Your Obligations. 3.1 You must be, and must remain at all times during the continuance of this Agreement, a Service User who has been accepted to use AUDDIS by BACS (a “BACS Approved Service User”). If You are not a BACS Approved Service User, We will use reasonable endeavours to assist You in becoming a BACS Approved Service User. However, unless and until You are a BACS Approved Service User, the Access EDD Website will not be made available to You. If You lose Your status as a BACS Approved Service User, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 of the Terms and Conditions without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You. 3.2 You must be, and must remain at all times during the continuance of this Agreement, approved for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You. 3.3 You will need to provide the following information to be able to use the eDirect Debit Service: 3.3.1 the Service User number, name and address; 3.3.2 Your email address and telephone number as it is to appear on the Advance Notice; 3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website; 3.4 You shall ensure the suitability of Gift Aid and that the wording used in relation to Gift Aid that You provide to Us is in a form approved by HMRC. 3.5 The Access EDD Website has been developed in line with the BACS Rules and has a high degree of customisation. In the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably and in good faith, We are unable or unwilling to make, We reserves the right to immediately terminate this Agreement on written notice without any further liability (subject to clause 16 of Schedule 1 to these Terms and Conditions) to You. 3.6 Following a User’s completion of an Instruction on the Access EDD Website, You shall have sole responsibility for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be as set out in the Direct Debit Managed Service Agreement. 3.7 You agree that the records maintained by Us of the Instructions and transactions effected by Us in connection with the Direct Debit Services shall, in the absence of manifest error, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sent, received or effected. 3.8 Observe the BACS Rules throughout the term of this Agreement and seek authorisation and approval of the eDD pages with Your Sponsoring Bank 3.9 You shall not knowingly do anything to bring Us into disrepute.
Appears in 8 contracts
Samples: Access Payment Products Standard Terms and Conditions, Framework Agreement, Access Payment Products Standard Terms and Conditions
Your Obligations. 3.1 4.1 Where specified in an Order, You will appoint a Project Manager, who will coordinate Your activities related to the Services. You will ensure that the same person acts as Project Manager for the duration of the applicable Services engagement; but if You need to change the Project Manager You must benotify Us in writing in advance of such change. Your Project Manager will have the authority to contractually bind You on all matters related to the Services.
4.2 If at any time You or We are dissatisfied with the performance of one or more of Your or Our team members involved in the project for Services, the dissatisfied party shall promptly notify the other party in writing of such dissatisfaction. The other party shall promptly consider the issue and must remain at all times during offer a reasonable remedy to cure the continuance dissatisfaction, which may include replacement of this Agreement, a Service User who has been accepted to use AUDDIS by BACS (a “BACS Approved Service User”)such team member. If You are the issue is still not a BACS Approved Service User, We will use reasonable endeavours to assist You in becoming a BACS Approved Service User. However, unless and until You are a BACS Approved Service Userresolved, the Access EDD Website will not be made available parties shall escalate the issue to You. If You lose Your status as a BACS Approved Service User, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 of the Terms and Conditions without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to YouProject Managers.
3.2 4.3 You must be, and must remain at all times during the continuance of this Agreement, approved for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.3 You will need to provide the following information to be able to use the eDirect Debit Serviceshall:
3.3.1 4.3.1 cooperate with Us on any matters relating to the Service User number, name and address;
3.3.2 Your email address and telephone number as it is to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid and that the wording used in relation to Gift Aid that You provide to Us is in a form approved by HMRC.
3.5 The Access EDD Website has been developed in line with the BACS Rules and has a high degree of customisation. In the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably and in good faith, We are unable or unwilling to make, We reserves the right to immediately terminate this Agreement on written notice without any further liability (subject to clause 16 of Schedule 1 to these Terms and Conditions) to You.
3.6 Following a User’s completion of an Instruction on the Access EDD Website, You shall have sole responsibility for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be Services as set out in the Direct Debit Managed Service Agreement.Order and provide Us with prompt feedback to Our requests;
3.7 You agree that 4.3.2 provide Us in a timely manner such access to Your premises and Customer Data, and such office accommodation and other facilities, as We reasonably request for the records maintained performance of the Services. In particular, where On-Site- Training Services are conducted by Us of the Instructions and transactions effected by at Your location, You will make available suitable facilities at no charge;
4.3.3 provide Us in a timely manner such Customer Materials as We may request in connection with the Direct Debit Services shallprovision of the Services; and
4.3.4 ensure that the Customer Materials are correct in all material respects, in do not infringe any Intellectual Property Rights of any third party and do not breach any applicable law or regulation or any term of the absence Agreement.
4.4 If Our performance of manifest errorOur obligations under an Order is prevented or delayed by any act or omission of You or Your agents, sub- contractors or employees, We are not liable to You for any costs, charges or losses which may be conclusive proof sustained or incurred by You as a result of such Instructions delay or Our inability to perform the Services. Our time of performance shall be enlarged, if and transactions and their respective constituents and to the times at which they were sentextent reasonably necessary due to such acts or delays by You. Without prejudice to Our other rights or remedies, received or effected.
3.8 Observe the BACS Rules throughout the term of this Agreement and seek authorisation and approval We will notify You of the eDD pages with Your Sponsoring Bank
3.9 You shall not knowingly do anything to bring Us into disreputeestimated impact of any such delays on any performance schedule and fees.
Appears in 5 contracts
Samples: Professional Services, Professional Services, Professional Services
Your Obligations. 3.1 You must beagree to inform us promptly and in any event, within 30 days in writing if Customer Information you gave to us or a member of the HSBC Group changes. You also agree to respond promptly to our or HSBC Group’s requests to you. Before you give us information (including Personal Information or Tax Information) about a Connected Person, you must: • tell the Connected Person that you are giving us (or a member of the HSBC Group) their information • ensure the Connected Person agrees that we (or a member of HSBC Group) can collect, use, process, disclose, and must remain at all times during the continuance of this Agreement, a Service User who has been accepted to use AUDDIS by BACS (a “BACS Approved Service User”). If You are not a BACS Approved Service User, We will use reasonable endeavours to assist You in becoming a BACS Approved Service User. However, unless and until You are a BACS Approved Service User, the Access EDD Website will not be made available to You. If You lose Your status as a BACS Approved Service User, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 of the Terms and Conditions without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.2 You must be, and must remain at all times during the continuance of this Agreement, approved for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.3 You will need to provide the following transfer their information to be able to use the eDirect Debit Service:
3.3.1 the Service User number, name and address;
3.3.2 Your email address and telephone number as it is to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid and that the wording used in relation to Gift Aid that You provide to Us is in a form approved by HMRC.
3.5 The Access EDD Website has been developed in line with the BACS Rules and has a high degree of customisation. In the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably and in good faith, We are unable or unwilling to make, We reserves the right to immediately terminate this Agreement on written notice without any further liability (subject to clause 16 of Schedule 1 to these Terms and Conditions) to You.
