Affiliates Terms for UK Residents

1. What is this Affiliates Program about? 

These Affiliates Terms set out the terms and conditions under which we, Shares App Limited (“Shares”), are offering to selected entities or persons, website operators, content creators and online personalities the opportunity to both:

• Be compensated for the content they produce to promote the Shares brand and its products and services; and
• Direct potential users, entitling them and their referees, subject to eligibility criteria as further detailed below, to receive an award in the form of cash deposited to their respective Shares accounts (the “Reward”) (the “Affiliates Program”). 

This Affiliates Program is only accessible to selected entities and persons to refer new users in accordance with these Affiliates Terms and have accepted these Affiliates Terms.

By accepting these Affiliates Terms, you expressly acknowledge and agree that you will not be concomitantly eligible to participate in any other referral or affiliates program implemented by Shares unless otherwise expressly stated. 

This Affiliates Program is available for an undefined period commencing on 29/05/2023 09:00 AM CET (the “Term”) as further detailed in these Affiliates Terms. 

Please carefully read these Affiliates Terms including the eligibility criteria set out below. These Affiliates Terms are in addition to and should be read together with the Shares.io Trading Terms including all Appendices thereto (as they may be amended from time to time, the “App T&Cs”) which are available on https://shares.io/terms/ and are incorporated herein by reference. If there is any inconsistency between the App T&Cs and these Affiliates Terms, these Affiliates Terms will apply. 

If you do not fully understand any elements of this Agreement, it is recommended you seek independent legal advice.

2. Definitions 

To help you more easily understand these Affiliates Terms, we have set out below the specific meaning of capitalised terms used throughout these Affiliates Terms:

“App T&Cs” - has the meaning given to such term in Section 1 above;

“Existing Customer” - has the meaning given to such term in Section 3 below;

“KYC” - has the meaning given to such term in Section 3 below;

“Term” - has the meaning given to such term in Section 1 above;

“Affiliates Program” - has the meaning given to such term in Section 1 above;

“Affiliates Terms” - refers to these terms and conditions;

“Referee” - has the meaning given to such term in Section 3 below; 

“Affiliate” - has the meaning given to such term in Section 3 below;

“Reward” - has the meaning given to such term in Section 1 above; 

“Shares” or “we” - means Shares App Ltd, a limited liability company incorporated in England and Wales with company number 13374448, being an appointed representative of RiskSave Technologies Ltd, which is authorised and regulated by the Financial Conduct Authority (FRN 775330).

3. Am I eligible to the Affiliates Program and what do I need to do to take part in the Affiliates Program and earn the Reward?

To be eligible to refer a new user as a Affiliate (“Affiliate”), you must be a UK resident and have:

• successfully completed all Shares onboarding steps, including having approved the App T&Cs and completed our “Know your Customer checks” (“KYC”) (an “Existing Customer”);
• receive an invitation directly from us to participate in this Affiliates Program whether by email or in the Shares App (including by being provided access to this Affiliates Program in the Shares App);
• accept these Affiliates Terms; 
• deposited on your Shares account a minimum aggregate amount of £1, and
• share your referral link with social media followers who are UK residents and are not Existing Users at the time of sharing your referral link (each a “Referee”) during the Term. Your referral link is not specific to each Referee and can be reused to introduce multiple social media followers. 

For each Referee having completed the steps listed in Section 4 below within the Term, you will be awarded a Reward that will consist of £20 as further detailed below. If you or any of your Referees do not, or if you or they only partially meet a criterion provided for in these Affiliates Terms during the Term, you will not receive a Reward. You will not receive any Reward if you are no longer an Existing User on the Reward(s) grant date as provided below.

Your Reward will be credited at the end of each calendar month, when applicable, on your Shares account for all Referees having completed the steps listed in Section 4 below during the previous calendar month. 

Your referral link will automatically be rendered invalid if you cease to be an Existing Customer during the Term. 

Referral links are for social media followers of the Affiliate only. The Affiliate is encouraged to promote the App on their networks on social media. 

The Affiliate shall not make available the referral link on any internet website on which Shares promotes the App and/or in any other manner which results in the Affiliate competing with Shares in relation to the promotion of the App. In addition, the Affiliate shall not carry out search engine marketing of the App using the word "Shares". In the event that the Affiliate is in breach of the foregoing provisions, Shares reserves the right to immediately terminate their participation in the Affiliates Program pursuant to the terms specified in section 5 below.

