Hosted Account Services Addendum
Effective date: 2026.05.01
This Hosted Account Services Addendum (Addendum) governs the Hosted Account and related services provided by Soldera.
The obligations in this Addendum take effect when a Hosted Account is first activated for the Company.
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DEFINITIONS
1.1 Capitalised terms not defined in this Addendum have the meanings given in the General Terms.
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HOSTED ACCOUNT FRAMEWORK
2.1 Where Certificates are credited to the Company in the Hosted Account Soldera holds those Certificates on the Company's behalf in one or more Registry Account(s) held in Soldera's name. The manner in which Soldera organises its Registry Account(s) and the internal allocation of holdings is an operational matter, except to the extent that a specific service configuration is agreed between the Parties or reflected in the Fee Schedule.
2.2 By activating a Hosted Account, the Company authorises Soldera, for the duration of the Agreement, to do all acts reasonably necessary to provide the Hosted Account in accordance with this Addendum.
2.3 As between the Parties:
- beneficial ownership of Certificates credited to the Company in the Hosted Account remains with the Company; and
- legal title (as reflected in the relevant Registry) is held by Soldera, to the extent required by the operation of the Hosted Account.
- the Company acknowledges that, as a consequence of Soldera holding legal title under paragraph (b), Soldera's name will appear as the account holder on Registry records in connection with any transfer, cancellation, or other Registry operation involving Certificates held in the Hosted Account.
2.4 Soldera shall track Certificates credited to the Company in the Hosted Account by their individual Certificate identifiers as recorded in the relevant Registry. Where a Registry does not assign individual identifiers, or where identifiers are not available due to the design or operation of the Registry, the Company's entitlement is to Certificates meeting the agreed specifications.
2.5 The Platform's internal ledger for the Hosted Account is the definitive record, as between the Parties, of the Company's beneficial ownership and entitlements in respect of Certificates held in the Hosted Account.
2.6 Each time Certificates are credited to the Company in the Hosted Account, the Company represents and warrants that:
- the Company is legitimately entitled to those Certificates; and
- those Certificates are not subject to any conflicting claims, encumbrances, liens, pledges, court orders, regulatory restrictions, or other third-party rights that could reasonably be expected to impair Soldera's ability to hold or process those Certificates in accordance with this Addendum.
2.7 Soldera shall not pledge, sell, lien, set off against, or otherwise encumber any Certificates beneficially owned by the Company and held in the Hosted Account, except as explicitly provided in the Agreement or as mandated by Applicable Law.
2.8 Where the Company acquires Certificates outside the Platform, the Company's rights and Soldera's obligations under this Addendum in respect of such Certificates begin only once the relevant Certificates have been received into Soldera's Registry Account(s) and credited to the Company in the Hosted Account. Soldera has no relationship with, and assumes no liability in respect of, the Company's external seller or other external counterparty.
2.9 In the event Soldera becomes subject to an insolvency proceeding, Soldera's internal ledger for the Hosted Account shall serve as the definitive record of the Company's beneficial ownership of the Certificates credited to the Company in the Hosted Account. Soldera, or its administrator, shall cooperate in good faith to facilitate the orderly transfer of the Company's Certificates to an alternative Registry Account designated by the Company, subject to the payment of all outstanding amounts due under the Agreement.
2.10 Temporary discrepancies between the Hosted Account and the relevant Registry state (including due to Registry processing times or third-party dependencies) do not constitute a breach of this Addendum. Where Soldera reasonably determines that a discrepancy could affect the integrity of the Hosted Account, Soldera may suspend execution of affected Platform Instructions relating to the Hosted Account until the matter is resolved.
2.11 Transfers and cancellations of Certificates credited to the Company in the Hosted Account are executed in accordance with the General Terms and the applicable Product Addendum.
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FEES
3.1 Soldera shall charge Fees for the Hosted Account and services under this Addendum as set out in the Fee Schedule and in accordance with clause 6 of the General Terms.
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OFF-BOARDING AND CERTIFICATE DISPOSITION
4.1 This clause 4 applies upon termination or expiry of the Agreement, and also if the Hosted Account is deactivated or otherwise discontinued for the Company for any reason.
4.2 Within 30 days of an event described in clause 4.1, the Company must provide Soldera with valid disposition instructions for all remaining Certificates credited to the Company in the Hosted Account. Valid instructions include, to the extent supported by the relevant Registry:
- transfer to a Registry Account designated by the Company; and/or
- cancellation in accordance with the Cancellation Services Addendum.
Soldera may withhold execution of disposition instructions until all outstanding amounts due under the Agreement have been paid.
4.3 If the Company fails to provide valid disposition instructions within the period in clause 4.2, Soldera may, at the Company's expense and acting reasonably:
- continue to hold the Certificates until valid instructions are received, subject to any applicable Fees as set out in the Fee Schedule;
- transfer the Certificates to a Registry Account connected to the Company's Platform account or previously used by the Company in connection with the Hosted Account, where such account is available and the transfer is operationally feasible, subject to the Company's payment of all undisputed Fees then outstanding; or
- cancel the Certificates on the Company's behalf in accordance with the Cancellation Services Addendum.