3.6 Following a User’s completion of an Instruction on the Access EDD Website, You shall have sole responsibility for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be as set out in this Consent • tell the Direct Debit Managed Service AgreementConnected Person that they may have rights to access and correct their Personal Information. You must ensure this has all been done, even if someone else gives us the Connected Person’s information on your behalf. If any of these things occur: • you fail to promptly give Customer Information we reasonably request • you withhold or withdraw consent we need to collect, use, process, transfer, or disclose Customer Information for the Purposes (except for marketing and promoting) • the HSBC Group has suspicions about Financial Crime or an associated risk, we may take any of these actions:
a. be unable to provide Services, including new Services, to you and we reserve the right to terminate our relationship with you b. take actions to meet Compliance Obligations
c. block, transfer, or close your accounts where local Laws permit it. In addition, if you fail to promptly give your, or a Connected Person’s, Tax Information to us when we ask for it, we may make decisions about your tax status, including whether you are reportable to a Tax Authority. This may require that we withhold and pay amounts legally required by a Tax Authority.
3.7 You agree that the records maintained by Us of the Instructions and transactions effected by Us in connection with the Direct Debit Services shall, in the absence of manifest error, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sent, received or effected.
3.8 Observe the BACS Rules throughout the term of this Agreement and seek authorisation and approval of the eDD pages with Your Sponsoring Bank
3.9 You shall not knowingly do anything to bring Us into disrepute.
Appears in 4 contracts
Samples: Credit Card Agreement, Cardholder Agreement, Cardholder Agreement
Your Obligations. 3.1 You In addition to any other obligation you owe to us under this Agreement, you must be, and must remain at all times during the continuance Term:
a) ensure that each Payment Plan has a corresponding DDR that has been electronically agreed or manually signed by the relevant Client;
b) ensure that each Payment Plan and the Clients’ personal and payment information relating to the Payment Plan remain confidential at all times and are not used, disclosed or otherwise made available to any person other than disclosure to us or through the Platform (which will then be disclosed to Assembly for the purposes of carrying out the Payment Processing Services);
c) comply with all laws which relate to the Services, including ensuring that any surcharge fees are prominently disclosed to Clients and do not exceed the ‘average cost of acceptance’ rules specified in the RBA Standard. You will be provided with regular reports in relation to your ‘average cost of acceptance’ for Payment Instructions that have been processed using our Services;
d) comply with all Card Scheme rules and BECS Procedures to the extent they apply to you;
e) comply with the End User Agreement;
f) comply with any procedures or guidelines that we publish or otherwise notify to you from time to time in relation to the Services;
g) solely handle and deal with any inquiries made by Clients about their Payment Plan or any Payment Instructions made under their Payment Plan; h) not split any Payment Instructions into two or more Payment Instructions to avoid breaching any monetary limit that we impose on Payment Instructions;
i) provide us with information we reasonably require about you, your business and your Clients to enable us to provide the Services;
j) procure that your Authorised Users comply with the terms of this Agreement, a Service User who has been accepted ;
k) immediately update any of your details on the Platform if they are no longer current;
l) immediately notify us if you intend to use AUDDIS by BACS (a “BACS Approved Service User”). If You are not a BACS Approved Service User, We will use reasonable endeavours to assist You in becoming a BACS Approved Service User. However, unless and until You are a BACS Approved Service User, the Access EDD Website will not be made available to You. If You lose Your status cease operating as a BACS Approved Service Usergoing concern, You must immediately inform Us you intend to merge with another person or you (or other members of that fact and We may (at Our option and subject your entity) intend to clause 16, Schedule 1 sell all or a substantial portion of your assets or the Terms and Conditions without liability to Youshares in your business;
m) immediately terminate notify us if you have, or suspend suspect you have, breached the provision of the eDirect Debit Services without notice to You.
3.2 You must be, and must remain at all times during the continuance terms of this Agreement, approved for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You; and
n) immediately terminate notify us if you suspect that you (including your employees and Authorised Users) or suspend the provision of the eDirect Debit Services without notice to Youa Client has acted fraudulently.
3.3 You will need to provide the following information to be able to use the eDirect Debit Service:
3.3.1 the Service User number, name and address;
3.3.2 Your email address and telephone number as it is to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid and that the wording used in relation to Gift Aid that You provide to Us is in a form approved by HMRC.
3.5 The Access EDD Website has been developed in line with the BACS Rules and has a high degree of customisation. In the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably and in good faith, We are unable or unwilling to make, We reserves the right to immediately terminate this Agreement on written notice without any further liability (subject to clause 16 of Schedule 1 to these Terms and Conditions) to You.
3.6 Following a User’s completion of an Instruction on the Access EDD Website, You shall have sole responsibility for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be as set out in the Direct Debit Managed Service Agreement.
3.7 You agree that the records maintained by Us of the Instructions and transactions effected by Us in connection with the Direct Debit Services shall, in the absence of manifest error, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sent, received or effected.
3.8 Observe the BACS Rules throughout the term of this Agreement and seek authorisation and approval of the eDD pages with Your Sponsoring Bank
3.9 You shall not knowingly do anything to bring Us into disrepute.
Appears in 3 contracts
Samples: Client Service Agreement, Client Service Agreement, Client Service Agreement
Your Obligations. 3.1 You must be, and must remain at all times during the continuance of this Agreement, a Service User who has been accepted to use AUDDIS by BACS (a “BACS Approved Service User”). If You are not a BACS Approved Service User, We will use reasonable endeavours to assist You in becoming a BACS Approved Service User. However, unless and until You are a BACS Approved Service User, the Access EDD Website will not be made available to You. If You lose Your status as a BACS Approved Service User, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 of the Terms and Conditions without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.2 You must be, and must remain at all times during the continuance of this Agreement, approved for PDD by the Your Sponsoring Bank. If Youare You are not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from the Your Sponsoring Bank. However, unless and until You are approved for PDD by the Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.3 You will need to provide the following information to be able to use the eDirect Debit Service:
3.3.1 the Service User number, name and address;
3.3.2 Your email address and telephone number as it is to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid and that the wording used in relation to Gift Aid that You provide to Us is in a form approved by HMRC.
3.5 The Access EDD Website has been developed in line with the BACS Rules and has a high degree of customisation. In the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably and in good faith, We are unable or unwilling to make, We reserves the right to immediately terminate this Agreement on written notice without any further liability (subject to clause 16 of Schedule 1 to these Terms and Conditions) to You.
3.6 Following a User’s completion of an Instruction on the Access EDD Website, You shall have sole responsibility for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be as set out in the Direct Debit Managed Service Agreement.
3.7 You agree that the records maintained by Us of the Instructions and transactions effected by Us in connection with the Direct Debit Services shall, in the absence of manifest error, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sent, received or effected.
3.8 Observe the BACS Rules throughout the term of this Agreement and seek authorisation and approval of the eDD pages with Your Sponsoring Bank
3.9 You shall not knowingly do anything to bring Us into disrepute.
Appears in 3 contracts
Samples: Framework Agreement, Framework Agreement, Framework Agreement
Your Obligations. 3.1 2.1 You must be, will display in a prominent position so it can be read by visitors to the property a summary of the premises licence currently in place and must remain keep a certified copy of the premises licence currently in place at the property.
2.2 You will ensure that the designated premises supervisor at all times during the continuance of this Agreement, holds a Service User who has been accepted to use AUDDIS by BACS (a “BACS Approved Service User”). If You are not a BACS Approved Service User, We will use reasonable endeavours to assist You in becoming a BACS Approved Service User. However, unless and until You are a BACS Approved Service User, the Access EDD Website will not be made available to You. If You lose Your status as a BACS Approved Service User, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 of the Terms and Conditions without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.2 You must be, and must remain at all times during the continuance of this Agreement, approved for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.3 You will need to provide the following information to be able to use the eDirect Debit Service:
3.3.1 the Service User number, name and address;
3.3.2 Your email address and telephone number as it is to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid valid personal licence and that the wording used in relation personal licence is not suspended. You will notify us immediately if the designated premises supervisor ceases to Gift Aid that You provide hold a personal licence or his personal licence is suspended. If this happens, you must do anything which we ask you to Us do to keep the property open for selling alcohol. This may include nominating a different individual to replace the existing designated premises supervisor and doing anything which is in required to vary the premises licence to change the designated premises supervisor. If you are unable to nominate a form approved by HMRCsuitable individual to replace the existing designated premises supervisor, you will close the property for carrying out licensable activities and pay us compensation for any loss which we incur as a result.
