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TERMS OF USE

To view the information contained in this section of the website citibankinternational.co.uk/EN/Home (the “Website”), you must accept the terms and conditions set out below (these “Terms”). These Terms create a binding legal agreement between us. For your own protection and benefit, please read these Terms carefully before starting to use this section of the Website. During each visit to this section of the Website, you are responsible for being familiar with, and are bound by, the current version of these Terms. If you do not agree to these Terms, you are not authorised to access or use this section of the Website. By selecting the United Kingdom as your country of residence and location and clicking “I Accept” below, you are confirming that you accept these Terms and you represent, warrant and undertake to us that you are legally resident in, and currently accessing this website from, the United Kingdom and that you are neither a U.S. resident nor a U.S. person (as such term is used in Regulation S under the U.S. Securities Act of 1933, as amended), or you are an authorised distributor of Citi who is not a U.S. resident or a U.S. person. (see "Your Access to the Information Contained in this Section of the Website" below for further details). If you do not agree to these Terms, do not access this section of the Website, seek independent advice (if applicable) and please exit this section of the Website by clicking "I Reject”".

Important Notice: For legal reasons the contents of this section of the Website cannot be made available to U.S. persons (as such term is used in Regulation S under the U.S. Securities Act of 1933, as amended) or to U.S. residents. The materials and any products described herein are not being offered or targeted to U.S. persons or to U.S. residents and access by them is prohibited. 

THE MATERIALS ON THIS SECTION OF THE WEBSITE HAVE NOT BEEN AND MAY NOT BE RELEASED, PUBLISHED OR DISTRIBUTED, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OR ANY OTHER JURISDICTION IF TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.

ABOUT THIS SECTION OF THE WEBSITE 

This section of the Website is located at citibankinternational.co.uk/EN/Home. The information contained in this section of the Website is provided by Citigroup Global Markets Limited (“CGML”, and together with its affiliates, including all entities within the Citigroup Inc. corporate group, being "Citi"), both inside and outside the United Kingdom. References to "we", "us" and "our" used herein are to CGML.

The Website comprises various pages operated by Citi. Certain sections of, or pages on, the Website may contain separate terms and conditions, which are in addition to these Terms. 

The information on this section of the Website relates to structured products (the “Structured Products”) and certain related offering documentation with respect to such Structured Products, and is being made available in order to comply with legal and regulatory requirements only.  The information on this section of the Website is provided for informational purposes only and does not (a) constitute an invitation, offer or solicitation to engage in any investment activity including to sell or purchase any financial instruments including, but not limited to, an interest in any Structured Products or (b) suggest that we deem any Structured Product suitable or appropriate for any investors or that we have any client relationship with any investor who has purchased or acquired a Structured Product from a third party advisor or distributor. 

YOUR ACCESS TO THE INFORMATION CONTAINED IN THIS SECTION OF THE WEBSITE 

In order to access information about Structured Products, you have selected the United Kingdom as your country of residence and location and confirmed by your selection that you are a non-US investor, or you are a non-US distributor authorised by Citi to distribute Structured Products outside the US. Your selection will be used by us to determine the information that you will be able to access on this section of the Website. 

Failure to provide us with accurate information will be treated as a material breach of these Terms. If your country of residency or location changes such that you become either a U.S. resident or a U.S. person, you will no longer be permitted access to this Website. Please note that this may result in you not being able to access any information at all. Certain documents contained on this section of the Website may contain legends or other restrictions limiting the persons who, or the circumstances under which, certain persons may participate in an offering. The availability of the information through this section of the Website does not alter or change in any way the nature or effect of any such restrictions. The Structured Products are not available, and prospectuses and other offering materials in respect of them should not be distributed, to any person resident in any country where such distribution would be contrary to local law or regulation or would subject Citi to any additional registration requirement.

