J.P. Morgan China

Terms and Conditions on Handling Client Information

Version: November, 2021

1. These Terms and Conditions

Please read and understand these Terms and Conditions (these “Terms”) carefully before using JPM China’s (as defined below) services. By using JPM China’s services or providing Client Information (as defined below) to JPM China, the Client agrees to JPM China’s collecting, use, processing, storage, disclosure and transfer of Client Information in accordance with these Terms.

These Terms are applicable to all the China entities within JPMorgan Group, including but not limited to JPMorgan Chase Bank (China) Company Limited, J.P. Morgan Securities (China) Company Limited and J.P. Morgan Futures Co., Ltd. (individually, “JPM China”), including all of their branches and subsidiaries in China.

2.  Definitions

a.  “Client” means any recipient of JPM China’s services.

b. “Client Information” means documentation and information (including Personal Information as defined below), whether or not specifically designated as confidential, with respect to (i) the Client and its affiliates and Relevant Person (as defined below); and (ii) any services and transactions involving the Client and/or its affiliates.

c. “JPMorgan Group” means JPMorgan Chase Bank, N.A., and any of its branches, affiliates or subsidiaries.

d. “Personal Information” means (a) any information, recorded in electronic form or other form, that is related to any identified or identifiable natural person, excluding any anonymized information; and (b) any other personal information as defined in the PRC laws, regulations, rules and guidelines.  In these Terms, Personal Information shall include individuals’ (i) identification information; (ii) financial information; (iii) account information; (iv) credit information; (v) financial dealing information; (vi) biometric identification information; (vii) derived information; and (viii) other personal information.

e. “Purpose” means the purpose for which that JPM China may collect, use, process, store, disclose or transfer Client Information.  Purposes shall include, without limitation, (i) for JPM China to carry out corporate banking, investment banking, markets, securities, asset and wealth management, securities services, research, futures brokerage and any other businesses, services and/or transactions that JPM China might from time to time provide to or engage in with the Client, its affiliates, or any other party designated by the Client (including onboarding and Know-Your-Customer check against such entities); (ii) for compliance with law, regulation, court order or for cooperation with a government, law enforcement or supervisory body and establishing, exercising and defending legal claims; and (iii) as may be required by the globalization strategy, business continuity plan, marketing, research, security, IT, operations, control and risk management functions and/or internal compliance policies of JPMorgan Group (such as monitoring and de-risking credit exposure, credit checks, prevention of fraud and other breaches of law, audit, sanctions and anti-money laundering/countering the financing of terrorism compliance processes, regulatory screening, reporting and monitoring, surveillance review and monitoring, improving products and services).

f.  “Relevant Person” means any natural person whose name or other Personal Information is provided to JPM China by the Client, its affiliates, any of their representatives and/or any other party which JPM China reasonably believes to have the legitimate rights to share the information with JPM China.

g. “Permitted Recipient” means (i) any entity within JPMorgan Group, and the officers, directors, employees, accountants, auditors, legal advisors or other professional advisers or consultants, any actual or prospective credit protection provider or swap counterparty, agents, contractors, representatives and service providers of JPM China or any other entity within JPMorgan Group; (ii) any court, tribunal, exchange, trading platform, depositories, credit reference agency and other basic database of financial credit information (金融信用信息基础数据库), government authority (including but without limitation to any government authority having jurisdiction over JPM China or any entity within JPMorgan Group), or any person or entity as required by applicable laws, regulations or aforesaid entities; (iii) any actual or prospective transferees, assignees or participants of any rights and/or obligations of JPM China and any other entity within JPMorgan Group; (iv) unaffiliated third parties that are customarily involved in the end-to-end process in relation to the products, services and transactions offered by JPM China, such as clearing houses, other banks, and other channels and networks operated by third parties; and (v) Client’s auditors, Client’s or its affiliates’ examiners or other regulators.

h. An entity includes its successors in title, permitted assignees and permitted transferees. 

3.  Protection of the Client Information

JPM China takes its responsibility to protect the privacy and confidentiality of the Client Information very seriously.  JPM China maintains physical, electronic and procedural safeguards that comply with applicable legal standards to secure such information from unauthorized access and use, accidental or unlawful alteration and destruction, and other unlawful or unauthorized forms of processing. JPM China holds its employees accountable for complying with relevant policies, procedures, rules and regulations concerning the privacy and confidentiality of information.

4.  Information Collecting, Use, Processing, Storage, Disclosure and Transfer

a. The Client understands that JPM China may, for the Purpose, collect Client Information directly or indirectly through communication and interaction with the Client, its affiliates, and any of their representatives and Relevant Persons, and/or any other party which JPM China reasonably believes to have the legitimate rights to share with JPM China such Client Information.

b. The Client hereby authorizes JPM China, for any of the Purposes, to collect, use, process and store Client Information and to disclose or transfer such Client Information to any Permitted Recipient. For more information, please refer to the JPMorgan Group Privacy Policy (available at https://www.jpmorganchina.com/CN/en/privacy) or contact JPM China via the channel set forth in Clause 12 of these Terms below.

c. JPM China’s typical scenarios of handling Personal Information include, without limitation, the following:

(i)      AML/KYC: fulfilling JPM China’s regulatory compliance obligations, including “Know-Your-Customer” checks; confirming and verifying clients’ identity, and screening against government, supranational bodies and/or law enforcement agency sanctions lists as well as internal sanctions lists and other legal restrictions;

(ii) client on-boarding: on-boarding new clients; and compliance with JPM China’s internal compliance requirements, policies and procedures;

(iii)  credit worthiness: conducting credit reference checks and other financial due diligence;

(iv) provision of products and services: administering relationships and related services; performance of tasks necessary for the provision of the requested services; communicating with the Client in relation to those services;

(v) ancillary services: marketing, prospecting, advertising or otherwise communicating with the Client; conducting market or client satisfaction research; physical security (including records of visits to JPM China’s premises and CCTV recordings) and electronic security (including login records and access details);

(vi) IT operations: management of JPM China’s communication systems; IT security operation and audits;

(vii) investigations and surveillance: detecting, investigating and preventing fraud, breaches of law, regulation or policy, or criminal offences, in accordance with applicable laws and regulations;

(viii) legal compliance and legal proceeding: compliance with JPM China’s legal and regulatory obligations under applicable laws and regulations; establishing, exercising and defending legal rights;

(ix) improving JPM China’s products and services: identifying issues with existing products and services; planning improvements to existing products and services; and creating new products and services; and

(x)  risk management: audit, compliance, controls and other risk management.

5. Consents. The Client represents and warrants that, prior to submitting to JPM China the Personal Information, the Client has lawfully obtained sufficient, informed and valid consent from the Relevant Person in accordance with applicable laws and regulations to enable the Client to provide the authorization and consent and agree to the terms and conditions under these Terms for JPM China to collect, use, process, store, disclose, transfer or otherwise deal with the Personal Information for the Purpose, and will promptly provide to JPM China such consent upon JPM China’s request.    The Client represents and warrants that, to the extent relevant, it has also notified the Relevant Persons of the necessity of sensitive Personal Information handling, as well as the relevant effects on them as required under applicable laws and regulations, and obtained their consent.  The Client further undertakes that it shall keep the Relevant Person informed of any notice or policy or other information provided by JPM China in relation to the collection, use, processing, storage and disclosure of Personal Information, and if required, to obtain sufficient, informed and valid consent from the Relevant Person.

6. Data Storage. The Client understands that Client Information JPM China collected will be stored within China or, where necessary and permitted by applicable laws, regulations or otherwise allowed by regulators, transferred and stored abroad.  JPM China will retain the Client Information for a period as minimum as it deems necessary to fulfill the Purposes, unless applicable law requires a longer retention period.  In particular, JPM China will retain the Client Information for as long as it is needed to establish, exercise or defend any legal rights.

7. Outsourcing of Data Processing and Offshoring. To the extent permitted by applicable laws, regulations or otherwise permitted by regulators, the use, processing and storage of Client Information may be performed by (i) any entities in the JPMorgan Group (wherever located); or (ii) any service providers of any entities in JPMorgan Group (wherever located) for any of the Purposes.  The Client authorizes JPM China to transfer Client Information to such entities and service providers as JPM China is permitted to do so under applicable laws and regulations or otherwise allowed by regulators, and as JPM China deems appropriate.  For more information, please refer to the JPMorgan Group Privacy Policy (available at https://www.jpmorganchina.com/CN/en/privacy) or contact JPM China via the channel set forth in Clause 12 of these Terms below.

8. Information Accuracy and Legitimacy.  The Client (i) represents and warrants that all the Client Information provided by the Client, its affiliates and/or any of their representatives to JPM China is true, complete, accurate and up-to-date and does not contain any confidential information, state secret or archive that is not permitted to be disclosed to JPM China or any Permitted Recipient, and (ii) undertakes that it shall promptly notify JPM China if there is any change to the Client Information.  For any Client Information that contains state secret or archive, the Client should expressly mark “state secret” or “archive” when provide such Client Information to JPM China and obtain JPM China’s written receipt.

9. Individual Rights.  The Client represents and warrants that it has validly informed the Relevant Persons of their individual rights and the procedures for exercising such rights in relation to their Personal Information under applicable law. The Client should promptly notify JPM China in writing if any Relevant Person elects to exercise such rights and assist JPM China in meeting its obligations under applicable laws and regulations in relation to such request.

10. Conflict.  In the event of any inconsistency between these Terms and any consent to Client Information that the Client has provided to JPM China (in an agreement, electronically, written form or otherwise), then these Terms will prevail.

11. Amendments.  These Terms may be amended or updated from time to time to reflect changes in JPM China’s practices with respect to the processing of Client Information, or changes in applicable laws and regulations.  JPM China encourages the Client to read these Terms carefully, and to regularly check this page to review any changes JPM China might make in accordance with the terms of these Terms.

12. Contacts.  Please contact JPM China via the client compliant hotline displayed on the relevant JPM China entity’s website (including but not limited to: www.jpmorganchina.com.cn and www.jpmorganchina.com) if you intend to inquire, correct or update any Client Information (including Personal Information), to complain or to exercise any other statutory rights related to data or Personal Information.

13. Language.  These Terms are prepared in both Chinese and English.  If any discrepancy exists between the two versions, the Chinese version shall prevail.