3.5 The Access EDD Website has been developed in line 2.3 You will ensure that all sales of alcohol at the property are properly authorised by a
2.4 You must meet: • any lawful conditions placed on the licences (including the premises licence). • any laws or requirements of the licensing authorities relating to the licences (including the premises licence).
2.5 You, (or an employee or anyone acting on your behalf), must not do anything illegal at the property which affects the licences and the business. Additionally, you must do everything necessary so there are no problems with the BACS Rules licences or the business.
2.6 You must make sure that the licences remain in force and has are not suspended or made subject to conditions which might reasonably be regarded as difficult or costly to meet. You must not do anything which may result in the licences being reviewed, cancelled or restricted. And, you must do everything necessary to prevent the licences being cancelled or restricted.
2.7 You must not do anything which may result in the property being closed by the licensing authorities or the police. If this occurs, you must do anything which needs to be done to make sure that the property can re-open. If we need to do so, you agree that we can take these steps in your name, on your behalf and at your cost. And, you must do everything necessary so the licensing authorities or responsible authorities do not close the
2.8 If you receive any notice about the licences, you must immediately send a high degree copy to us.
2.9 If you need to do so, you must get the permission of customisationthe licensing authorities before carrying out any works to the property or changes to the business.
2.10 Unless we agree otherwise, you must keep the property open for selling alcohol.
2.11 When this agreement ends (for whatever reason), you must transfer and hand over the licences to us, or to anyone we choose. In You must do anything we ask you to or get any authority or permission needed so the unlikely circumstance Your Sponsoring Bank rejects person occupying the Access EDD Website property after you can run the business at the property. This may include attending before the licensing authorities. If you fail to do so, we will treat the licences as if you have lost, or wilfully or unlawfully withheld them.
2.12 Where we, or anyone we choose for this purpose, hold the premises licence: you will follow any guidance issued by us from time to time relating to the conduct of licensable activities at the property and requests changes whichyou will tell us immediately of: • any proposed change to the individual name in the premises licence as the designated premises supervisor; • any steps taken by the licensing authorities or the responsible authorities to close the property; • any complaint to any of the licensing authorities or the responsible authorities relating to the property, acting reasonably and the business or the permitted use of which you receive notification; • any application for a review of the premises licence; • any proceedings for breach of the premises licence.
2.13 Where you, or an individual appointed by you, holds the premises licence: • you can transfer or give up the premises licence but only if you have our prior written permission. • you must tell us in good faithwriting if you are asked, We are unable or unwilling want to make, We reserves any promise or commitment to the right licensing authorities; or if you intend to immediately terminate this Agreement on written notice without apply to the licensing authorities for a new licence or for any further liability (subject to clause 16 of Schedule 1 to these Terms and Conditions) to You.
3.6 Following a User’s completion of an Instruction on the Access EDD Website, You shall have sole responsibility for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be as set out changes in the Direct Debit Managed Service Agreement.
3.7 You agree that the records maintained by Us conditions of the Instructions and transactions effected by Us in connection with premises licence. You cannot make any promises or commitments or change the Direct Debit Services shall, in the absence of manifest error, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sent, received or effected.
3.8 Observe the BACS Rules throughout the term of this Agreement and seek authorisation and approval conditions of the eDD pages with Your Sponsoring Bank
3.9 You shall premises licences without first obtaining our permission to do so. • he or you can carry out any permitted temporary activity at the property not knowingly do anything otherwise permitted by the premises licence. It will be your responsibility to bring Us into disreputetake the necessary steps and to pay any fee due.
Appears in 3 contracts
Samples: Mercury Three Year Agreement (M3t), Punch Five Year Tenancy, Tenancy Agreement
Your Obligations. 3.1 6.1 You must be, and must remain at all times during must:
(a) promptly set up your InControl Services account using the continuance of this Agreement, a Service User who has been accepted to use AUDDIS by BACS (a “BACS Approved Service User”)guidelines available from the owner’s manual. If You are not a BACS Approved Service User, We will use reasonable endeavours to assist You in becoming a BACS Approved Service User. However, unless and until You are a BACS Approved Service User, the Access EDD Website The InControl Services will not be made available activated until the entire set up process is complete; In addition, for the Wi-Fi Hotspot (including Trial Plan) and “Live” service to You. If You lose Your status as a BACS Approved Service User, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 of the Terms and Conditions without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.2 You must be, and must remain at all times during the continuance of this Agreement, approved for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.3 You become active you will need to provide complete the following information to be able to set up process in the Vehicle as indicated in the owner’s manual;
(b) only use the eDirect Debit Service:
3.3.1 InControl Services for their intended use and in a reasonable manner (for example, the Service User number“SOS Emergency Call” service must only be used for actual emergencies, name the “Optimized Jaguar Assistance” / “Optimized Land Rover Assistance” roadside service must only be used for actual roadside assistance needs and address;
3.3.2 Your email address and telephone number as it is to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid and that the wording “Stolen Vehicle Locator” service must only be used in relation to Gift Aid actual and/or suspected theft of your Vehicle);
(c) comply with all applicable traffic laws and good driving practice in relation to your use of the InControl Services (including but not limited to regulations relating to the use of mobile phones in vehicles);
(d) keep your username, password, and PINs for your InControl Services account secure and confidential. Do not share your password or PINs with anyone. Neither we nor any of our service providers, including the Network Provider(s), have any obligation to enquire about the authority of anyone using your Vehicle, password or PINs. You are responsible for the actions related to the InControl Services of every person using your credentials and unless we are at fault, we cannot be held responsible for any unauthorised use of the InControl Services;
(e) keep your personal information stored in your InControl Services account accurate, complete and up-to-date and must keep us informed of any changes to such information as soon as possible via the My InControl website;
(f) ensure that You provide to Us is all Users use the InControl Package in a form approved by HMRC.