NO ADVICE 

In preparing the information on this section of the Website, Citi has not taken account of your particular investment objectives, financial situation or investment needs. Nothing on this section of the Website shall, or is intended to, constitute financial, legal, accounting or tax advice and Citi will not, and does not purport to, provide you with investment advice or a recommendation to buy, sell or otherwise transact in any particular Structured Product as a result of your use of this section of the Website. By accessing this section of the Website, no contract is created under which Citi agrees to provide you with any information or investment advice and Citi is not acting as your agent. The information on this section of the Website is provided solely on the basis that you will make your own investment decisions.

OFFERING DOCUMENTS 

The conditions of the Structured Products are contained in offering documents prepared by the relevant issuer. The offering documents comprise either a base prospectus (which may be supplemented from time to time) and final terms or an offering circular and a pricing supplement (the “Offering Documents”). The terms of the Offering Documents relating to each Structured Product will contain risk warnings that are specific to that Structured Product. To the extent you intend on acquiring an interest in a Structured Product, you should read the Offering Documents carefully.  In the event of any inconsistency between the information on this section of the Website regarding a particular Structured Product and the terms of the Offering Documents, the Offering Documents shall prevail.

INVESTING IN STRUCTURED PRODUCTS 

Persons interested in acquiring any interest in a Structured Product referred to on this section of the Website via a third party or distributor should inform themselves as to (i) the legal requirements within the countries of their nationality, residence, ordinary residence or domicile; (ii) any foreign exchange control requirement which they might encounter; and (iii) the income tax and other tax consequences which might be relevant to the acquisition, holding or disposal of such investment.  You must make your own independent assessment as to your eligibility to invest in any Structured Product referred to on this section of the Website under the laws of your country of nationality, residence, ordinary residence or domicile.

DISTRIBUTION TERMS

By engaging in any activities relating to the marketing and distribution of any of the Structured Products featured on this section of the Website, except where you have entered into a distribution agreement (in which case, the terms of such distribution agreement shall apply), you will be deemed to have agreed and accepted our standard form of distribution terms and you will carry out such distribution activities in compliance with Citi’s “Distribution Terms In Relation To Structured Products” (www.citifirst.com/distributionterms). 

RISK WARNINGS 

Any investment involves risk.  Structured Products can be high risk investments which are also subject to general market risks and the credit risk of the issuer. You should not enter into any transactions unless you have fully understood all such risks and have independently determined that such transactions are appropriate for you.  

You may be subject to considerable risk when holding the Structured Product. You must refer to the relevant Offering Documents with respect to individual Structured Products for a full list of risk factors. 

You should therefore consider the terms of investment in any Structured Product carefully, and seek professional investment advice, before making any decision to invest in a Structured Product. Your ability to access the information in this Website does not mean that any or all Structured Products in relation to which information is made available, have been deemed suitable for you.

YOUR USE OF THIS SECTION OF THE WEBSITE 

You must not use this section of the Website (or permit or procure others to use it) as follows:

  • for any unlawful, improper or illegal purpose or activity;
  • to communicate or receive information that is obscene, indecent, pornographic, sadistic, cruel, or racist in content, of a sexually explicit or graphic nature, which promotes or incites discrimination, hatred or racism or which might be legally actionable for any reason; 
  • in a manner intended to threaten, harass, or intimidate; 
  • to violate Citi’s or any third party's copyright, trademark, patent, design or any other proprietary rights; 
  • to damage Citi’s name or reputation or that of any third parties; 
  • to impersonate any of Citi’s employees or other person or use a false name while using this section of the Website or implying an association with Citi; 
  • to penetrate Citi’s security measures or other entities' systems ("hacking"); 
  • to transmit unsolicited voluminous emails (for example, spamming) or to intercept, interfere with or redirect email intended for others using this section of the Website; 
  • to generate excessive amounts of internet traffic, to interfere with Citi’s network or other’s use of this section of the Website or to engage in activities designed to, or having the effect of, degrading or denying service to other users of this section of the Website or others; 
  • to introduce viruses, worms, harmful code and/or Trojan horses onto the internet or into this section of the Website or any other entity’s systems and it is your responsibility to ensure that whatever you download or select for your use from this section of the Website is free from such items; 
  • to post or transmit information that is defamatory, fraudulent or deceptive including, but not limited to, scams such as "make-money-fast" schemes or "pyramid/chain" letters; and/or 
  • to transmit confidential or proprietary information, except solely at your own risk. 

