Terms & Conditions

Welcome to Kernel.

We want to be clear about what you agree to when you use our services and our website. That's what these terms cover.

By using our services, you agree to these terms. If you don't follow these terms, we can suspend or terminate your access to our services.

Even if you don't have an account with us, these terms will apply when you visit our website.

We innovate, grow, and change. So, we might need to change these terms. You should check these terms from time to time for any changes. The terms on this page are the ones that apply when you use our services, any changes will apply if you keep using our services after we've updated these terms.

We'll tell you when we last updated these terms at the top of the page. If the changes are significant, we'll also post a notification on our website and email you if you have an account.

Please read these terms alongside our Privacy Policy. Our Privacy Policy tells you what information we might collect about you, and how we might use that information.

The world of investments is full of acronyms and confusing terms. We've answered commonly asked questions in our Help Centre. You should get advice if you're not sure about your obligations or want some more information.

When we say 'we', 'us', 'our', or 'Kernel', we mean Kernel Wealth Limited - a company incorporated in New Zealand. Our company number is 7050334 and our registered office is at Level 4, 166 Queen Street, Auckland Central, Auckland, 1010.

When we talk about our 'services', we mean all the services we provide, including access to our website kernelwealth.co.nz. We provide our services in accordance with New Zealand law, which will govern how these terms work, your rights, and our obligations.

When we say “you” or “your”, we mean a user of our website and/or platform as an individual, representative of an entity such as a trust or company, or authorised adviser to an individual or entity. Kernel operates on an “any one to authorise” basis, meaning for joint (including kids), trust, company or other entity account that any person may instruct, place an order or transfer, change details or withdraw to a nominated account. Kernel takes no responsibility for seeking authorisation from other users of an account, or for the actions of a person logged in as an authorised user of an account.

The Kernel KiwiSaver Plan is open to eligible New Zealanders over 18 years old. KiwiSaver is heavily prescribed by the KiwiSaver Act and its associated regulations. See the Kernel KiwiSaver Plan Product Disclosure Statement for all material information. Information found or referred in the Kernel KiwiSaver Plan Product Disclosure Statement supersedes information in these Terms and Conditions.

This includes but is not limited to Section 5 (Fees), Section 7 (Investing), Section 8 (Withdrawing), Section 9 (Wallet), and Section 14 (Kids Account) which are not applicable.

You can create an account to use our services if you're aged 18 years or older and you are in New Zealand. Child accounts can also be opened - see section 14 below for more information.

In some unlikely scenarios, we might not be able to make the website available. You should know that your access is on an 'as is, where is, as available' basis. That means there might be times when you can't access our services.

We don't make any promises, representations, or warranties as to:

• the accuracy of the content of this website; or

• when or how you'll be able to access our services.

• Kernel operates in a highly regulated sector. We don't do anything that might be misleading or deceptive, or anything else the law says we can't.

We're not liable for:

• loss or damage suffered by you through your use of our website, or your inability to access our website;

• errors or omissions in the content of our website;

• loss, fees, or costs you incur or suffer when using our services; or

• malicious code, viruses, blocked access, or if our website doesn't work.

Sometimes, we might direct you to other websites through links on our website. We can't control the content of those websites and won't be responsible for what you might find there. You should check the terms of use for those websites.

Our services are delivered to you digitally, therefore we operate on a paperless basis.

When you create an account to use our services you consent to receiving information about your investments (investment, savings account, KiwiSaver or funds), from us and authorised agents including personalised annual account and tax statements, electronically (including by email).

We'll make all the information about your transactions and account activity available to you online. This includes the information that we or our custodian are required to give or make available to you in relation to our services, for example under the parts of the Financial Markets Conduct Regulations 2014 (or equivalent regulations) that deal with custodians' obligations.

To use our services, you may need to pay a monthly membership fee. We publish the current monthly membership fee amount on our website. If you use only the Kernel KiwiSaver Plan and no other Kernel products or services, there is no membership fee.

Your Wallet and savings account balances are excluded for the purpose of calculating whether a membership fee is payable.

We deduct our membership fee, in arrears, at the end of each month from your Wallet. If you have joined partway through a month, we may adjust the membership fee we deduct at the end of that month to reflect this.

There are no transaction or account fees for the savings accounts, however, Kernel may receive a fee from the custodian for offering savings accounts of up to maximum 1.00% p.a. The advertised interest rate is net of this fee.