3.5 The Access EDD Website has been developed in line accordance with the BACS Rules and has a high degree of customisation. In the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably and in good faith, We are unable or unwilling to make, We reserves the right to immediately terminate this Agreement on written notice without any further liability (subject to clause 16 of Schedule 1 to these Terms and Conditionsare made aware of these Terms and the Privacy Policy (including the way in which we collect data from the Vehicle);
(g) be responsible for all charges, damages, and expenses arising from the acts or omissions of those who use your Vehicle, the InControl Services, your PINs, or other authentication information, even if you later claim that the use was not authorized;
(h) be responsible for taking out your own insurance for your Vehicle, as the InControl Services shall in no way constitute insurance services. The payments you make for the InControl Services bear no relation to Youyour Vehicle's value or that of any property you may keep in it. You are solely responsible for obtaining and maintaining insurance covering personal injury (including death), loss of property, and other risks covering yourself, those who operate your Vehicle, your passengers and anyone else claiming any damages, and release us from any such responsibility. No insurance company or insurer will be entitled to any right of subrogation against us or our service providers;
(i) ensure that you turn on the “Valet Mode” on your Vehicle if you leave it with someone who you do not wish to have access to “Live” or Wi-Fi Hotspot on the Vehicle;
(j) be responsible for use of the ‘remember me’ function that applies to certain features of the InControl Package. This function enables you to remain automatically logged in on the Vehicle for more convenient access to the features. Please be aware that while this function is active any other person using the Vehicle will be able to view your stored settings, apps and personal details in the Vehicle and use the InControl Services in the Vehicle as if they were you. You should ensure the ‘remember me’ function is disabled if you do not wish other Users to have access to such stored information and details;
(k) maintain your Vehicle and the InControl equipment in your Vehicle to ensure that InControl Services can be provided. Your Vehicle’s electrical system must be functioning and must have connectivity to a Mobile Network for InControl Services to operate;
(l) notify an authorized retailer if you purchase or lease a new or previously-owned Vehicle that has active InControl Services even though you have not registered for the InControl Services;
(m) only use the InControl Connectivity Services for utilizing and accessing the InControl Services;
(n) inform us or an authorised retailer as soon as possible if you become aware of a security breach or any unauthorised use of the InControl Services; and
(o) be responsible for all Network Provider and Data Plan charges relating to your Personal SIM for the use of Live Features and Wi-Fi Hotspot (after any initial Trial Plan). This includes any Network Provider charges for international data roaming.
3.6 Following a User’s completion 6.2 You must not:
(a) copy the InControl Remote App, the data provided by the InControl Remote App or Live Features except where such copying is incidental to normal use of an Instruction the InControl Remote App or Live Features, or where it is necessary for the purpose of back-up or operational security;
(b) rent, lease, sub-license, loan, translate, merge, adapt, vary or modify the InControl Remote App, or Live Features or the My InControl website;
(c) make alterations or modifications to the whole or any part of the InControl Remote App, or Live Features or the My InControl website, or permit the InControl Remote App, or Live Features or the My InControl website or any part of them to be combined with, or become incorporated in, any other programs;
(d) disassemble, decompile, reverse-engineer or create derivative works based on the Access EDD Websitewhole or any part of the InControl Remote App, or Live Features or the My InControl website or attempt to do any such thing;
(e) submit any automated or recorded requests using the InControl Remote App;
(f) access the InControl Remote App; My InControl website; or any data provided via the InControl Package in an unauthorized manner;
(g) use or permit any other person to use, the InControl Package in any unlawful manner, for any unlawful purpose, or in any manner inconsistent with these Terms, or act fraudulently or maliciously, for example, by hacking into or inserting malicious code, including viruses, or harmful data, into the InControl Remote App, Live Features or the My InControl website or any operating system;
(h) attempt to circumvent any security safeguards or access control technologies included with the InControl Package;
(i) infringe our intellectual property rights or those of any third party in relation to your use of the InControl Package (to the extent that such use is not licensed by these Terms);
(j) knowingly take any action that would cause the InControl Remote App, InControl Data, or data provided via the InControl Package to be placed in the public domain;
(k) resell the InControl Package or use it to provide any services to third parties other than occupants of the Vehicle at the time of using the InControl Package;
(l) use the InControl Package for commercial use;
(m) use the InControl Connectivity Services in a way that could damage, disable, overburden, impair or compromise our, or the Network Provider’s systems or security or interfere with other users of the Network Provider;
(n) use the InControl Connectivity Services or software in relation to Internet chat , peer to peer file sharing ("P2P"), bit torrent, or proxy server network; spamming, the sending of bulk unsolicited e- mails or commercial messages or maintaining any form of email server;
(o) modify, adapt, alter, translate, or create derivative works from the XXXx;
(p) reverse engineer, decompile, disassemble, or otherwise attempt to derive the source or object code of the XXXx or any software running on the XXXx;
(q) use the Telematics SIM for any purpose other than for the InControl Connectivity Services and as may be specifically authorized by us from time to time;
(r) use or permit the use of the XXXx, so as to cause the operation of the Mobile Network or the quality of the Mobile Network to be jeopardized, impaired or interrupted or to interfere with the integrity or security of any telecommunications or IT network or system;
(s) otherwise use or copy the XXXx except as expressly allowed under these Terms;
(t) use or permit the use of the Wi-Fi Hotspot, including the Trial Plan, for any unlawful purpose;
(u) use the InControl Connectivity Services in any way which involves the transmission of voice (including Voice Over Internet Protocol) other than Voice as defined above hereunder unless expressly agreed otherwise by us (such agreement not to be unreasonably withheld); or
(v) use the InControl Services in any way which involves providing any service that allows access to a public IP or internet address either through a proxy gateway or some other means.
6.3 Some countries or states may prohibit or restrict the use of certain InControl Services (for example, the remote engine start function). You shall must, prior to using the InControl Services, make yourself aware of, and you must comply with, all local laws in the country or state in which you intend to use or are using the InControl Services.
6.4 Users, including you, are responsible, at all times, for his/her own and his/her passengers’ safety when using the InControl Package as well as for the security of his/her Vehicle and belongings and knowing the location of his/her Vehicle at all times. Users must only use the InControl Services, in particular the InControl Remote App services and Live Features, when it is safe to do so. Users also remain responsible to follow the instructions and warnings in the vehicle owner’s manual, as well as the following: • Do not operate the remote engine start while the vehicle is in an enclosed space. Doing so can cause a build-up of highly toxic fumes which may cause unconsciousness or death. • Do not operate the remote engine start when refuelling the vehicle. Doing so may cause fuel vapors to combust causing a fire/explosion. • Do not adjust the Touch screen controls, or allow the system to distract the driver, while the vehicle is moving. Driver distraction can lead to accidents, causing serious injury or death. WE CANNOT ACCEPT ANY RESPONSIBILITY FOR ANY DEATH, INJURY OR DAMAGE, WHICH IS CAUSED BY YOUR FAILURE TO COMPLY WITH THE ABOVE.
6.5 In using the InControl Package, you acknowledge and agree that internet transmissions are never completely private or secure. Despite the safeguards our service providers, including our Network Provider(s), and we have sole in place, we are unable to guarantee that any information submitted over the internet using the InControl Services and/or Wi-Fi Hotspot cannot be accessed or intercepted by others.
6.6 Removing, replacing or otherwise modifying the Personal SIM in the Vehicle, unless expressly authorized to do so by us and/or an authorized retailer, may disable certain InControl Package features including the Trial Plan, Wi-Fi Hotspot and/or InControl Pro Features, and/or may result in significant data usage charges. We cannot accept any responsibility for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission death, injury or damage caused by improper removal, replacement or modification of a completed Instruction via Personal SIM. You will be held responsible for any and all damage, liabilities, costs (including costs of InControl Pro Features), expenses and risk, including without limitation all applicable charges from the Access EDD WebsiteNetwork Provider (or otherwise), caused by any User’s, including your, failure to abide by the details terms of Our services in this regard shall be as set out in the Direct Debit Managed Service AgreementSection 6.6.