When you visit this section of the Website, Citi’s server will record your IP address together with the date, time, page visited, the duration of your visit and similar details to make your visit more seamless and to improve the operation of this section of the Website. Please note that Citi uses cookies on this section of the Website. A cookie is a small data file. Such cookies do not retrieve information stored on your hard drive and do not corrupt or damage your computer or computer files. You are not obliged to accept a cookie that Citi sends to you, and you can in fact modify your browser so that it will not accept cookies. For more information about cookies including how to set your internet browser to reject cookies, please go to www.allaboutcookies.org.  

When using this section of the Website, you must comply with all applicable local, national and international laws and regulations, including those related to data privacy, international communications and export of technical or personal data. It may be illegal to download the information contained on this section of the Website in certain countries and Citi disclaims all responsibility if any user of this section of the Website downloads any information from this section of the Website in breach of any law or regulation of the United Kingdom or any other applicable law.

LIABILITY FOR USE OF THIS SECTION OF THE WEBSITE 

Access to this section of the Website is permitted on a temporary basis and Citi reserves the right to withdraw, suspend or amend the service it provides on this section of the Website without notice. Citi does not accept any liability if, for any reason, this section of the Website or any part of it is unavailable at any time or for any period. 

Availability of information is subject to change without notice.

The internet is not a completely reliable transmission medium and Citi does not accept any liability for any data transmission errors such as data corruption, loss or damage or alteration of any kind or for the security or confidentiality of information transmitted across the internet to or from Citi. Any such transmission of information is entirely at your own risk. Citi does not guarantee and does not accept any liability for ensuring that this section of the Website or its contents are free of viruses or any other damaging material.

Neither Citi nor any of its directors, officers or employees, nor any other person will be liable or have any responsibility of any kind for any loss or damage that any user of this section of the Website incurs in the event of any failure or interruption of this section of the Website or resulting from the act or omission of any other party involved in making this section of the Website or the information contained on it available to you, or from any other cause relating to a user of this section of the Website’s access to, inability to access, or use this section of the Website or this information, whether or not the circumstances giving rise to such cause may have been within the control of Citi or of any third party providing software or support services.

In no event will Citi or any such parties be liable to a user of this section of the Website for any direct, special, indirect, incidental damages or any other damages of any kind even if Citi or any other party has been advised of the possibility thereof (by indirect damages we also mean consequential damages which have the same explanation as set out above). The above does not exclude or restrict any duty or liability that CGML has by law and under the regulatory system in the United Kingdom.

CONFLICTS OF INTEREST 

Citi and its directors, officers, employees or clients (a “Citi Entity”) may have other commercial relationships with and access to information from the issuer(s) of securities, financial instruments or other interests identical or related to transactions entered into with investors. 

A Citi Entity may perform various roles in relation to the Structured Products and, as such, may have a conflict of interest which arises as a consequence of the role it performs in relation to the Structured Products or as a consequence of its activities more generally. A Citi Entity may owe professional and fiduciary obligations to persons other than the holders of the Structured Product. The interests of these other persons may differ from the interests of the holders of a Structured Product and in such situations, the Citi Entity may take decisions which adversely affect such holders. 

A Citi Entity may have or have had interests or long or short positions in any financial instruments underlying the Structured Product or other financial instruments referred to on this section of the Website and may at any time make purchases and/or sales in them as principal or agent. In addition, Citi may act or have acted as market maker in respect of an underlying financial instrument or entered into an arrangement to hedge the market risk associated with such financial instrument. 

