Introducer AgreementTerms of Business

T R U S T E E S E R V I C E S L I M I T E D

HARTSFIELD

1. Introduction

This Introducer Agreement (the Agreement) sets out the terms on which you, the Adviser, may introduce business and clients tous, Hartsfield Trustee Services Limited (Hartsfield, we, our, us).

Where the Adviser is an appointed representative under s39 of the Act, Hartsfield may require the consent of the Adviser’sPrincipal before entering into this Agreement or paying any fees direct to the Adviser under clause 8.

2. Definitions and Interpretation

Any reference to documentation and literature includes both hard copy paper format and electronic soft copies.

The headings to clauses shall not form part of the terms and conditions and shall not affect the interpretation of any clause.

In these terms the following expressions shall have the following meanings:

“Act” means Financial Services and Markets Act 2000.

“Applicable Laws” mean all laws, rules and regulations applicable to the Adviser, including but not limited to the Rules in theFCA Handbook or the rules of any successor to the FCA from time to time.

“Application” means an application to us, whether submitted by the Adviser on behalf of the Client or not, or a Product.

“Client” means a client of the Adviser who is subject to a separate agreement between the Adviser and the Client, and for whomthe Adviser acts as agent in providing advice and/or arranging a Product.

“FCA” means the Financial Conduct Authority or such other successor body or bodies from time to time.

“Principal” means, where the Adviser is an appointed representative (AR) of a firm authorised by the FCA, the firm of whom theAdviser is an AR.

“Product” means a pension arrangement or other arrangement provided or administered by us or where White Horse TrusteeesLimited acts as a professional trustee or where our Services apply.

“Services” means the services that a Client contracts to take from Hartsfield in relation to a Product, following an introduction byan Adviser.

3. Relationship between Hartsfield and the Adviser

3.1 Hartsfield have complete discretion over whether to accept any business or Client introduced by the Adviser. Should Hartsfieldchose not to accept any business or Client introduced by the Adviser, Hartsfield will notify the Adviser as soon as practicable.

3.2 If Hartsfield does accept an introduction from the Adviser and agrees to provide the Services to a Client, the following provisions apply:

3.2.1 upon receiving the Client’s consent, Hartsfield will use the Adviser as the principal contact for the Client;

3.2.2 notwithstanding clause 3.2.1 above, Hartsfield may correspond direct with the Client where Hartsfield considers thatit has a legal or regulatory duty to do so or that it is in the best interests for the Client;

3.2.3 whilst the Adviser will be acting as agent for the Client (following receipt of the Client’s consent under clause 3.2.1 above) the Adviser shall not be an agent for Hartsfield;

3.2.4 Hartsfield will require the Client’s signature on all documents, deeds, bank mandates, Applications and investment application forms. Hartsfield will not accept the Adviser’s signature on behalf of the Client on such documents.

3.3 The Adviser warrants that any information provided by the Adviser to Hartsfield, in relation to a Client, the Product or otherwise, is true and complete in all material respects and no material information is omitted. At any time whilst the Client still holds the Product, and the Adviser is still retained by the Client in relation to the Product, the Adviser must notify Hartsfield immediately should it become aware that any information previously provided by the Adviser concerning the Client and/or the Product ceases to be true and complete in all material respects.

3.4 The Client may notify Hartsfield at any time that they withdraw their consent under clause 3.2.1 above, at which point Hartsfield will cease all communication with the Adviser until otherwise notified by the Client. The Adviser may also notify Hartsfield that they no longer wish to act as principal contact for the Client. Upon receiving such notification from the AdviserHartsfield will communicate this to the Client.

4. Obligations of the Adviser

4.1 Under this Agreement the Adviser agrees to be bound by the following terms:

4.1.1 The Adviser declares that they have read and understood and agree to be bound by this Agreement. The Adviser, asthe Client’s agent, agrees to procure that the Client complies with the relevant Product terms and conditions. The Adviser shall ensure that it and its Clients have a copy of (or ready access to) all the up to date applicable terms and conditions of any Product taken out by the Client. Hartsfield do not undertake to notify the Adviser of changes to such Product terms and conditions, although we will endeavour to do so.