3.7 You agree that the records maintained by Us of the Instructions and transactions effected by Us in connection with the Direct Debit Services shall6.7 DEPENDING ON YOUR VEHICLE’S MODEL AND SUBSCRIPTION, in the absence of manifest errorYOUR VEHICLE MAY HAVE FUNCTIONALITY TO CONNECT TO EXTERNAL 802.11 b/g/n WIRELESS NETWORKS AND/OR TO HOTSPOTS SET UP FROM MOBILE DEVICES. IF YOU CONNECT TO AN EXTERNAL WIRELESS NETWORK, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sentPLEASE NOTE THAT SUCH NETWORK MAY NOT BE SECURE. WE ARE NOT RESPONSIBLE FOR THE INTEGRITY OF ANY EXTERNAL WIRELESS NETWORK YOU CONNECT TO AND CANNOT GUARANTEE THE PRIVACY AND SAFETY OF YOUR DATA AND COMMUNICATIONS WHILE YOU ARE USING EXTERNAL WIRELESS NETWORKS. IT IS YOUR RESPONSIBILITY TO CONNECT ONLY TO EXTERNAL WIRELESS NETWORKS THAT YOU TRUST, received or effectedAND WHICH HAVE AN ADEQUATE LEVEL OF SECURITY. WHILE USING THESE EXTERNAL WIRELESS NETWORKS, YOU SHOULD AVOID TRANSMITTING OR ACCESSING PERSONAL, CONFIDENTIAL OR FINANCIAL DATA.
3.8 Observe the BACS Rules throughout the term of this Agreement and seek authorisation and approval of the eDD pages with Your Sponsoring Bank
3.9 You shall not knowingly do anything to bring Us into disrepute.
Appears in 2 contracts
Samples: Incontrol Package Terms and Conditions, License Agreement
Your Obligations. 3.1 4.1 You must bewarrant your collection and sharing of Personal Information with us shall comply with Applicable Data Privacy Laws.
4.2 You warrant that you will give only lawful instructions. If we hold the view that any instruction of yours contravenes Applicable Data Privacy Laws and/or the DPA, we will notify you, and must remain at we are entitled to suspend execution of the instruction, until you confirm such instruction in writing. We have the right to deny the execution of an instruction – even if issued in writing – in case we conclude that we would be liable under Applicable Data Privacy Laws if we execute the instructions you have provided.
4.3 You represent and warrant that:
(a) you have the authority to provide Personal Information to Anthology, or to permit Anthology to collect directly, for its use in accordance with the Agreement; and
(b) you have obtained and provided all times during the continuance required consents and/or disclosures to Authorized Users regarding Anthology’s collection, access, transfer, and Processing of Personal Information under this Agreement, a Service User who has been accepted including to use AUDDIS by BACS the extent applicable, to permit Anthology to collect Personal Information directly from students under age thirteen (a 13) as permitted under the Children’s Online Privacy and Protection Act (“BACS Approved Service UserCOPPA”).
(c) Except for our Products and Services that specifically require or allow for such data, you will not use the Products and Services to Process any data subject to the Payment Card Industry Data Security Standards (“PCI DSS”), Protected Health Information (PHI) or other legally protected types of data that require standard and controls exceeding the standards and controls described in this DPA.
4.4 To the extent necessary to provide you with the Products and Services, you authorize us, our affiliates, and subsidiaries to Process Personal Information and you will facilitate a reasonable method for us to obtain such information, for example via secure transfer from and/or authorized access to your student information systems.
4.5 Where Anthology discloses our employees’ or contractors’ Personal Information to you or an Anthology employee/contractor provides their Personal Information directly to you, which you Process to manage your use of the Products and Services, you will Process that Personal Information in accordance with your data privacy policies and Applicable Data Privacy Laws. If You are not a BACS Approved Service User, We will only make such disclosures where lawful for the purposes of managing your use reasonable endeavours to assist You in becoming a BACS Approved Service User. However, unless and until You are a BACS Approved Service User, the Access EDD Website will not be made available to You. If You lose Your status as a BACS Approved Service User, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 of the Terms Products and Conditions without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to YouServices.
3.2 You must be, and must remain at all times during the continuance of this Agreement, approved for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.3 You will need to provide the following information to be able to use the eDirect Debit Service:
3.3.1 the Service User number, name and address;
3.3.2 Your email address and telephone number as it is to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid and that the wording used in relation to Gift Aid that You provide to Us is in a form approved by HMRC.
3.5 The Access EDD Website has been developed in line with the BACS Rules and has a high degree of customisation. In the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably and in good faith, We are unable or unwilling to make, We reserves the right to immediately terminate this Agreement on written notice without any further liability (subject to clause 16 of Schedule 1 to these Terms and Conditions) to You.
3.6 Following a User’s completion of an Instruction on the Access EDD Website, You shall have sole responsibility for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be as set out in the Direct Debit Managed Service Agreement.
3.7 You agree that the records maintained by Us of the Instructions and transactions effected by Us in connection with the Direct Debit Services shall, in the absence of manifest error, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sent, received or effected.
3.8 Observe the BACS Rules throughout the term of this Agreement and seek authorisation and approval of the eDD pages with Your Sponsoring Bank
3.9 You shall not knowingly do anything to bring Us into disrepute.
Appears in 2 contracts
Samples: Anthology Master Agreement for All Products and Services, Data Processing Addendum
Your Obligations. 3.1 You You:
(a) must be, immediately notify ISXPay of any change to Your financial position which may affect Your ability to perform Your obligations under this Agreement; and
(b) must provide ISXPay with prior written notice of any change in your place of business not carry on business in a place which has not been approved by ISXPay and must remain at all times not move Your place of business without our prior written consent; and
(c) must not change Your business name or ownership of Your business without giving ISXPay prior notice and not substantially change the type of goods and services You sell without our prior written consent; and
(d) only submit a sales transaction where You are the supplier of the goods and/or services; and
(e) not submit transactions on behalf of a third party. For the avoidance of doubt, this includes submitting transactions for goods or services sold on another Person’s website; and
(f) must allow the employees, contractors or agents of ISXPay, Third Party Acquirer (where it is acting as the Acquirer), APM or those of any Card Scheme reasonable access to Your premises during the continuance of normal business hours to check Your compliance with this Agreement, a Service User who has been accepted to use AUDDIS by BACS (a “BACS Approved Service User”). If You are not a BACS Approved Service User, We will use reasonable endeavours to assist You in becoming a BACS Approved Service User. However, unless and until You are a BACS Approved Service User, the Access EDD Website will not be made available to You. If You lose Your status as a BACS Approved Service User, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 Data Security Standards or for the purposes of the Terms relevant Card Scheme Rules; and
(g) must provide ISXPay with all information and Conditions without liability assistance reasonably required to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice perform their obligations and to You.
3.2 You must be, and must remain at all times during the continuance of this Agreement, approved for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.3 You will need to provide the following information to be able to use the eDirect Debit Service:
3.3.1 the Service User number, name and address;
3.3.2 Your email address and telephone number as it is to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid and that the wording used deal with any queries in relation to Gift Aid that You provide to Us is in a form approved by HMRC.the Payment Service; and
3.5 The Access EDD Website has been developed in line (h) must comply with the BACS all applicable Card Scheme Rules and has a high degree of customisation. In Relevant Laws and contractual requirements in accepting card payments and performing Your obligations under this Agreement; and
(i) will observe and implement the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably and in good faith, We are unable or unwilling to make, We reserves the right to immediately terminate this Agreement on written notice without any further liability (subject to clause 16 of Schedule 1 to these Terms and Conditions) to You.
3.6 Following a User’s completion of an Instruction on the Access EDD Website, You shall have sole responsibility for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be as fraud prevention procedures set out in the Direct Debit Managed Service Agreementmanuals, guides or directions provided to You, unless otherwise mutually agreed to by the parties.