Citi has a conflicts of interest policy which specifies the procedures that it follows and the measures that it has adopted in order to avoid such conflicts or to manage such conflicts in a way that ensures fair treatment for its clients.  

LINKED SECTION OF THE WEBSITES 

Where this section of the Website contains links to other sites and resources provided by third parties, these links are provided for your information only and do not constitute any form of advice or recommendation and – to the extent that links to other websites and sources provided by third parties link to information on other investment products – this cannot be treated as any form of intended direct or indirect marketing of such products in the United Kingdom. Citi has no control over the contents of those websites or resources and Citi does not make any representation as to the accuracy or completeness of such websites or resources and have not and will not review or update them. Citi accepts no responsibility for websites and resources provided by third parties or for any loss or damage that may arise from your use of them.

INTELLECTUAL PROPERTY RIGHTS 

Citi is the owner or the licensee of all intellectual property rights in this section of the Website, and in the materials published on it. Those works are protected by laws and treaties around the world. All such rights are reserved. You may use the materials on this section of the Website and download and reproduce them in hard copy for your own reference only provided you retain and you do not alter all copyright and other proprietary notices. Such materials may not otherwise be reproduced, distributed, stored in a data retrieval system, linked to, modified or transmitted, in any form or by any means (electronic, mechanical, photocopying, recording or otherwise) without the prior written consent of Citi. Nothing on this section of the Website may be construed as granting any licence or right in relation to any of Citi’s proprietary rights such as trademarks or those of its affiliates or any third party. 

AMENDMENTS TO THESE TERMS 

Citi may change these Terms at any time by amending this page. You are expected to check this page from time to time to take notice of any changes Citi makes, as these are binding on you.

If any provision of these Terms is held by any court or competent authority to be illegal, void, invalid or unenforceable under the laws of any jurisdiction, the legality, validity and enforceability of the remainder of these Terms in that jurisdiction shall not be affected, and the legality, validity and enforceability of the whole of these Terms in any other jurisdiction shall not be affected.

ADDITIONAL TERMS 

These Terms set out the terms on which you may make use of this section of the Website and apply to every page of this section of the Website, whether or not these Terms appear on each individual page. Your use of certain sections of this section of the Website may be subject to separate or additional terms and conditions. By accessing such pages, you agree to be bound by those separate or additional terms and conditions. In the event of any conflict, those separate or additional terms and conditions will govern your use of those sections or pages of this section of the Website.

LAW AND VARIATION 

These Terms and any non-contractual obligations arising from or connected with them are governed by English law and these Terms shall be construed in accordance with English law. English courts will have non-exclusive jurisdiction over any dispute arising from, or related to, use of this section of the Website and it is a condition of using this section of the Website that you waive any objection to proceedings in such courts on the grounds of venue or that proceedings have been brought in an inconvenient forum, although Citi retains the right to bring proceedings against any user of this section of the Website for breach of these Terms in their country of residence or any other relevant country.  

CGML’s affiliates shall have the benefit of rights conferred on them by these Terms but otherwise no person who is not a party to these Terms may enforce its terms under the Contracts (Rights of Third Parties) Act 1999.

ABOUT CITIGROUP GLOBAL MARKETS LIMITED 

CGML is registered in England with registration number 01763297 and has its registered office at Citigroup Centre, Canada Square, Canary Wharf, London E14 5LB. CGML’s VAT number is GB429625629. In the United Kingdom, CGML is authorised by the Prudential Regulation Authority (the “PRA”) and regulated by the Financial Conduct Authority of the United Kingdom (the “FCA”) and the PRA. CGML is entered in the Financial Services Register of the PRA and the FCA (Register Number 124384), access to which can be gained via the following link: www.fca.gov.uk/register.

© 2021 Citigroup Global Markets Limited. Citi, and Citi and Arc Design are trademarks and service marks of Citigroup Inc. or its affiliates and are used and registered throughout the world.  Any unauthorized use, duplication, redistribution or disclosure is prohibited by law and will result in prosecution. 

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