If you don't have enough funds in your Wallet when we try to deduct the Kernel fee or collect any third party fee(s), such as the Financial Advice fee detailed below, then we will deduct the amount you owe when you do. We might make more than one deduction if we can't cover the fee(s) at once.

We might also cancel, withdraw, or redeem interest in your investments on your behalf to pay outstanding fee(s) if we consider that outstanding amount to be a significant amount overdue.

We may sometimes agree to reduce or waive the membership fee for a particular investor or category of investors.

If you invest in Kernel funds you will be charged fund management fees based on the amount you invest. You can find details of the current fund management fees on our website.

We'll let you know by posting a notification on our website and, if you are a member, by sending you an email if we're going to:

• change the price of our membership fee;

• change the way that we deduct fees; or

• change the date that we deduct the membership fee.

If you use the services of a financial adviser, with which Kernel has an agreement, they may charge you fees for their services. Kernel will collect the fees, expenses or other amounts owed to the financial adviser from your Wallet.

We tell you about investments generally. But we're not able to give any advice, including advice that takes into account your personal situation or your financial goals. So, any information we provide you with is not advice of any sort, and you shouldn't rely on it in that way.

By 'advice', we mean investment, legal, financial, tax, or accounting advice, along with other types of personalised advice.

You should seek financial advice from a financial advice provider if you aren't sure about whether or not an investment is right for you.

If we have a portal access agreement with your financial adviser, and they recommend you invest with us, we may allow them to "onboard" you to use our services, and we may have interactions with them about your use of our services. We'll only do this in accordance with our Privacy Policy.

Even if we interact with your adviser, we will only act on your instructions to invest with us, make changes to your investments, or withdraw. Your financial adviser will charge you fees for their services, and we deduct these fees from your Wallet.

We're here to help make investing in funds and savings accounts easier for you.

We do not guarantee the performance of any investment, savings account, or fund made available through the service.

The way to get more information about a fund is by reading the information on each fund page at kernelwealth.co.nz and by reading the Product Disclosure Statement (this is often called a 'PDS'). The PDS will tell you the important information about that fund, including the risks and fees, so make sure you're comfortable with it before deciding on an investment.

If you place an order for an investment in a fund through us, you agree that you've read and understood the PDS and disclosure details for that fund. We'll ask you to confirm this when you invest.

You can place an order to invest by completing an online order. We process fund orders on weekdays (excluding New Zealand national public holidays).

If you place an order before you have a sufficient balance in your Wallet, the order will not be accepted until you have enough money available in your Wallet to pay for the order.

Where you create an order that consists of recurring and/or multiple individual orders (a “Bulk Order”), the Bulk Order will only be accepted when there is enough money available in your Wallet to pay for the total value of the combined order. Kernel will not accept and process part of the Bulk Order if a lesser amount of money is available in your Wallet, even if it is sufficient to pay for a part of the total value of the Bulk Order.

Orders are executed on a first-in-first-out sequence. This means your order will be accepted in the sequence you placed the order. Thus, if you do not have sufficient money in your Wallet to pay for the first order, the second order will not be accepted even though you may have sufficient money in your Wallet to pay for this order. You may cancel the order at any time before it is accepted and processed.

It is your responsibility for ensuring that sufficient money is deposited into your Wallet to pay for the order placed. Acceptance of applications for funds is in the Manager's discretion. Kernel does not have an obligation to accept any order or Bulk Order, including before money is received to the Wallet in full, and will not be held responsible for not accepting an application, order or Bulk Order.

Orders will be batched into processing at 12.05pm daily, according to the system time of our Custodian, depending on when they are placed. For example, an order placed on Friday at 2pm will be processed on Monday at 12.05pm (unless a public holiday in which case at 12.05pm on the following business day).

The price you will pay for an order will be the unit price at the time your order is processed by us. This will be different to the unit price published online because the value of the fund is likely to move between valuation dates.

When we process an order, we purchase the maximum number of units for the amount shown in your order and credit your portfolio with the number of units bought.

By 'savings accounts', we mean bank accounts and term deposits issued by New Zealand-registered banks that we make available through the service (such as call accounts and notice saver accounts). We can change the savings accounts we make available from time to time. We are not a registered bank and do not accept deposits ourselves.

Interest is calculated on your daily balance and paid monthly in the following calendar month. The payment date is specific to the type of savings account used. Payment dates, for specific savings accounts, may be viewed in our FAQs.