3.7 (j) Will not Supply Cash, traveler’s cheques, Cash equivalents, or other negotiable instruments funded by Transactions processed by Us;
3.2 This clause applies to you if you collect payment data directly from a cardholder or store any cardholder data. In addition to the other provisions of this agreement, you acknowledge and agree:
(a) You agree that are and shall remain during the records maintained by Us term of the Instructions agreement compliant with all PCI DSS rules and transactions effected by Us in connection with requirements and must protect stored cardholder data, regardless of the Direct Debit Services method used to store such data. Data storage also includes physical storage and security of cardholder data. Some examples of other data storage which must be secured include an access or excel database and hard copy files. Storage shall be kept to the minimum required for business, legal, and/or regulatory purposes; and
(b) you must not store the personal identification number (PIN), CVV/CVV2 or sensitive authentication data after authorization (even if encrypted); and
(c) you shall, in the absence of manifest error, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sent, received or effected.
3.8 Observe the BACS Rules throughout during the term of this Agreement agreement comply with the Payment Card Industry Data Security Standards you must, at your cost, successfully complete the protocols for certification to the appropriate level of PCI DSS within the time frame stipulated by ISXPay or the Card Schemes. You acknowledge and seek authorisation agree that if you fail to do so:
i. ISXPay may terminate the merchant services; and
ii. you are liable for any fine imposed upon ISXPay or its Third Party Third Party Acquirers by the Card Schemes as a result of your failure to comply; and
iii. you are liable for any fines which the Card Schemes levy in the event that you suffer a card data compromise incident, and approval have not complied with the PCIDSS Accreditation program; and
(d) ISXPay is obliged to report all Data Breach events to Card Schemes, law enforcement agencies and/or European Union and EEA member state regulators. You grant irrevocable and enduring consent for ISXPay and/or Third Party Acquirer release details of any such Data Breach to the eDD pages with Your Sponsoring Bankaforementioned bodies; and
3.9 You shall not knowingly do anything (e) if you have or suspect having suffered a Data Breach: i. you must appoint a forensic auditor ii. you must give the forensic auditor, full access to bring Us into disrepute.your systems and databases to facilitate a forensic analysis to ascertain:
a. what card data has been compromised; and b.what weaknesses in the system permitted the unauthorised access to the data base; and
Appears in 2 contracts
Samples: Merchant Agreement, Merchant Agreement
Your Obligations. 3.1 You must be, and must remain must:
(a) at all times during hold an AFSL authorising you to deal in Financial Products and provide Financial Product Advice in relation to MLC Life Insurance Products;
(b) upon request, provide to us a copy of your AFSL;
(c) provide to us a list of your Representatives who will be submitting applications for the continuance issue of MLC Life Insurance Products and ensure your Representatives are authorised to deal in relevant MLC Life Insurance Products;
(d) promptly inform us if:
(i) you cease to hold an AFSL, or if your AFSL is varied, suspended, cancelled or replaced, including the details of any variation, suspension, cancellation or replacement;
(ii) ASIC commences any investigation or makes any inquiry of you or your Representatives in respect of any Financial Services provided by you or your Representatives which could reasonably affect your ability to deal in Financial Products or provide Financial Product Advice in relation to MLC Life Insurance Products;
(iii) you appoint a Representative;
(iv) a Representative ceases to be your Representative for any reason or ceases to be authorised to deal in relevant MLC Life Insurance Products; or
(v) you or any of your Representatives are subject to a banning or disqualification order made by ASIC;
(e) notify us (at least 30 days prior to the effective transfer or assignment date) if you agree with any person to assign or transfer by any means the benefit of any remuneration you are entitled to receive under this Agreementagreement and you must provide any information in this respect that we reasonably request;
(f) comply with, a Service User who and ensure your Representatives comply with, all Applicable Laws, including without limitation the Future of Financial Advice provisions set out in Part 7.7A of the Corporations Act;
(g) where you or your Representatives submit an application for an MLC Life Insurance Product, ensure that the applicant has been accepted given an up-to-date product disclosure statement or other relevant disclosure document and promptly remit to the relevant MLC Life Insurance Issuer completed proposals or application forms for the MLC Life Insurance Product together with any premiums or application monies;
(h) comply with all of our reasonable directions relating to any client complaint or to our compliance with Applicable Laws;
(i) not act in any way which would jeopardise or adversely affect the distinctiveness, enforceability, registration, ownership of, or goodwill associated with any trade mark, logo, or other similar intellectual property of the relevant MLC Life Insurance Issuer;
(j) not refer to an MLC Life Insurance Issuer or MLC Life Insurance Product in any way on any public advertisement or material without obtaining prior written approval from the relevant MLC Life Insurance Issuer;
(k) not amend documents supplied by us for you or your Representative’s use AUDDIS under this agreement without our prior written consent from the relevant MLC Life Insurance Issuer;
(l) ensure that you and your Representatives in carrying out the obligations under this agreement act in the best interests of clients;
(m) ensure that you and your Representatives exercise reasonable care and skill in carrying out the activities and performing obligations under this agreement;
(n) provide us with such information or assistance that will allow us to determine if you or your Representatives are meeting the obligations under this agreement;
(o) provide us with such information or assistance that will allow us to meet any requirements of Applicable Laws;
(p) maintain both during, and for a period of seven years after the termination of, this agreement appropriate files or records relating to the Financial Services performed by BACS you or your Representatives pursuant to this agreement, and to make such files or records available to us upon our reasonable request in order to:
(i) deal with any issues, enquiries and client complaints arising pursuant to, or as a “BACS Approved Service User”)consequence of, this agreement or the provision of Financial Services;
(ii) deal with any issues and enquiries raised by the Regulator from time to time; or
(iii) comply with Applicable Laws;
(q) during this agreement and after it is terminated, co-operate with and provide us and any Regulator or Government Agency, with any information that we consider may relate to this agreement or the provisions of the Financial Services by you or your Representatives;
(r) take all reasonable steps to adequately manage conflicts of interest in relation to the performance of the Financial Services and obligations under this agreement. If You are not a BACS Approved Service Userconflict of interest arises or is reasonably likely to arise, We will use reasonable endeavours to assist You in becoming a BACS Approved Service User. However, unless you must:
(i) notify us immediately;
(ii) identify the nature of conflict of interest and until You are a BACS Approved Service User, the Access EDD Website will not be made available to You. If You lose Your status as a BACS Approved Service User, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 provide us with details of the Terms conflict of interest;
(iii) co-operate with us in relation to, and Conditions without liability provide any assistance for, managing such conflict of interest;
(iv) ensure that Representatives give priority to You) immediately terminate or suspend our interests in the event there is conflict between our interests and your interests in respect of any matter relating to the provision of the eDirect Debit Financial Services without notice to You.
3.2 You must be, and must remain at all times during the continuance of this Agreement, approved for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate you or suspend the provision of the eDirect Debit Services without notice to You.
3.3 You will need to provide the following information to be able to use the eDirect Debit Service:
3.3.1 the Service User number, name and addressyour Representatives;
3.3.2 Your email address and telephone number as it is to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid and that the wording used (s) act in relation to Gift Aid that You provide to Us is in a form approved by HMRC.
