Version: December 2022
1. These Terms and Conditions
Please read and understand these Terms and Conditions (these “Terms”) carefully before using JPM China’s (as defined below) products and services. By using JPM China’s products and 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 JPMorgan Chase Bank (China) Company Limited and J.P. Morgan Futures Company Limited (individually, “JPM China”), including all of their branches and subsidiaries in China. For more information about JPM China, please refer to the JPM China Notice concerning the Processing of Personal Information (see the website for details https://www.jpmorganchina.com.cn/en/notice-concerning-the-processing-of-personal-information).
a. Client” means any recipient of JPM China’s products and services.
b. “Client Information” means (i) information in respect of the Client and/or its affiliates and Relevant Person (as defined below); and (ii) documentation and information with respect to any products, services and transactions involving the Client and/or its affiliates; and (iii) other information provided by Clients to JPM China. Client Information shall include Personal Information as defined below, whether or not specifically designated as confidential.
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, financial 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/Client 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 the entity or the person as described below, receiving Client Information, subject to compliance with the Chinese laws and regulations (or, where approval is required, after obtaining the approval from the competent Chinese authorities), (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 or any other entity within JPMorgan Group; (iv) unaffiliated third parties that are customarily involved in the various processes in relation to the products, services and transactions offered by JPM China, such as clearing institutions, 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 External Provision
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 described in these Terms, to collect, use, process and store Client Information and to disclose or externally provide such Client Information to any Permitted Recipient. For more information, please refer to the JPM China Notice concerning the Processing of Personal Information (see the website for details, https://www.jpmorganchina.com.cn/en/notice-concerning-the-processing-of-personal-information) or contact JPM China via the channel set forth in Clause 12 of these Terms below.
c. JPM China’s typical scenarios of processing Personal Information include, without limitation, the following:
(i)AML/KYC: fulfilling JPM China’s regulatory compliance obligations, including “Know-Your-Customer/Client” 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 products and services; performance of tasks necessary for the provision of the requested products and 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.
d. Where required by applicable laws or regulations, for specific Purposes, the Client may choose to provide JPM China with or allow JPM China to collect Client Information from the Client or third parties with the Client's consent. For example, the Client may choose to participate in marketing activities by providing JPM China with relevant Client Information, and the Client has the right to notify JPM China that it chooses to opt out or not to receive such marketing communications. JPM China will not assume the Client's acceptance of sending marketing communications without the Client's prior consent. For more information about JPM China's specific Purposes for collecting and using Personal Information, please refer to the JPM China Notice concerning the Processing of Personal Information (see the website for details, https://www.jpmorganchina.com.cn/en/notice-concerning-the-processing-of-personal-information).
5. Consents. The Client represents and warrants that, prior to submitting to JPM China the Personal Information, the Client has provided the Relevant Person with a Notice concerning the Processing of Personal Information (see the website for details, https://www.jpmorganchina.com.cn/en/notice-concerning-the-processing-of-personal-information) and lawfully obtained sufficient, informed and valid consent from the Relevant Person in accordance with applicable laws and regulations (including separate consents and/or written consents as required by applicable laws). The Client hereby agrees to the terms and conditions under these Terms and authorizes and consents to JPM China's collection, use, processing, storage, disclosure, external provision or otherwise handling the Personal Information for the Purpose. If the purpose, manner or type of Personal Information to be processed changes, JPM China will update the Notice concerning the Processing of Personal Information, and timely inform the Client of the update by providing the updated version on the webpage https://www.jpmorganchina.com.cn/en/notice-concerning-the-processing-of-personal-information or by sending a notice to the Client in accordance with the notification period and update method (if any) as required by laws and regulations. If the Client has any questions regarding such processing or subsequent updates, it shall contact JPM China, and if the Client continues to use JPM China's products or services, the Client shall be deemed to have agreed to accept such update. The Client further undertakes that it shall promptly inform the Relevant Person of all notices, rules or other information issued by JPM China (including, without limitation, these Terms and any subsequent updates to the JPM China Notice concerning the Processing of Personal Information, see the website for details https://www.jpmorganchina.com.cn/en/notice-concerning-the-processing-of-personal-information) from time to time with respect to the collecting, use, processing, storage, disclosure and external provision of Personal Information, and, if required, re-obtain the Relevant Person's sufficient, informed and valid consent (including separate consent and/or written consent as required by applicable laws). For situations in which separate consent from Relevant Person is required by laws and regulations or JPM China (e.g., processing of sensitive Personal Information, external provision of Personal Information, offshoring of Personal Information, etc.), the Client undertakes that it shall inform the Relevant Person of necessary information (for example, in the case of processing sensitive Personal Information, the necessity of processing such sensitive Personal Information and the impact on individuals' rights and interests shall be notified) and obtain separate consent from the Relevant Person. Promptly upon JPM China's request, the Client shall provide to JPM China evidence of the informed consent and/or separate consent from such Relevant Person. The Client shall be liable if it fails to fulfill its obligations under this term.
6. Data Storage. The Client understands that Client Information JPM China collects 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, use, processing and storage of Client Information may be performed by (i) relevant entities in the JPMorgan Group (wherever located); or (ii) service providers of relevant entities in JPMorgan Group (wherever located) for the Purposes. The Client understands that, for the Purposes, JPM China, with the Client's authorized consent or as expressly required by law or regulations, may transfer or make accessible the Personal Information collected from the Client to onshore or offshore jurisdictions where relevant JPMorgan Group entities and service providers are located. JPM China Notice concerning the Processing of Personal Information (see the website for details, https://www.jpmorganchina.com.cn/en/notice-concerning-the-processing-of-personal-information) can be referred for information about the names and contact information of the domestic and overseas recipients, type of Personal Information, processing manner and purpose of such information and methods and procedures for the Relevant Person to exercise the rights.
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 providing such Client Information to JPM China and obtain JPM China’s written receipt.
9. Individual Rights. The Client represents and warrants that it has effectively 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, in writing 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 relevant entities according to JPM China Notice concerning the Processing of Personal Information (see the website for details, https://www.jpmorganchina.com.cn/en/notice-concerning-the-processing-of-personal-information) 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.