Stake (Stakeshop Pty Ltd) – Terms and Conditions (New Zealand Service)
Stakeshop New Zealand Terms & Conditions
This Agreement governs your opening of an Account with Stake (Stakeshop Pty Ltd), your use of the Account, as well as the provision of the Stake Service.
We reserve the right to amend the Agreement from time to time. Any amendments shall come into effect 10 days after publication of the amendment on the Website.
If the amendment is required for urgent technical, risk, or regulatory compliance reasons, the amendment will come into effect immediately upon publication on the Website. We will use reasonable endeavours to inform you of any changes, which may include notifying you by email. If you do not agree with the relevant changes, you can cancel our services and terminate your Account in accordance with clause 34 below. If, however, you continue to use the Stake Service after we have changed the terms, you will be deemed to have accepted the new terms.
By creating an Account with Stakeshop Pty Ltd, you not only agree to our terms & conditions set out in this Agreement, but you also agree to the terms & conditions set out by our partners. As such, please ensure you read and understand these terms & conditions, as well as those of our partners.
Links to their terms & conditions are below:
In this Agreement, unless the contrary intention appears:
The following words have the indicated meanings in this Agreement unless the contrary intention appears:
3.1 This Agreement applies to all dealings between you and us. By opening an Account, you acknowledge that you have read, and agree to be bound by, this Agreement.
3.2 This Agreement will apply once we have accepted your application to open an Account.
3.3 We reserve the right to decline your application to open an Account.
All dealings between you and us are subject to:
Certain New Zealand legislation will not apply to us. See clause 4.3 below in this respect.
3.6 You acknowledge that you are responsible for your own decisions and the outcomes that arise from the Transactions you undertake through the Service Providers (including any losses suffered by you as a result of those decisions).
3.7 If we accept your application for an Account, the Stake Service will be provided in accordance with this Agreement.
4.1 You represent and warrant that:
4.2 You agree that:
4.3 You acknowledge and understand that:
5.1 Accounts can be opened by New Zealand resident individuals over the age of 18.
5.2 We reserve the right not to open accounts for any reason whatsoever.
5.3 You will adhere to the account opening process, and if applicable, confirm that we did not solicit, induce or market our services to you.
6.1 The Stake Service gives you the ability to execute Transactions through our Service Providers. To use the Stake Service, you will need to have access to the internet. You are responsible for maintaining any electronic equipment or software needed to give you access to the Stake Service or the Website or our Mobile Application.
6.2 We do not promise continuous, non-interrupted or fault free delivery of the Website and/or Mobile App or the Stake Service.
6.3 Access to the Website and/or Mobile App and the Stake Service may be unavailable or interrupted from time to time due to:
6.4 In addition, your access to the Website and/or Mobile App may be restricted or suspended as set out in Clause 21.
7.1 To open an Account, you must:
We may, in our absolute discretion, decline your application for an Account under this Agreement.
9.1 Before you can provide us with an Instruction, you must fund your Account. Your funds will be collected via a payment gateway (POLi). Stake retains the discretion to allow purchase of Securities prior to any funding.
9.2 You allow Stake to place a hold on any funds deposited for a period of up to Sixty (60) days prior to making it available for withdrawal. We will provide you with advanced details of the hold period based on your funding method.
9.3 You allow Stake to place a hold on funds deposited via POLi (or any other funding method) until the funds have cleared at Stake, which could take up to four (4) business days. After this time, the funds may be withdrawn by the customer if their funds have cleared.
9.4 You authorise Stake, if required, to facilitate the transfer of all funds deposited into your Account (which are not the result of a withdrawal from the US) to the US client account of Stake’s broker-dealer (DriveWealth, LLC or ‘DriveWealth’) (the ‘DriveWealth Account’).
9.5 For transfers, Stake will book a deal with FX partners, such as OFX (OzForex Limited) to convert your funds into US dollars.
9.6 Funds to be transferred will be sent to our FX partner and remitted to the DriveWealth Account in US dollars. We note that you are not entering into a contractual relationship with that FX partner.