3.5 The Access EDD Website has been developed in line accordance with the BACS Rules and has a high degree of customisation. In the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably and in good faith, We are unable or unwilling to make, We reserves the right to immediately terminate this Agreement on written notice without any further liability (subject to clause 16 of Schedule 1 to these Terms and Conditions) to You.
3.6 Following a User’s completion of an Instruction on the Access EDD Website, You shall have sole responsibility for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be as other requirements otherwise set out in the Direct Debit Managed Service Agreement.this agreement; and
3.7 You agree that the records maintained by Us of the Instructions and transactions effected by Us in connection (t) ensure each Representative also complies with the Direct Debit Services shall, obligations set out in the absence of manifest error, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sent, received or effectedthis clause 3.2.
3.8 Observe the BACS Rules throughout the term of this Agreement and seek authorisation and approval of the eDD pages with Your Sponsoring Bank
3.9 You shall not knowingly do anything to bring Us into disrepute.
Appears in 2 contracts
Samples: Insurance Agreement, Licensee Remuneration Agreement
Your Obligations. 3.1 2.1 You must beand your personnel must: a use the Tourplan Cloud Platform Services in accordance with the Agreement solely for: i your own internal business purposes; and ii lawful purposes; and b not resell or make available the Tourplan Cloud Platform Services to any third party, or otherwise commercially exploit the Tourplan Cloud Platform Services.
2.2 When accessing the Tourplan Cloud Platform Services, you and must remain at your personnel must: a not impersonate another person or misrepresent authorisation to act on behalf of others or us; b correctly identify the sender of all times during electronic transmissions; c not attempt to undermine the continuance security or integrity of this Agreementthe Underlying Systems; d not use, a Service User who has been accepted to use AUDDIS by BACS (a “BACS Approved Service User”). If You are not a BACS Approved Service User, We will use reasonable endeavours to assist You in becoming a BACS Approved Service User. However, unless and until You are a BACS Approved Service Useror misuse, the Access EDD Website will not be made available to You. If You lose Your status as a BACS Approved Service User, You must immediately inform Us of that fact and We Tourplan Cloud Platform Services in any way which may (at Our option and subject to clause 16, Schedule 1 impair the functionality of the Terms and Conditions without liability to You) immediately terminate Underlying Systems or suspend impair the provision ability of the eDirect Debit Services without notice to You.
3.2 You must be, and must remain at all times during the continuance of this Agreement, approved for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.3 You will need to provide the following information to be able any other user to use the eDirect Debit Service:
3.3.1 Tourplan Cloud Platform Services; e not attempt to view, access or copy any material or data other than: i that which you are authorised to access; and ii to the Service User number, name extent necessary for you to use the Tourplan Cloud Platform Services in accordance with the Agreement; and address;
3.3.2 Your email address and telephone number as it is to appear on f not use the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid and that the wording used in relation to Gift Aid that You provide to Us is Tourplan Cloud Platform Services in a form approved by HMRCmanner, or transmit, input or store any Data, that breaches any third party right (including Intellectual Property Rights and privacy rights) or is objectionable, incorrect or misleading.
3.5 The Access EDD Website has been developed in line with the BACS Rules and has 2.3 Without limiting section 2.2, no individual other than a high degree of customisation. In the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably and in good faith, We are unable or unwilling to make, We reserves the right to immediately terminate this Agreement on written notice without any further liability Permitted User (subject to clause 16 of Schedule 1 to these Terms and Conditions) to You.
3.6 Following a User’s completion of an Instruction on the Access EDD Website, You shall have sole responsibility for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be as set out in this clause) may access or use the Direct Debit Managed Service AgreementTourplan Cloud Platform Services. You may authorise any member of your personnel to be a “Permitted User”, in which case you must provide us with the Permitted User’s name and other information that we reasonably require in relation to the Permitted User. You must procure each Permitted User’s compliance with sections 2.1 and 2.2 of this Schedule and any other reasonable condition notified by us to you.
3.7 2.4 A breach of any of this Agreement by your personnel (including, to avoid doubt, a Permitted User) is deemed to be a breach of this Agreement by you.
2.5 You agree that are responsible for procuring all licences, authorisations and consents required for you and your personnel to use the records maintained by Us of Tourplan Cloud Platform Services, including to use, store and input Data into, and process and distribute Data through, the Instructions Tourplan Cloud Platform Services.
2.6 Title to, and transactions effected by Us all Intellectual Property Rights in, the Data (as between the parties) remains your property. You grant us a worldwide, non-exclusive, fully paid up, transferable, irrevocable licence to use, store, copy, modify, make available and communicate the Data for any purpose in connection with the Direct Debit Services shall, exercise of our rights and performance of our obligations in the absence of manifest error, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sent, received or effectedaccordance with this Agreement.
3.8 Observe 2.7 While we will take standard industry measures to back up all Data stored using the BACS Rules throughout Tourplan Cloud Platform Services, you agree to keep a separate back-up copy of all Data uploaded by you onto the term Tourplan Cloud Platform Services.
2.8 You agree that we may store Data (including any personal information) in secure servers and may access that Data (including any personal information) from time to time. We have sole discretion as to the means of providing this Agreement Data hosting service.
2.9 You agree we may access your Data as required by us for the purposes of providing support services and seek authorisation and approval of meeting our responsibilities under the eDD pages with Your Sponsoring Bank
3.9 You shall not knowingly do anything to bring Us into disrepute.Agreement
Appears in 2 contracts
Samples: Subscriber Agreement, Subscriber Agreement
Your Obligations. 3.1 2.1 You must be, will display in a prominent position so it can be read by visitors to the property a summary of the premises licence currently in place and must remain keep a certified copy of the premises licence currently in place at the property.
2.2 You will ensure that the designated premises supervisor at all times during the continuance of this Agreement, holds a Service User who has been accepted to use AUDDIS by BACS (a “BACS Approved Service User”). If You are not a BACS Approved Service User, We will use reasonable endeavours to assist You in becoming a BACS Approved Service User. However, unless and until You are a BACS Approved Service User, the Access EDD Website will not be made available to You. If You lose Your status as a BACS Approved Service User, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 of the Terms and Conditions without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.2 You must be, and must remain at all times during the continuance of this Agreement, approved for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.3 You will need to provide the following information to be able to use the eDirect Debit Service:
3.3.1 the Service User number, name and address;
3.3.2 Your email address and telephone number as it is to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid valid personal licence and that the wording used in relation personal licence is not suspended. You will notify us immediately if the designated premises supervisor ceases to Gift Aid that You provide hold a personal licence or his personal licence is suspended. If this happens, you must do anything which we ask you to Us do to keep the property open for selling alcohol. This may include nominating a different individual to replace the existing designated premises supervisor and doing anything which is in required to vary the premises licence to change the designated premises supervisor. If you are unable to nominate a form approved by HMRCsuitable individual to replace the existing designated premises supervisor, you will close the property for carrying out licensable activities and pay us compensation for any loss which we incur as a result.
3.5 The Access EDD Website has been developed in line 2.3 You will ensure that all sales of alcohol at the property are properly authorised by a
2.4 You must meet: • any lawful conditions placed on the licences (including the premises licence). • any laws or requirements of the licensing authorities relating to the licences (including the premises licence).
2.5 You, (or an employee or anyone acting on your behalf), must not do anything illegal at the property which affects the licences and the business. Additionally, you must do everything necessary so there are no problems with the BACS Rules licences or the business.
2.6 You must make sure that the licences remain in force and has are not suspended or made subject to conditions which might reasonably be regarded as difficult or costly to meet.