Shares reserve the right to inspect or otherwise monitor the Affiliate publications at any time to determine whether the Affiliate is following our Community Guidelines available on https://shares.io/community-guidelines/ and their posts are in compliance with these Affiliates Terms.

The Affiliate undertakes to make their best efforts to provide any information and cooperation needed by Shares regarding any copyright, trademark, branding and/or domain name that appears in the Affiliate's publications. The Affiliate can use Shares' trademark only for the promotion purposes under the Affiliates Terms.

The Affiliate shall bear all costs and expenses incurred in connection with its marketing activity, including advertising if applicable as well as all other related operational costs.

The Affiliate shall be responsible and liable for obtaining and maintaining of, as well as for compliance with, any and all applicable laws and regulations as may be necessary for the Affiliate’s performance of its undertakings under these Affiliates Terms including but not limited to the marketing rules applicable to the user of Shares’ brand and name, as applicable in United Kingdom. In no event shall the Affiliate engage in any marketing or promotional activity related to Shares products and services in any area, location, territory or jurisdiction where Shares is restricted to provide products and services or in a manner restricted under local legislation (“Restricted Territories”). The Affiliate should contact their relevant Shares relationship representative for more details on which countries fall within this group. Shares shall under no circumstances be held liable for and the Affiliate shall indemnify Shares against any and all claims asserted against Shares by reason of the Affiliate’s publications, activities and efforts.

Shares does not assume any responsibility towards the Affiliate and/or any third party acting on information contained in the Affiliate's publications. 

The Affiliate shall be responsible and liable for ensuring that its promotions and marketing activities are and will be in compliance with (i) applicable laws and regulations, including but not limited to regulation applicable to Shares and/or any other applicable regulation and (ii)any compliance procedure and/or compliance requirements stipulated under the guidelines provided by Shares. The Affiliate shall be solely responsible for any non-compliance with the above.

The Affiliate obligations apply to any primary, secondary and any other follow up communications and issued promotions made by the Affiliate across all relevant marketing channels and affiliate property as described below.

The Affiliate shall clearly state that they are in a commercial relationship with Shares on the affiliate’s property (owned and operated website(s), blog(s), social media account(s), etc.) in an obvious location and in line with any applicable rules and regulations.

The Affiliate will promptly provide Shares with all information and access to the extent Shares is required to satisfy itself of any applicable regulation or to comply with any request of direction from any government authority (including but not limited to Financial Conduct Authority (“FCA”), any national, federal, state, foreign or domestic authority, ministry, agency or any other form of government body exercising executive, legislative, judicial, regulatory or administrative functions).

The Affiliate will follow and comply with all directions and policies provided by Shares from time to time.

The Affiliate must reside in a country in which Shares is permitted to conduct business. Any communications that are intended to, or could reach individuals in other countries, will be subject to local rules and regulations which must be adhered to.

Affiliates are only permitted to use Shares pre-approved marketing materials, which will be provided by the relevant Shares relationship representative.

Any marketing materials and/or related materials created by the Affiliated (i.e. banners, videos, stories, posts) or any significant changes to the channels used by the Affiliate should be reviewed and approved by Shares prior to publication. Any related requests to this matter should be forwarded to the relevant Shares relationship representative.

Regulatory rules and regulations can often change with no prior notice. When this occurs, all promotional materials or channels may need to be updated immediately. Where Shares, in its sole and absolute discretion, considers that a change is required to the Affiliate’s property in order to ensure that:

• It is not misleading customers;
• It is compliant with applicable laws and regulations;
• It Is accurate and up to date;
• It is compliant with the terms of the Affiliates Program

Shares may notify the Affiliate to carry out the changes it considers are required in order to satisfy Shares. Where the Affiliate does not make the changes notified by Shares within a timeframe specified by Shares in such notice (or as soon as reasonably practicable where no specific timeframe is provided by Shares), Shares may disqualify any Existing Users from participating in the Affiliate Program, revoke and remove a Reward made available or terminate a User Account with immediate effect. 

The Affiliate must follow any direction from Shares in this regard and amend, remove or withdraw specific content without undue delay, upon request from Shares and where such content is found to be non-compliant with relevant rules and regulations and company policies or are out of date. 

