement to third parties without written consent from the Client(s) or as required for performance of the Fund Manager’s obligations unless the disclosure is to facilitate the execution as agreed under this agreement or to facilitate offering the said services to the client.

 

12. Settlement of Disputes:

 

Parties will make best efforts to amicably resolve disputes related to this Agreement.

 

Right of Arbitration: Unresolved disputes after 30 days may be referred to arbitration, with an arbitrator agreed upon by both parties or appointed by the Chartered Institute of Arbitrators (Kenya). The decision follows relevant statutory provisions.

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Right of Appeal: Dissatisfied parties have the right to appeal to the High Court of Kenya after arbitration.

 

13. Assignment:

 

This Agreement isn’t assignable but binds successors and assigns on behalf of the Client(s) and the Fund Manager.

 

14. Governing Law:

 

This Agreement is governed by and construed under the laws of the Republic of Kenya.