The rate of interest for the current day is displayed on our website, however this rate is subject to change at any time without any notice. Kernel may provide a different rate than that of the advertised to individual customers based on our sole discretion. The rate applicable to your savings account is displayed online in your account information. Kernel may receive a fee from the custodian for offering savings accounts. The advertised interest rate is net of this fee.

When you use savings accounts, you will be bound to these terms. If you transfer money to a savings account, you agree that you've read and understood these terms. We'll ask you to confirm this when you make a transfer.

You can transfer money from your Wallet to a savings account by completing an online order. On the order page, we will show you the savings account options you can choose, which could include things like:

• the types and terms of savings accounts available (for example, the term deposit lengths you can choose);

• any fees applicable; and

• whether you have any ability to access your savings early.

Transfers from your Wallet to a savings account will be batched into processing for the period up to 12pm each business day and start to accrue interest from the business day the transfer is completed.

Transfers from a savings account to your Wallet may be same-day or take up to 1-2 business days to be received and displayed. The time is dependent on the specific savings account, when the transfer request was received, and the notice period or term invested (if applicable).

The way that the Notice Saver works is governed both by these terms and the terms and conditions of the underlying bank account. This means that any actions we or our custodian take on your behalf in relation to them needs to comply with those terms and conditions. A copy of the bank's terms and conditions are available here.

The bank's Notice Saver Factsheet is available here. To get more information about the Notice Saver before you place an order, you can read those terms and conditions and the information on the relevant page at kernelwealth.co.nz.

We do not charge any fees for placing your order. However, we may be paid fees or commissions by the bank that savings accounts are held with.

We can:

• put limits on orders;

• cancel orders; or

• amend orders.

For example, we may apply cut-off times for orders. This means you will need to make sure we receive your order before the relevant cut-off time for it to be processed in the next batch. We may also set minimum investment amounts that your order needs to meet to be processed. We'll let you know if we do either of these things, or if we make any changes to any existing limits.

We can't process your order if you don't have enough funds in your Wallet. If that happens, or if there's another problem with your order, we might process your order in the next investment cycle. If we plan to change the frequency that we process orders, we'll let you know before we do.

If funds that you have invested in make distributions, and you have elected to have these paid out in cash, these will be paid to your Wallet. Unless we agree otherwise, all interest paid on savings accounts will be added to your savings balance after the deduction of tax at the withholding tax rate you advise.

You can place an order to make a withdrawal at any time. We process orders in the same way as for investments, as set out in section 7 above.

To withdraw part or all of an investment you hold in a fund, you can place an order to sell by completing our online process.

Since the value of a unit changes, you'll need to specify the number of units to sell in the order form. You can find the latest unit value and the number of units you hold in any fund on your member portal.

We will credit your Wallet with the amount of money equalling the withdrawal value, less any tax and fees payable, normally within 3 business days following the processing of your sell order.

To apply to withdraw part or all of an investment you hold in a savings account, you will need to complete our online process.

You'll need to specify the amount that you want to withdraw. You can find the balance of your savings accounts on your member portal.

Any savings account withdrawals will need to comply with the relevant bank's terms and conditions, as outlined in section 7 above. This means (for example):

• you may not be able to make a withdrawal before the agreed term of a term deposit (or you may need to pay a break fee or break costs to make an early withdrawal, or the bank may reduce the interest it pays to us for you);

• you may only be able to make a withdrawal after giving a specific period of notice;

• you may only be able to make an early withdrawal if the bank lets us (and you will need to provide us with the information we need to apply for that withdrawal); and/or

• you may only be able to make a full (and not a partial) withdrawal from a savings account.

To withdraw from your Wallet, simply click 'withdraw'. We'll then arrange for the amount you specify to be transferred to your bank account (see more information about your nominated bank account below in section 9).

Your Wallet tells you how much you have available to invest through our services.

We don't offer banking or bill payment services, so we can only:

• accept deposits to your Wallet from a New Zealand registered bank account; and

• pay money to that bank account when you make a withdrawal from your Wallet.

If you want to change your bank account details email us at support@kernelwealth.co.nz.

To make a deposit into your Wallet, you'll need to use the unique code that we give you when you sign up as a reference. Otherwise, we may not be able to tell that you made the deposit, which may lead to delays.

Money in your Wallet may attract and accrue interest from the bank account where our custodian holds it. We retain that interest as a charge for the services.