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4.1.2 The Adviser agrees to act honestly and professionally and use all due diligence when acting for the Client while the Client is using and benefiting from the Product through the Adviser, and when advising on the Product and underlying investments which are, or may be, part of the Product.

4.1.3 The Adviser will only use Hartsfield’s own literature in relation to Hartsfield’s Products.

4.1.4 The Adviser will use its best endeavours to ensure that all information supplied to it by a Client as part of an Application is accurate. The Adviser will also notify us immediately if, at any time after such an Application is made (and as may be amended in any later advice), it becomes aware that any material information in the Application is incorrect or has changed.

4.1.5 The Adviser will immediately pass on, without amendment or alteration, any documentation supplied by Hartsfield for the benefit of, or completion by, a Client in relation to a Product. All documents and other property in the Adviser’s possession that belongs to Hartsfield, must at all times be available to us for inspection and must be delivered by the Adviser to Hartsfield on request.

4.1.6 The Adviser shall comply with all administrative arrangements, however communicated by Hartsfield in connection with the Products. The Adviser will in addition pass on to the Client without amendment all documentation or information in electronic and hard copy provided by Hartsfield to the Adviser in relation to a Product held by a Client. All documentation and information which the Client passes or transmits to the Adviser which is expressly intended for Hartsfield or where it is clear that this is required by Hartsfield, shall be passed to us promptly and without amendment.

4.1.7 The Adviser agrees that it is its sole responsibility to ensure (within the scope of its duties under the Act) that the Product(s) and underlying investments within (or proposed to be held within) the particular Product(s) selected are suitable for its Client(s).

4.1.8 Hartsfield takes no responsibility for such matters and Hartsfield’s obligations to the Client are limited to those set out in Hartsfield’s agreement with the Client and/or the Product terms and conditions.

4.1.9 The Adviser agrees to act promptly on the Client’s instructions relating to the Client’s Product and will only deal with that Product on the Client’s instruction (or that of his/her legal representative) or as contemplated within the particular Product terms and conditions.

4.1.10 The Adviser agrees to complete promptly any necessary documentation/forms to establish and carry out transactions for each Product or use its best endeavours to procure such completion by the Client or any third party as appropriate. The Adviser will not place or submit an instruction for the Product if the Adviser becomes aware that the instruction is prohibited in any way by the Client, any Applicable Laws or the Act including but not limited to, by relevant law or regulation (see also clause 3.2.4 in this regard).

4.1.11 The Adviser undertakes not to send, electronically or otherwise, any information relating to the Product or our Services or in respect of underlying investments available to any jurisdiction outside the United Kingdom, without our consent. In the event of a Client becoming resident outside of the United Kingdom the Adviser must inform us of this as soon as they become aware.

4.1.12 We may permit the Adviser to link from its website(s) to ours but subject to our prior approval on the following basis:

i. We may withdraw or amend permission at any time, in which case the Adviser must remove or suitably amend its links to our website(s);

ii. The Adviser must link only to pages that we may permit from time to time;

iii. The Adviser must not frame, post, modify or alter the appearance of our sites;

iv. The Adviser must not state or imply that we endorse, sponsor or otherwise approve of the Adviser, its services or its website;

v. The Adviser undertakes to keep its web site up to date and accurate in all material respects and must not include any material on its website that is illegal, obscene, defamatory or otherwise inappropriate;

vi. The Adviser will indemnify us from and against any and all claims that may be made against us arising out of the existence of the link.

4.1.13 We may make available to the Adviser (via our website or otherwise) documents covering Products held by Clients. The Adviser warrants that it will take all reasonable care to keep confidential any login details giving access to such documents and shall indemnify Hartsfield for any costs, losses or expenses suffered by Hartsfield as a result of misuse by any person of the Adviser’s login details and access to our website.