9.7 You will be notified once the funds have cleared in the DriveWealth Account and are available to invest through Stake.
9.8 All client funds are custodied in the US by the Custodian and cleared by Citibank (Citibank N.A) and DriveWealth.
9.9 You confirm that the intention of using these funds is not for any improper or illegal activity.
9.10 You are able to transfer USD directly into your Stake and DriveWealth Account using existing USD or via an FX remittance service. Transfers of USD should be done in accordance with the requirements set out in the Stake Service, which includes not transferring funds in the name of a 3rd party. Attempted transfers made from a 3rd party account can incur a fee of up to $25 USD in order to be sent back to source.
10.1 You may withdraw funds from the US (subject to any hold period) to your local account at any time through instruction on the Stake website and/or our mobile app.
10.2 When you issue a withdrawal instruction, you authorise Stake to facilitate the transfer of your US dollar funds from the DriveWealth Account to your local bank account.
10.3 On receiving the withdrawal instruction, Stake will book a deal with its FX partners or one of DriveWealth’s FX partners, to convert your funds from US dollars into your local currency.
10.4 The US dollar funds will be sent by DriveWealth to Stake’s FX partners (such as OFX) and remitted to a Bank account nominated by you, which must be an account in your name. Stake has contracted with its FX partners directly and you are not entering into a contractual relationship with that FX partner.
10.5 Stake has the discretion to place a hold on funds deposited, in which case the funds may not be available for withdrawal for a period of up to Sixty (60) days from the date of deposit. The relevant hold periods will be provided to you in the Stake Service.
11.1 You agree that we may from time to time appoint third parties to perform certain obligations under this Agreement. You must carefully read the terms & conditions for each of our Service Providers (as set out above). You are contracting directly with those Services Providers to provide their service to you.
11.2 We are not participants on an Exchange. Accordingly, we have appointed broker-dealer DriveWealth (a company that is registered with the U.S. Securities and Exchange Commission), and may appoint other Exchange participants to provide execution and clearing services for the Transactions. You must open an account with DriveWealth to facilitate this.
11.3 You agree and acknowledge that it is necessary for you to open accounts with the Service Providers in order to receive the Stake Service, and that we will arrange for applications for such accounts to be made to the Service Providers on your behalf.
11.4 You provide authorisation for us to disclose personal information to third parties involved directly in delivering the Stake Service.
11.5 You agree and acknowledge that opening a Stake Account involves usage of a Service Provider’s systems and is subject to that Service Provider’s terms and conditions (as set out above). Stake is not a party to any agreement between you and a Service Provider.
11.6 We may remove any Service Providers or appoint any Service Providers to perform any of our duties under this Agreement. We will exercise reasonable care in the selection of our Service Providers, and will notify you of such change within a reasonable time period.
11.7 You agree that we will not be liable for any losses sustained or incurred by you by reason of:
11.8 Our Service Providers may appoint other agents to provide services under this Agreement. You agree that we will not be liable for any losses sustained or incurred by you by reason of any act, omission, fraud, negligence, insolvency or delay of such persons.
11.9 You acknowledge and agree that, under their terms and conditions, the Service Providers have:
11.10 You acknowledge and agree to the Stake Disclaimers, to the extent they apply to you, and as they relate to Stake and our Service Providers.
12.1 You appoint us and each of our respective agents, directors, officers and Service Providers (as applicable) severally (each referred to as ‘Agent’) as your Agent to do in your name everything necessary or expedient to provide the Stake Service, including to:
12.2 You will inform us immediately if you withdraw the authority set out in this Clause 12.
13.1 We are not a tax agent or tax intermediary.
13.2 Nor do we provide financial advice for the purposes of the Financial Advisers Act 2008 in respect of the Stake Service or otherwise.
13.3 We recommend that you obtain professional financial, legal and taxation advice before entering into any financial investment decision.