Your Wallet may accrue fees from Kernel or your financial adviser if there are no available funds in your Wallet to pay these fees. Any accrued fees (money you owe) will reduce the available balance in your Wallet. Payment of the accrued fees will be made upon your Wallet being credited.

All assets (including money) held through our service (including money in your Wallet and your interests in funds and savings accounts) will be held by a custodian on your behalf.

We are the custodian for the Notice Saver accounts.

Our custodian for all other assets held through our service (including money held in your Wallet, savings accounts, and interests in funds) is Adminis NZ Limited. We can change any of our custodians at any time.

The custodian is subject to an annual assurance engagement by an independent auditor. You can request a copy of the latest assurance report by contacting support@kernelwealth.co.nz.

When you deposit money to your Wallet, that money goes to one or more New Zealand-registered bank accounts in the name of our custodian’s nominee. Similarly, when you invest in savings account through our service, your money is deposited withone or more New Zealand-registered banks in the name of our custodian's nominee.

Your money might be 'pooled' with other people's money using the service (for example, by pooling your money invested in a savings account with the money of other customers at the same time). Even if money is pooled, the custodian will record what each person owns and keep a register of all transactions and balances, which is reconciled daily.

When you invest in the Notice Saver, your money is invested in a separate New Zealand-registered bank account in our name. In the future, we may change this and 'pool' the money of customers in a similar way to term deposits and the Wallet.

Since these aren't our bank accounts, we don't have any control over them. So, we won't be liable for any failures or delays.

We own (or have the right to use) the content, material, layout, and design of this website and all documents and other materials that we use when we provide you with our services. That includes our brand name and our logos.

You can access, download, view, or print information contained on this website for your own purposes (so long as its only for personal reasons).

But otherwise, unless we give you written permission (or the law says you can) you can't use, copy, modify, adapt, store, distribute, print, display, perform, publish, or redistribute any part of this website, or other documents and materials that we provide you.

You might have rights in information you give us. When you provide us with information, you grant us a right to use that information for the purposes of providing our services, including developing new products and services. We can copy, distribute, edit, and publish that information in any way, for as long as we want. We won't pay you for it.

We'll only use your personal information in accordance with our Privacy Policy.

Our funds are 'portfolio investment entities' (or 'PIEs' for short) for tax purposes. PIEs have a top tax rate of 28%. Your Wallet and savings accounts are subject to tax on the interest earned at your applicable resident withholding tax rate ('RWT rate') or non-resident withholding tax rate ('NRWT rate'). You can find out more on the Inland Revenue website, www.ird.govt.nz.

We need to check your tax status so, when you register to use our services, we'll ask for your tax details.

You'll need to:

• provide your IRD number;

• confirm the countries where you're a tax resident and provide us with your relevant tax identification number(s); and

• provide us with your 'prescribed investor rate' (your 'PIR') and 'RWT rate' (or ‘NRWT rate’) so we can apply the correct tax rates.

If your tax details change, you must tell us immediately.

If you've given us the wrong tax rate, you might be required to pay tax (or you might be eligible for a tax credit). If this happens get in touch with Inland Revenue.

Inland Revenue publishes helpful information on its website, www.ird.govt.nz, including how to figure out your correct PIR and RWT rate.

Currently, since our funds are multi-rate PIEs, if you overpay tax by being on a PIR that is too high:

• if you are an individual investor, any tax over-withheld will be used to reduce any income tax liability you may have for the tax year and any remaining amount will be refunded to you; and

• other investors will not receive a refund of any over-withheld tax.

Our custodian is a 'PIE Investor Proxy' (which some people call a 'PIP'). This means that our custodian will hold your investments in each fund, on your behalf, for tax purposes.

Our custodian will also calculate tax on those investments.

We might cancel, withdraw, or redeem interests in your investments on your behalf to pay tax you owe. We might also make investments on your behalf to reflect tax credits you receive.

Our custodian will calculate any Withholding Tax on the interest you earn from your savings account each month and pay the Withholding Tax directly to the Inland Revenue. The custodian will also file the necessary investment income reports to the Inland Revenue each month.

You need to create an account to use our services.

When you do so, you warrant that any information you provide is accurate.

Don't:

• create an account for someone else without their permission, or let others do the same for you; or

• tell others your password or username; or

• try to log in to another person's account or try to bypass our security procedures; or

• try to 'break' our website or decompile, reproduce, reverse engineer, or modify our website, or misuse our website in any way; and

Do:

• keep your password and username safe and secure; and

• change your password regularly; and

• keep the device you use to access our services safe, and make sure you change the password for that device regularly.