4.1.14 The Adviser shall comply with all regulations and legislation, official guidance and rules on money laundering issued by the FCA and the Joint Money Laundering Steering Group in order to comply with the Money Laundering Regulations 2007 (and all amending legislation) and any requirements imposed by Hartsfield relating to money laundering prevention.

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4.1.15 The Adviser shall not sign or amend any documents on Hartsfield’s behalf, nor make any statements, promises or representations of any kind which bind, or purport to bind us or any employee or director. The Adviser shall not holditself out as having authority to make any such representation or bind us in any way.

4.1.16 The Adviser undertakes to provide accurate information to its Client. Hartsfield are not obliged to check the accuracy of such information and are not liable for any inaccuracies or losses arising from such inaccuracies.

5. Indemnity and Liability

5.1 The Adviser will indemnify and keep Hartsfield, our agents and delegates indemnified against any losses (including costs) incurred directly or indirectly by Hartsfield as a result of:

5.1.1 Any failure by the Adviser to comply with any Applicable Laws, confirmations, undertakings, warranties and other liabilities undertaken under the Agreement or in relation to the Adviser’s contractual, statutory, regulatory or other duties owed to the Client; or

5.1.2 Loss due to untrue, inaccurate or incomplete information having been given by, or on behalf of, the Adviser to Hartsfield or to any other person, or a failure to advise us of previous information becoming untrue or incomplete; or

5.1.3 Failure by the Adviser or its Client without just cause to settle any transaction or delay in doing so; or

5.1.4 Any breach by the Adviser of any of the terms of this Agreement.

5.2 We will only be liable to the Adviser for losses arising directly as a result of our negligence, fraud or wilful default. In no eventshall we be liable for special, indirect, incidental or consequential damages or losses, including loss of profit or business, or investment opportunity.

5.3 The indemnity at clause 5.1 is a continuing obligation and will continue after the Adviser ceases to act in relation to the Product either generally or in respect of a Client and shall survive termination of this Agreement.

6. Adviser Status and Authority

6.1 The Adviser undertakes to comply with all Applicable Laws at all times while the Adviser is acting pursuant to the Agreementand the Product. The Adviser undertakes to disclose to its Client all commissions and fees related to the sales of Products and underlying investments within those Products and advice relating to those products as required by the rules of the FCA (or any replacement body) from time to time. The Adviser will immediately notify us if a breach occurs of such Applicable Laws which may have any impact on a Client and/or Product. We may ask the Adviser if it is complying with this clause 6.1 from time to time, generally or in respect of a specific legal or regulatory requirement and the Adviser shall be obliged to provide all reasonable assistance (including but not limited to giving Hartsfield access to its premises and/or records to Hartsfield required to confirm the Adviser’s compliance with this clause 6.1).

6.2 The Adviser warrants:

6.2.1 That he/she is suitably authorised by the FCA in relation to the sale of the Products, and advice on underlying investments where appropriate, and will maintain all authorisations, permissions, authorities, licences and skills necessary for it to carry out its activities under this contract and will in all respects comply with all Applicable Laws.

6.2.2 That no permit, approval or authorisation of, or declaration to, or filing with, any governmental authority (in so far as not already held by the Adviser) is required in connection with entering into this Agreement. The same is true for applying for registration or for advising on investments which are or may be part of the Products.

6.2.3 That it has full authority to act on the Client’s behalf. The Adviser shall advise us as soon as it ceases to be the agent of the Client.

6.3 The Adviser shall confirm to us all such matters as are referred to at clause 6.1 and 6.2 above which are, or may become, untrue or incomplete, and explain to us the action it proposes to take to regularise its position in light of the Applicable Laws.

7. Use of Data

7.1 Unless the Adviser informs us to the contrary, we shall be entitled to use any information or data held by us (including data on Clients) for the purposes of conducting market research, preparing strategic or other marketing plans, or gauging productsales or performance of our products and Services.