13.4 As part of the Stake Service, you acknowledge that Stake is not providing a “financial adviser service” or a “broking service” for the purposes of the Financial Advisers Act 2008 and that Stake is not the offeror of any Securities .
13.5 You are responsible for any investment or trading decisions made by you with respect to your Account and we will not be responsible for determining the suitability, appropriateness or advisability of your Instructions, any Transaction or Currency Conversion.
13.6 We do not guarantee the performance of any Securities.
13.7 You must only provide us with Instructions and enter into Transactions for your own benefit and will not use your Account on behalf of third parties (unless agreed with us).
13.8 To the extent you require further information about the relevant New Zealand legislation that may apply, or require specific advice, please contact your legal and/or financial adviser (as appropriate).
14.1 Once you have opened an Account, you may Instruct us to facilitate buying or selling Securities or arranging a foreign currency transaction on your behalf. We will then arrange for your instructions to be executed by our Service Providers.
14.2 Any Instructions:
14.3 You authorise us to:
14.4 We are entitled to assume that any Instructions given via the Website or Mobile Application using your account details are from you. You are bound by any such Instructions.
14.5 As part of executing your Instructions, you may be charged a brokerage fee by us and any nominated Service Provider at the rates we set, and any other applicable Fees and Charges in each case as specified on the Website and/or our mobile app. These Fees and Charges may change from time to time and will differ depending on whether a fractional or whole interest in a Security is being purchased. Any changes to the relevant Fees and Charges will be updated on the Website and our mobile app.
14.6 You acknowledge that the price at which the Instructions are executed may be different from the price the Security is trading at the time you give your Instructions.
14.7 We do not guarantee that your Instructions will be executed:
15.1 When you provide us with Instructions, you acknowledge that:
15.2 We will use our reasonable endeavours to arrange for the execution of your Instructions by the relevant Service Providers. You will receive Confirmation upon execution.
15.3 We will not be responsible for any losses that you may incur as a result of any delay or error in the transmission or execution of your Instructions, and you acknowledge that international time differences and timing of public holidays or other similar observances may lead to delays in receipt of Instructions and execution by us and our Service Providers.
15.4 Instructions to buy or sell Securities may only be valid for terms that we determine from time to time and within the maximum terms allowed on the relevant Exchange.
15.5 If you request variation to or cancellation of a Transaction recorded by us, the Transaction will not be varied or cancelled until we notify you that your request has been accepted.
15.6 You will be liable to pay the applicable market fees for your trades.
15.7 You are responsible for any liability for contracts arising from your Instructions.
15.8 You will indemnify us against all loss, expense or any other liability in relation to the execution of your Instructions, except to the extent resulting from or caused by our negligence, fraud or dishonesty.
15.9 You acknowledge that if you:
we have the right to suspend your account, place a hold on your assets and facilitate trades on your behalf to recoup any losses incurred by Stakeshop Pty Ltd.
15.10 You acknowledge that the website is only accessible on desktop devices and that the Mobile App will allow you access to the Stake Service on Mobile Devices.
15.11 You will be liable for losses caused by unauthorised Transactions where we can prove that you contributed to losses on the balance of probability:
If you are liable for losses under this clause, you will be liable for the actual losses that occur between the time you realised, or should reasonably have become aware, that your Account’s security had been breached, and when you actually let us know.
15.12 You acknowledge that Stake has the right to claim any reasonable expenses and costs (legal or otherwise) in relation to resolving any claim against you or us (by you), whether resolved or not. In relation to this clause, you acknowledge that if a judgement is made against you in relation to such costs and expenses, you will be liable for those costs and expenses incurred by us (to the extent required under the judgement or at law).
16.1 We reserve the right to refuse to:
16.2 Notwithstanding the fact that you can only place orders to purchase shares once you have sufficient cleared funds, we can decline to act on your behalf or accept your instructions if:
We may also cancel any Transaction or generally restrict your ability to trade Securities through your Stake Account. We do not need to provide any reason for taking such action. We will notify you, as appropriate, of any such refusal or cancellation.