The Affiliate must not use marketing tactics that are unlawful, unethical, or which can be perceived as dishonest, such as impersonation or forgery. The marketing must be accurate, factual, fair, clear, transparent and not misleading. 

The Affiliate must inform Shares in cases where a regulator or a government authority as defined above makes enquiries or requests for information relating to Shares. The Affiliate must not at any time respond to these on behalf of Shares.

The Affiliate is solely responsible for the maintenance, updating, upkeep, security and content of its marketing channel and any other affiliate property. Shares shall monitor the relevant affiliate property, traffic sources and any related channels, at any time, without notice, to ensure the Affiliate is complying with the terms of this Affiliates Program and any associated obligations defined by regulators or applicable law.

4. What does the Referee need to do so that you can both earn a Reward?

To earn a Reward in respect of a given Referee, such Referee must be a UK resident and must have completed the following steps within the Term:

• using their mobile device clicked on the referral link received on your behalf; 
• downloaded Shares application to the same mobile device they have clicked on the referral link from;
• successfully completed all Shares onboarding steps, including having approved the App T&Cs and completed our KYC; and
• deposited on its Shares account a minimum aggregate amount of £1. 

Each of your Referees having completed the above steps within the Term will receive a Reward that will consist of £5 worth of stocks as further detailed below. If you or any of your Referees do not, or if you or they only partially meet a criterion provided for in these Affiliates Terms during the Term, they will not receive a Reward. Your Referee(s) will not receive any Reward if they are no longer an Existing User on the Reward(s) payment date as provided below.

Each Referee’s Reward will be made available on its Shares account within 30 calendar days of such Referee having completed the steps listed above.

The Referee will be awarded an amount to be invested in a stock (or fraction thereof) of their choice. The stock can only be an asset already offered on the Shares platform. 

By choosing which stock (or fraction thereof) to receive as a referral reward, each of the Referees expressly and irrevocably instruct Shares to issue a buy Order to Shares’ executing agent. Execution of the trade to award the referee the chosen stock (or fraction thereof) will be triggered upon settlement of their initial deposit (minimum £1) into their account with a market price achieved. The referee must be aware that prices fluctuate and that  prices of stocks are indicative until the transaction has been executed. This buy order and any subsequent sell order in relation to the stock (or fraction thereof) will incur trading fees under the the App T&Cs as applicable at the time.

Each successful referee may only invest in one stock (or fraction thereof) of their choice up to the value of the referral reward and after any applicable fees have been deducted.

Rewards may be used to invest on the Shares App as soon as they become available in the Affiliate or Referees’ respective Shares accounts in accordance with the App T&Cs and subject to Shares applicable fees and charges. If a Reward is used to invest on the Shares App and the securities/fractional shares are subsequently sold, the withdrawal restriction, as outlined below, shall apply to a sum on the Shares account equal to the Reward’s value.

A 1£ trading fee will apply to each buy or sell order made on the Shares App. As we provide share dealing for UK resident investors in shares on US equity markets in United States Dollars (USD) the fee incurred includes any charges payable to us for the conversion of your local currency (GBP) order amount to USD, and vice versa, for execution of your shares order. The FX rate you’ll receive is the Interbank Rate and our 1£ trading fee includes the costs related to the conversion.

If the Referee sold the Reward on the App within 30 days of its receipt, the proceeds of such sale may not be withdrawn from the User’s e-money Account until the expiration of such 30 days period but may be used immediately to invest on the App.

5. What other terms and legal information should I know?

Shares does not offer investment advice and customers should make their own decisions on investments or seek independent advice from a professional adviser. Nothing in these Affiliates Terms represents a recommendation to buy, sell, or hold any particular security or fractional share.

Any tax implications will depend on the Affiliate/Referee’s personal circumstances. If unsure about any tax implications, seeking advice from a tax professional is recommended.

The purpose of this Affiliates Program is to introduce Shares to new users that wish to actively use the services provided by Shares. If we identify any fraud or abusive behaviour aimed to take advantage of this Affiliates Program contrary to its purpose, we may in our sole discretion take any actions we see fit in the circumstances, including disqualifying any Existing Users from participating in the Affiliate Program, revoking and removing a Reward made available or terminating a User Account.