7.2 Data in respect of Clients and their Products in relation to them will be held on computer and paper.

7.3 Both us and the Adviser, their agents and delegates shall, subject to the above, all respect the confidentiality of the respective business of the other and comply with all applicable data protection laws.

7.4 The Adviser shall be responsible for maintaining the confidentiality and security against misuse of all data relating to its Client(s) (including but not limited to any access codes, User IDs or similar given to the Adviser to allow access to our Website and to our Services on behalf of its Client(s)).

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8. Adviser Fees

8.1 We shall pay to the Adviser any fee due to the Adviser from the Client for acting as intermediary to the sale to the Client of aProduct and/or provision of advice in relation to that Product and/or the Product’s underlying investments, provided such fees have been agreed by the Client and the Client has notified to us in writing either via our application forms or by separate written instruction that they consent to such payments being made by us. Payment of any fee to the Adviser by Hartsfield under this clause 8 is subject to the provision of this Agreement, the terms and conditions of the Product, appropriate regulation and there being sufficient monies available in the Client’s Product bank account operated by the Trustee(s) of the Product.

8.2 We shall pay these fees at the requested intervals but not more frequently than monthly.

8.3 We shall pay all Adviser’s fees under this clause 8 as a gross payment and it is the Adviser’s responsibility to account to the relevant authorities for any Value Added Tax or other tax or levy due on these fees.

8.4 Where Adviser’s fees under this clause 8 are to be paid by us from the Client’s Product bank account operated by us, we will not be liable to pay these fees if there are insufficient monies available. It is the Adviser’s responsibility to arrange investment sales to produce sufficient funds to pay Adviser fees under this clause 8. Where there are no readily realisable assets in the Client’s Product bank account to meet such payments, we will have no obligation to pay the outstanding fees.

8.5 If Advisers fees are based on a percentage of funds received or funds held by a Product we will pay these based on the mostrecent investment valuation(s) we hold. We do not undertake to ensure that such valuations are up to date at the date that such fees are due. If the Adviser wishes to ensure up to date valuations are used for the calculation of such fees it is the Adviser’s responsibility to provide those valuations other than for the trustee bank account that we operate.

8.6 An Adviser may choose to receive fees and/or commissions from investment managers with whom Product funds are held subject to the Adviser complying with all Applicable Law. We are not responsible for disclosing these payments to the Client or for ensuring their accuracy or payment within agreed timescales. Any such fees and/or commissions should be paid directly by the investment provider to the Adviser.

8.7 In the event of notification to us that the Adviser has ceased to be authorised to act on behalf of the Client or where the Client or Adviser notifies us that the Adviser is no longer the agent of the Client (or such cessation of agency may be reasonably inferred by us) and/or where any law or regulation prevents us from paying fees to the Adviser and/or where this Agreement is terminated under clause 11, we shall cease paying fees to the Adviser. This will be with the exception of fees already validly accrued to the Adviser in so far as we are permitted to pay such fees.

8.8 We reserve the right to cease paying all fees in the event that any of the directors, partners or the Principal of the Adviser (where the Adviser is an appointed representative) enter into a voluntary arrangement, have bankruptcy or liquidation proceedings instituted against them, have a receiver appointed over their assets or have been charged with or convicted of an offence involving fraud or dishonesty.

8.9 The Adviser shall not be entitled to and shall repay (if already paid by us) all fees which are not or are no longer due to the Adviser, or which have been paid or overpaid in error by us. Any sums due from the Adviser to us under clause 8.9 shall be recoverable by us from or payable by the Adviser (e.g. by us offsetting the sums against any future fees or other amounts due be paid to the Adviser by us on behalf of a Client or any third party or otherwise). Where money is to be reimbursed to us, it shall be due and payable without any formal demand for payment being issued by us unless otherwise stated in the terms of this Agreement.

8.10 The Adviser shall pay interest on any amounts due to us under this Agreement (until repaid) at the rate of 3% above the base rate of Barclays Bank Plc from time to time, having regard to any requirements of the Financial Services and Markets Act 2000.