16.3 A Service Provider may also refuse to respond to a request or accept an instruction in accordance with their terms & conditions.
17.1 If you do not:
17.2 Where we have incurred additional costs, we will either set off or direct debit funds from you or demand payment from you in writing.
17.3 We reserve the right to liquidate your account to recover any losses or expenses incurred and suspend your access to Stake in relation to a chargeback on a Card funding transaction or in relation to the non-settlement of any funding from POLi or another funding service available on Stake.
18.1 You authorise us to:
18.2 You acknowledge and agree that this Agreement is evidence that you have provided the authorisation under clause 18.1, and that this authorisation continues by you continuing to place orders with us.
18.3 You authorise us to send electronic Confirmations to your email address as notified to us from time to time.
18.4 You agree that if we issue you with a Confirmation, it constitutes evidence of the Transaction unless it includes an error. The Confirmation will be subject to the correction of errors and omissions.
19.1 Your Securities and Currencies will be held by a Custodian. You will retain legal and beneficial ownership of the Securities.
19.2 Your money may be passed by one Service Provider to another Service Provider. Your money may also be transferred to other persons, such as an Exchange. Where such a person is located outside New Zealand, the legal and regulatory regime applying to such a person will be different to that of New Zealand and, in the event of failure of such a person, this money may be treated in a different manner from that which would apply if the money was held by such a person in New Zealand.
20.1 You acknowledge that we are not authorised under New Zealand or any other country’s financial services law to deal in foreign exchange contracts. You appoint our Service Provider to execute any Currency Conversions relating to your trades in International Securities.
20.2 You agree that you will bear the foreign exchange risks of a Currency Conversion, including but not limited to, the risks of cash held, or of interest or other income payments received, of expenses, taxation or other liabilities incurred in Currencies other than New Zealand dollars and of exchange controls or other laws that may prohibit or impose costs on the Currency Conversion and that we will not be liable for any loss suffered by you as a result of a Currency Conversion or the timing of a Currency Conversion.
20.3 When you place an order, you agree to accept the indicative quote for the Currency Conversion. You agree to exchange currencies at a rate, which may be different from the estimated rate, depending on market movements, and which includes the Service Provider’s fees, charges and margins for executing the Currency Conversion.
20.4 Not all cross-currency transactions are supported. Some Currency Conversions may require an intermediate transaction to/from New Zealand dollars or another currency.
20.5 You acknowledge that Currency Conversions applied to certain payments may incur a spread, and other fees and charges, which will be payable to the Service Provider.
20.6 You agree that Currency Conversions incur fees that may be collected by us or our Service Provider(s) in exchange for converting your funds between New Zealand Dollars, US Dollars or any other currency.
21.1 Subject to any applicable law, we can immediately restrict or suspend your access to:
21.2 We will only exercise our right to restrict or suspend in clause 21.1 if:
21.3 If we exercise our right under Clause 21.1, we may tell you the reason for the restriction or suspension (and any conditions) as soon as is reasonably possible (unless prohibited for legal or regulatory reasons). We do not need to tell you before restricting or suspending your Account access.
21.4 If you use (or appear to use) our website or Mobile Application in a way we think is inappropriate or unreasonable, we may suspend or restrict your access without notice.
21.5 We reserve the right to suspend your account without any prior notification for any reason. If this occurs and there are no losses to be recouped by Stakeshop Pty Ltd for your actions, we will organise for your funds and holdings to be transferred out to a broker and/or bank of your choice.
22.1 You acknowledge that we may be required for anti-money laundering and countering financing of terrorism purposes, to verify your identity before we can provide you with the Services. You must provide all information to us which we reasonably require to adhere to the relevant jurisdictional requirements in order to manage money-laundering or terrorism financing and economic and trade sanctions risk or to comply with any laws or regulations in New Zealand or any other country. When applying for a trading account, you give us consent to provide this information to a verification service who will check your personal information against sources which may include databases of driver’s licence and passport details.