An account may be opened by a parent or grandparent (referred to here as an 'adult') for a New Zealand resident under 18 years old (referred to here as a 'child') with the adult as a guardian. We reserve the right to request evidence of relationship to our satisfaction before authorising any transaction. The joint account application process is followed but if one of the applicants is under 18 years old, the child is the owner of the account and the adult is a signatory to the account.

Transactions can only be made on an account in the name of a child on behalf and for the benefit of the child, and the account cannot be used by an adult for their own personal benefit. If at any time this requirement is not met we may, without notice, close the relevant account(s).

The adult signatory to a child's account is required to indemnify us from any losses, costs, claims and damages arising directly or indirectly as a result of the operation of the account, except in cases where Kernel has acted wrongfully or negligently.

Until the child's 18th birthday, the adult signatory will be the only person who can place orders or make withdrawals from or make changes to the account. The child can have a view-only access. Withdrawals can only be made to an account in the name of the adult.

The adult agrees that as of the child's 18th birthday the child will be contacted and be given full access to the account and able to add a nominated bank account for withdrawals. The adult will still be a signatory to the account, until such time as they remove themselves, or the child as the owner removes them.

We have obligations to check that you are who say you are under New Zealand's anti-money laundering laws.

We use identity information you provide us with - and compare that to information held by others (like government agencies) - to do so.

You can read more about this in our Privacy Policy.

If we can't verify you, the law says that we can't offer our services to you. So, we might:

• delay activating or suspend your account;

• hold off selling, redeeming, or withdrawing any of your investments; and

• not process any withdrawals from your Wallet.

We - and our custodian - also have obligations under New Zealand's financial laws and regulations (including the parts of the Financial Markets Conduct Regulations 2014 or any equivalent regulations that deal with custodians' obligations).

This means that we might need to tell our custodian, the Financial Markets Authority, the IRD or other organisations as required by law, information about your transactions and your account activity. We may also share your information with the bank your savings accounts are held with.

We can suspend or terminate your access at any time, for any amount of time.

We may do so whenever we think we need to, including if:

• you breach any of these terms;

• you fail to pay your fees;

• we think the security of your account might be compromised;

• the law says we should; or

• we think that there's a risk of harm.

If we suspend or terminate your account:

• We can sell, redeem, or withdraw investments made by you using our services. If we do so, we'll pay the net proceeds to the nominated bank account you've provided us (once we've deducted any costs, fees, expenses or other amounts owed to us or owed to third parties but collected by us).

• If we're holding any money which becomes unclaimed money, we can account for that money in accordance with the Unclaimed Money Act 1971.

• We won't refund any fees paid by you.

• Our rights and your obligations under these terms won't stop when it makes sense for them to continue.

If you breach these terms, and that breach results in someone making a claim against us (or telling us that they intend to), then you agree to cover all costs, expenses, and fees incurred or suffered by us in connection with that claim. But we'll stay in control of that claim.

You can suspend or terminate your membership at any time. You can also ask us to delete certain information we hold. We've covered that in our Privacy Policy.

If you choose to suspend or terminate your membership, or if you ask us to delete your details:

• you won't be able to access our services;

• we won't refund any fees paid by you;

• we can sell, redeem, or withdraw investments made by you using our services (and then pay the net proceeds to you, less any costs, fees, expenses or other amounts owed to us, or owed to third parties but collected by us), and will not be liable for any penalties incurred as a result (such as break fees or loss of interest payments relating to a term deposit); and

• our rights and your obligations under these terms won't stop when it makes sense for them to continue.

This may take some time. For example, term deposits are generally locked in for an agreed period, so we may need to wait until any term deposits you hold through the service mature before paying you.

We'll use the email address you provide to us to communicate with you. Please keep an eye out for important messages.

We might also send you emails about stuff we think you'll be interested in, like new services and products we are offering, or information about investing.

We don't want to clog up your inbox. You can unsubscribe from marketing emails from us by selecting the 'unsubscribe' button at the bottom of those emails (but, if you do, let us know if you change your mind!).

We're here to help!

If you're stuck, need some help with our services, or want to make a complaint, you can contact us by filling in our 'Contact Us' form on the website.

You can contact our external dispute resolution scheme for free through these contact details:

Financial Services Complaints Ltd Level 4, 101 Lambton QuayPO Box 5967 Wellington 6140

Call: 0800 357 247

Email: complaints@fscl.org.nz