8.11 Where the Adviser is an appointed representative, unless the Adviser’s Principal has consented to Hartsfield making payments directly to the Adviser under this Agreement, Hartsfield may make all payments under this clause 8 to the Adviser’sPrincipal. Such payment will discharge all Hartsfield’s obligations to the Adviser under this clause 8 but the Adviser shall remain liable for any obligations to pay any amounts due to Hartsfield under clause 8 (or any other provision of this Agreement) and Hartsfield shall be entitled to exercise its rights of set-off accordingly.

9. Records

9.1 Without limitation of our rights under this Agreement and in law, we and our agents may, on giving reasonable notice where practicable, inspect, verify, copy and examine (as it may deem necessary to protect our interests) the Adviser’s records, books, accounts, literature and other aspects of the Adviser’s business that are reasonably relevant to the Adviser’s use of ourProducts and Services and the Adviser shall provide access to its premises for the purposes of such inspection.

10. Variation

10.1 We reserve the right to vary this Agreement subject to one month’s notice in writing being given to the Adviser except in circumstances where changes in applicable laws or the rules of a relevant regulatory body or authority are required to take effect earlier than that date, in which event notice of variation will be given as soon as reasonably practicable.

10.2 Unless due to legal or regulatory requirements, any change shall not affect our or the Adviser’s accrued rights and obligations.

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11. Termination

11.1 This Agreement may be terminated by either party on giving one month’s written notice to the other.

11.2 This Agreement may be terminated with immediate effect by us without liability on our part in the event of one or more of the following occurring, subject only to written notice of termination being given:

11.2.1 Any material breach by the Adviser or any person or body for which it is responsible of any of the provisions of the terms of this Agreement;

11.2.2 Revocation or suspension of the Adviser’s (or its Principal’s, where the Adviser is an appointed representative) authorisation under the Act, permission or approval, by any relevant body or governmental authority;

11.2.3 The Adviser engaging in any act of wilful misconduct which in our opinion is, or is likely to be, prejudicial to our interests;

11.2.4 Cessation or suspension of the Adviser’s business, or material litigation or reconstruction involving such business.

12. Consequences of Termination

12.1 Any termination of this Agreement shall not affect the provisions of this Agreement in so far as they relate to accrued rights and obligations.

12.2 On termination of this Agreement, the Adviser shall inter alia cease all promotion of our Products and Services and return all materials and software which are our property or our agents, including all marketing literature undistributed to the Adviser’s Clients. The provisions of Clause 8.7 on fees shall also then apply and the Adviser shall not accrue any further right to payment of fees under clause 8 including but not limited to fees on Clients who already have existing Products in place at the effective date of termination of this Agreement.

12.3 The provisions of the following clauses survive termination of this Agreement:

4.1.1, 4.1.13, 5.1, 5.2, 6.1, 7.1-7.4, 9.1.

13. Notices

13.1 Any document or notice to be served by the Adviser on us shall be sent to our principal place of business, or such other addressas is notified in writing to the Adviser for the purpose. The service shall only be effective once acknowledged by us. The Advisershall be entitled to demand such acknowledgement on actual receipt by us of the document or notice. Alternatively, such service may be by email to us at our usual email addresses, subject to receipt being actually acknowledged on our behalf.

13.2 In the case of service by us of any document or notice upon the Adviser, service shall be by one of second class post to the principal place of business of the Adviser as set out in the Application by the Adviser or such other place as is later advised by the Adviser in writing for the purpose (receipt by the Adviser shall be deemed to have occurred 48 hours from the time of posting); on delivery by hand to the foregoing place for service; or by e-mail to the Adviser’s e-mail address, receipt by the Adviser being deemed to have occurred when the transmission is shown as complete.

14. General

14.1 The Adviser is not entitled to assign, subcontract or transfer any of its rights and obligations under the terms of this Agreement without our prior written consent. For the avoidance of doubt, we may delegate or sub contract our obligations under this Agreement at any time. The rights and obligations of the Adviser and us will not be affected by such action.