22.2 You must provide all information to us which we reasonably require to adhere to New Zealand and foreign jurisdictional requirements in order to manage money-laundering or financing of terrorism and economic and trade sanctions risk, or to comply with any laws or regulations in New Zealand or any other country.
22.3 You agree that we may delay, block or refuse to process any Transaction and give immediate notice to suspend or terminate the Stake Service without incurring any liability if we suspect that a Transaction:
22.4 You declare and undertake that the processing of any of your Instructions will not breach any laws or regulations in New Zealand or any other country.
22.5 When applying for an account and accepting our terms and conditions you give consent for Stakeshop Pty Ltd to disclose your name, residential address and date of birth to a credit reporting agency and ask the credit reporting agency to provide an assessment of whether the personal information so provided matches (in whole or in part) personal information contained in a credit information file in the possession or control of the credit reporting agency to assist in verifying your identity for anti-money laundering and countering financing of terrorism purposes, or any similar law. The credit reporting agency may prepare and provide Stakeshop Pty Ltd with such an assessment and may use your personal information including the names, residential addresses and dates of birth contained in credit information files of you and other individuals for the purposes of preparing such an assessment. If you disagree with having your identity verified by a credit reporting agency, please select another contact Stakeshop Pty Ltd so that we can discuss other options with you.
23.1 You will retain legal or beneficial ownership (as applicable) of any Security. Accordingly, it is your obligation to fulfil any voting or other requirements which attach to these financial products (‘Corporate Actions’).
23.2 If we become aware of any matter which may require you to take a Corporate Action, we may inform you of this, but are not obligated to. It is important that you ensure we have accurate personal details for you to allow us to do this.
23.3 By entering into this Agreement, you agree and acknowledge that decisions relating to the Corporate Actions you make are separate to the discretions which will be exercised by us under the Agreement.
24.1 As the taxation implications when investing in Securities which are international are complex and different from investing in Securities which are in your local jurisdiction, you should seek advice from a taxation professional to evaluate whether an investment in international Securities is appropriate to your particular financial circumstances and to ascertain whether you are entitled to claim back any withholding taxes.
24.2 Securities may attract withholding taxes on income and cash dividends in some jurisdictions. All withholding tax is deducted in the applicable Currency of the jurisdiction in which the tax applies.
24.3 The Custodian will withhold tax at the rate applicable under the local laws. The rate may be different from treaty rates agreed to between New Zealand and the applicable foreign country.
24.4 We will inform you of how much tax was withheld. However, we reserve the right not to make or support any application to reclaim the withheld tax on the Securities. We recommend you consider how this may impact your particular financial circumstances.
24.5 You may be liable for tax on foreign sourced income and may be required to include this information in your New Zealand tax return. New Zealand residents holding interests in certain types of overseas entities may be subject to New Zealand tax on deemed income from those entities, regardless of whether it is distributed or not, under the controlled foreign company (CFC) and foreign investment fund (FIF) regimes. These regimes establish methods to calculate any such income and impose New Zealand tax on it.
24.6 We should not be liable for any tax implications and it is your responsibility to ensure that your details are up to date with the necessary regulatory body. We will assist with the filing of W8BEN and similar forms through our Service Providers, but cannot be responsible for any adverse implications.
Our Service Providers will hold any funds received on your behalf in accordance with the laws of the jurisdiction in which those monies are held. We or our Service Providers may retain any interest paid on such funds.
26.1 Information presented on our website and/or mobile app has been obtained from sources believed to be true. Neither we nor our associates including all officers, directors, employees, agents, third parties, service providers, suppliers or relevant Exchanges:
26.2 Service Providers, including third party suppliers may assert proprietary interests in the information or intellectual property presented.
26.3 If we provide links to other applications or provide or make available (including by way of a referral) general research, information or recommendations provided by other persons, we are not liable to you if you rely on any research, information, advice or recommendation provided by such applications, persons or service providers.