For example, abusive behaviour is considered to be (but is not limited to):

• The promotion of Shares on inappropriate sites such as, but not limited to piracy, porn, binary options, gambling and make money websites;
• Generating traffic or referrals through illegal means or in bad faith, regardless of whether it causes harm or not to Shares; 
• Utilising practices such as spam or unsolicited marketing promotions, false advertising, deposits generated by stolen payment cards, collusion, manipulation of the service, system or promotions, unauthorised use of third party accounts, copyrights or trademarks; or
• not complying with section 3, especially the Community Guidelines.

Shares reserves the right to alter, amend, extend, terminate or foreclose this Affiliates Program at any time without prior notice for any User. We will notify you about any changes to the Affiliates Program and/or its conditions by updating these Affiliates Terms.

These Affiliate Terms may be terminated with immediate effect by either party, with or without cause, by providing the other party with termination notice. For the avoidance of doubt, and without derogating from the generality of the foregoing, it is clarified that Shares shall be permitted to terminate these Affiliate Terms with immediate effect upon any breach of this Agreement by the Affiliate without having to provide the Affiliate with the opportunity to rectify such breach.

Shares may, at its discretion, terminate these Affiliates Terms by giving the Affiliate a termination notice (“Termination Period”). Notwithstanding the above, after the Termination Period has lapsed the Affiliate’s user account will not be closed and will remain operational for use and trading by the Affiliate in his or her personal capacity. During the Termination Period Shares will remit any fees or Reward for which you may have become entitled to during the Termination Period.

During the Termination Period or upon termination of this Agreement for whatever reason:

• each party shall forthwith return to the other party all property of the other party in its possession or control (including all documentation, creative materials and all confidential information), including any copies and derivations thereof. In addition, the Affiliate shall destroy all of the foregoing (in the case of a software by erasing it from the magnetic media on which it is stored) and certify in writing to Shares that they have been destroyed; 
• the Affiliate shall immediately cease to market and/or promote Shares, its brand or any of its products and services in any manner, shall cease to use any of Shares Intellectual Property Rights, trade secrets and technical know-how and shall immediately cease displaying any Shares promotional material (including but not limited to immediate removal of all published content regardless of date of publication) on any website or otherwise; and 
• all rights granted to the Affiliate hereunder will immediately cease.

Notwithstanding, in the event that the Affiliates Terms shall be terminated by Shares due to any breach of the Affiliates Terms  by the Affiliate, then following such termination the Affiliate shall not be entitled to receive the fees and/or any other Reward payment hereunder, including any payment with respect to any Referee for which the Affiliate was entitled to receive fees prior to such time and including any payments already accrued in favor of the Affiliate prior to such time and not yet paid to the Affiliate.

In the event that such termination shall be made by Shares due to any breach of these Affiliates Terms by the Affiliate, then such termination shall be without prejudice to any other remedy to which Shares may be entitled under any applicable law and/or this Agreement. In the event of termination or expiration of this Agreement for any reason whatsoever, no sums or other form of compensation shall be due to the Affiliate from Shares by reason of goodwill, loss of future profits, reimbursed investment, severance, or any concept or in the nature of a termination indemnity. Termination of this Agreement for any cause shall not release either party from any liability which at the time of termination has already accrued to the other party or which thereafter may accrue in respect of any act or omission prior to termination.

By agreeing to these Affiliates Terms you agree to receive further marketing communication via email about any future promotions we may offer. You may opt out of or unsubscribe from these emails at any time.  

By forwarding the referral link and participating in this Affiliates Program you are consenting to the use of a pseudonymised ID to identify you as the Affiliate of your Referees. We handle personal data in accordance with applicable data protection laws and in line with the Shares' privacy policy. This policy should be read and understood in conjunction with these Affiliates Terms.

If you have any questions about this Affiliates Program or these Affiliates Terms please contact our customer service team via the in App chat function or via email at support-team@shares.io 

These Affiliates Terms are governed by the laws of England and Wales. Any claim you make against us can be heard in the English courts.

We will not be liable to you for any action or inaction we take pursuant to applicable law and regulation.

These Affiliates Terms  are governed and construed in accordance with the law of England and Wales. The common courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this Affiliates Program. 

We will not be liable to you for any action or inaction we take pursuant to applicable law and regulation.