14.2 The terms of this Agreement are subject to, and shall be construed in accordance with, the English law, and the courts of Englandand Wales shall have exclusive jurisdiction to settle any dispute which may arise out of, or in connection with, this Agreement.

14.3 Any failure or delay by either party to exercise its rights under this Agreement and/or in law shall not be construed as a waiver of any such rights of the party failing or delaying to exercise the rights, nor prejudice their enforcement in any way.

14.4 In the event that any provision in this Agreement is declared void, voidable, illegal or otherwise unenforceable by a judicial or other competent authority, the parties agree that any such provision declared shall be amended in such reasonable manner as achieves the intention of the parties without conflict with the judicial or other competent authority and the enforceability of the remaining provisions shall not be affected.

14.5 No term of this Agreement is enforceable as a result of the Contracts (Rights of Third Parties) Act 1999 by any person who is not a party to this Agreement. The Client shall not be entitled to enforce the terms of this Agreement.

14.6 Nothing in the terms of this Agreement should be construed as indicating, or giving rise to, a joint venture, partnership or employment contract.

14.7 This Agreement constitutes the entire agreement between the parties and supersede all other communications, letters of intent, representations or warranties relating to the subject matter which may have been made prior to the date hereof, and no other representations or warranties can be relied upon other than those set out in this Agreement.

14.8 Neither party shall be liable by any breaches of the obligations under this Agreement resulting from causes beyond its reasonable control.

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T R U S T E E S E R V I C E S L I M I T E D

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Introducer AgreementIntroducer Application Form

For completion and signing by the AdviserPlease complete this form in full

Introducer Application FormT R U S T E E S E R V I C E S L I M I T E D

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1. Adviser Details

Name of Organisation

Address

Contact Name

Telephone No.

Email Address

FCA Authorisation No.

Is the Adviser a Principal Firm or an Appointed Representative (Please tick) Principal Appointed Representative

If an Appointed Representative, please confirm the following:

Name of Principal Firm

FCA Authorisation No.

Note: If an Appointed Representative, we will register the Appointed Representative firm only and not the Principal.

If a Principal, please give details of any Appointed Representatives you wish to include in this application:

Name of Organisation

Address

Contact Name

Telephone No.

Email Address

FCA Authorisation No.

Please give details of any additional branch addresses to be included in this application:

Location

Business Address

Note: If there is insufficient space, please continue on a separate sheet.

Contact Name

Telephone No.

Email Address

Page 1

Post Code

Post Code

Post Code

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2. Adviser Bank Account Details

Bank

Note: We will pay all Adviser fees to this bank account.

Branch

Sort Code

Account No.

Account Name

Reference to be used for payments

Are you VAT registered? Yes No

3. Adviser’s Declaration

• I/We apply to register in order to introduce Clients to Hartsfield Trustee Services Ltd and White Horse Trustees Ltd

• I/We have read and agree to Hartsfield Trustee Services Ltd Introducer’s Terms of Business

• I/We agree that Hartsfield Trustee Services Ltd may make relevant searches and checks on this organisation and its owners/principals as it sees fit

• I/We understand that no payment of fees will be received until the Client’s contract is in force and funds are available in the Product

• I/We understand that it is my/our responsibility to notify my/our Clients of all fees and remuneration I/we have received in relation to Products and services provided by Hartsfield Trustee Services Ltd

• Where remuneration paid is subject to VAT I/we confirm that I/we will account for VAT to HM Revenue & Customs

• I/We understand that where recurring payments or fund based fees are to be paid, it is my/our responsibility to provide asset valuations on which payments are to be based and to request payment at the appropriate dates

Signature

Print Name

Note: To be signed by a Director, sole trader or partner as appropriate.

Signature

Position Date

HEAD OFFICE Hartham Park, Corsham, Wiltshire SN13 0RP Tel: 0800 612 6644 Email: info@hartsfield-trustees.co.uk www.hartsfield-trustees.co.uk