26.4 The information supplied is for your personal and private use only. You must not:
26.5 If we suspect you are in breach of clause 26.4, we may immediately suspend your use of the Stake Service.
27.1 You acknowledge that copyright and intellectual property rights relating to the information and derived information we provide (including information transmitted electronically), remain vested in us, its creator, or other Service Providers as applicable.
27.2 If improper or unlawful use of materials under copyright or other intellectual property rights comes to your notice, you must notify us immediately.
28.4 You agree to keep your password and username required to access your Account and the Website and/or mobile app confidential. Any actions taken within your Account will be deemed to be taken by you, as the authorised user of the Account. We cannot be responsible for any loss due to unauthorised access where the user has failed to take adequate steps to protect their account or shared information.
29.1 Either party may provide notice to the other party by electronic communication such as email.
29.2 You may request that we provide notices to you by post. If you do so, the notice will be treated as having been received two business days after posting. If we have your email, we will use this as the default communication and reserve the right to use email exclusively.
29.3 You must ensure that:
30.1 We do not exclude or limit the application of any statute under New Zealand law, where to do so would contravene the statute or cause any part of this Agreement to be void.
30.2 We, our Directors, Service Providers, officers or agents, are not liable for any actions, claims, demands, proceedings, liabilities, losses, damages, costs and expenses except to the extent resulting from or caused by our negligence, fraud or dishonesty due to:
30.3 Subject to any rights implied by law which cannot be excluded by agreement, we and our Service Providers, our officers, employees and agents:
31.1 You will be liable for losses caused by unauthorised Transactions where we can prove that you contributed to losses on the balance of probability:
31.2 If you are liable for losses under clause 31.1 you will be liable for the actual losses that occur between the time you realised, or should reasonably have become aware, that your Account’s security had been breached and when you actually let us know.
32.1 You indemnify us, our Service Providers, our officers, employees, agents and our related bodies corporate for any losses arising directly or indirectly out of:
32.2 You agree to indemnify us, our Service Providers and each of our respective members and associates, and the directors, officers, agents of either us (‘Indemnified Parties’) against:
32.3 You agree that the risk and liability for unauthorised instructions or fraud lies with you alone, and that you will indemnify us from all loss, costs and expenses arising from such unauthorised instructions or fraud, except to the extent resulting from or caused by our negligence, fraud or dishonesty. We hold the benefit of this indemnity on trust for each Indemnified Party.
32.4 Your liability to indemnify us will be reduced proportionately to the extent a negligent or fraudulent act of ours contributed to the loss.
32.5 Each indemnity in this Agreement is a continuing obligation, which is separate and independent from your other obligations, and survives termination of this Agreement.
32.6 We do not need to incur expenses or make Transactions on your behalf before enforcing our right of indemnity under these terms and conditions.
33.1 You may not assign, transfer or novate any of your rights or obligations under this Agreement without our written consent, which may be withheld.
33.2 We may assign, transfer or novate any or all of our rights or obligations under this Agreement by providing ten (10) Business Days’ written notice to you.
33.3 In the event of an assignment, transfer or novation under this clause:
34.1 This Agreement remains in force until it is terminated or we are no longer authorised to provide the Stake Service.
34.2 Either party may terminate this Agreement:
34.3 We may terminate the Agreement if:
If any provision of this Agreement is unlawful, void or unenforceable, then that provision shall be deemed severable from the remaining provisions and shall not affect their validity and enforceability.
36.1 You understand and acknowledge that you do not have access to a formal dispute resolution scheme, but you can seek recourse or make claims against Stake in accordance with this Agreement or under common law (or any other legal right afforded to you).
36.2 In the event of a question, dispute or difference that arises in connection with this Agreement or any Transaction (‘Dispute’), all parties must use all their reasonable endeavours to resolve the Dispute.
36.3 If we cannot resolve a dispute to your satisfaction, depending on its nature, you can seek recourse:
This Agreement shall be governed by and construed in accordance with the laws of New Zealand. The parties agree to irrevocably submit to the non-exclusive jurisdiction of the courts of New Zealand.