2.7 You must not do anything which may result in the licences being revoked, reviewed, cancelled or restricted. And, you must do everything necessary to prevent the licences being revoked, reviewed, cancelled or restricted. If we need to do so, you agree that we can take these steps in your name, on your behalf and at your cost.
2.8 You must not do anything which may result in the property being closed by the licensing authorities or the police. If this occurs, you must do anything which needs to be done to make sure that the property can re-open. If we need to do so, you agree that we can take these steps in your name, on your behalf and at your cost. And, you must do everything necessary so the licensing authorities or responsible authorities do not close the property.
2.9 If you receive any notice about the licences, you must immediately send a high degree copy to us.
2.10 If you need to do so, you must get the permission of customisationthe licensing authorities before carrying out any works to the property or changes to the business.
2.11 Unless we agree otherwise, you must keep the property open for selling alcohol.
2.12 When this agreement ends (for whatever reason), you must transfer and hand over the licences to us, or to anyone we choose. In You must do anything we ask you to or get any authority or permission needed so the unlikely circumstance Your Sponsoring Bank rejects person occupying the Access EDD Website property after you can run the business at the property. This may include attending before the licensing authorities. If you fail to do so, we will treat the licences as if you have lost, or wilfully or unlawfully withheld them.
2.13 Where we, or anyone we choose for this purpose, hold the premises licence: you will follow any guidance issued by us from time to time relating to the conduct of licensable activities at the property and requests changes whichyou will tell us immediately of: • any proposed change to the individual name in the premises licence as the • any steps taken by the licensing authorities or the responsible authorities to close the property; • any complaint to any of the licensing authorities or the responsible authorities relating to the property, acting reasonably and the business or the permitted use of which you receive notification; • any application for a review of the premises licence; • any proceedings for breach of the premises licence.
2.14 Where you, or an individual appointed by you, holds the premises licence: • you can transfer or give up the premises licence but only if you have our prior written permission. • you must tell us in good faithwriting if you are asked, We are unable or unwilling want to make, We reserves any promise or commitment to the right licensing authorities; or if you intend to immediately terminate this Agreement on written notice without apply to the licensing authorities for a new licence or for any further liability (subject to clause 16 of Schedule 1 to these Terms and Conditions) to You.
3.6 Following a User’s completion of an Instruction on the Access EDD Website, You shall have sole responsibility for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be as set out changes in the Direct Debit Managed Service Agreement.
3.7 You agree that the records maintained by Us conditions of the Instructions and transactions effected by Us in connection with premises licence. You cannot make any promises or commitments or change the Direct Debit Services shall, in the absence of manifest error, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sent, received or effected.
3.8 Observe the BACS Rules throughout the term of this Agreement and seek authorisation and approval conditions of the eDD pages with Your Sponsoring Bank
3.9 You shall premises licences without first obtaining our permission to do so. • he or you can carry out any permitted temporary activity at the property not knowingly do anything otherwise permitted by the premises licence. It will be your responsibility to bring Us into disreputetake the necessary steps and to pay any fee due.
Appears in 2 contracts
Samples: Turnover Tenancy Agreement, Flexible Tenancy Agreement
Your Obligations. 3.1 (a) You must be, and must remain at all times during the continuance of this Agreement, a Service User who has been accepted to use AUDDIS by BACS (a “BACS Approved Service User”). If You are not a BACS Approved Service User, We or your Representatives will use reasonable endeavours to assist You in becoming a BACS Approved Service User. However, unless and until You are a BACS Approved Service User, the Access EDD Website will not be made available to You. If You lose Your status as a BACS Approved Service User, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 of the Terms and Conditions without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.2 You must be, and must remain at all times during the continuance of this Agreement, approved for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.3 You will need to provide the following information to be able to use the eDirect Debit Service:
3.3.1 the Service User number, name and address;
3.3.2 Your email address and telephone number as it is to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid and that the wording used conduct Customer Identification Procedures in relation to Gift Aid that You provide each customer prior to Us is in providing a form approved by HMRCdesignated service.
3.5 (b) The Access EDD Website Customer Identification Procedures that are undertaken by you or your Representatives will be documented in your AML/CTF Program.
(c) The Customer Identification Procedures documented in your AML/CTF Program comply with the AML/CTF Laws and also include:
(i) cross referencing the identification details against the relevant identification document (ID document) ensuring it was cited in person or where it could not be cited in person due to government restrictions, via a virtual method; and
(ii) certifying the ID document at the time of citing or ensuring the cited copy of the ID document provided has been developed certified appropriately.
(d) You will make and keep records of the customer identification undertaken and procedures carried out by you or your Representatives in line accordance with the BACS Rules and has AML/CTF Laws.
(e) You will keep records in (d) for at least seven years, notwithstanding the termination of this agreement.
(f) You will, upon our request, promptly undertake additional identification on a high degree of customisation. In customer (above your Customer Identification Procedures) where required to allow the unlikely circumstance Your Sponsoring Bank rejects Insignia Issuer to fulfil its obligations under the Access EDD Website and requests changes whichAML/CTF Laws, acting reasonably as soon as practicable and in good faith, We are unable or unwilling to make, We reserves the right to immediately terminate this Agreement on written notice without any further liability (subject to clause 16 of Schedule 1 to these Terms and Conditions) to Youevent within 5 Business Days.
3.6 Following (g) You and your Representatives, upon an Insignia Issuer’s request, will provide the Insignia Issuer with the information or documentation relating to a Usercustomer’s completion source of an Instruction on funds and wealth that you or your Representative has collected (this is generally contained within the Access EDD Websitestatement of advice, fact find or meeting notes) promptly, and in any event within 5 Business Days to allow the Insignia Issuer to fulfil its obligations under the AML/CTF Laws.
(h) You shall have sole responsibility and you Representatives will, upon our request, provide additional assistance to prepare the relevant information in relation to this relationship to assist us to prepare any notices or compliance reports required under the AML/CTF Laws.
(i) You and your Representatives will comply with all Applicable Laws, including AML/CTF Laws.
(j) You will provide continuous and fit for downloading and processing purpose training to your Representatives that complies with the Data. If You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be as set out requirements in the Direct Debit Managed Service AgreementAML/CTF Rules.
3.7 You agree that the records maintained by Us of the Instructions and transactions effected by Us in connection with the Direct Debit Services shall, in the absence of manifest error, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sent, received or effected.
3.8 Observe the BACS Rules throughout the term of this Agreement and seek authorisation and approval of the eDD pages with Your Sponsoring Bank
3.9 You shall not knowingly do anything to bring Us into disrepute.
Appears in 2 contracts
Samples: Insignia Product Agreement, Insignia Product Agreement
Your Obligations. 3.1 4.1 You must beagree to:
4.1.1 accept the Room, Flat, Property Common Areas, Flat Common Areas and must remain at the Property as being in good and tenantable repair and condition and fit for the purposes for which they are let and/or intended to be used from the Start Date unless you let us know in writing in accordance with clause 16 of any defects in the condition and repair within 48 hours of you moving into the Room (which means when you collect the keys for the Room);
4.1.2 accept that all times during the continuance Contents are present in the Room and Flat unless you let us know in writing in accordance with clause 16 that items are missing from the inventory within 48 hours of this Agreement, moving into the Room;
4.1.3 provide us with a Service User who has been accepted to use AUDDIS by BACS certificate of exemption for council tax within 6 weeks of registering with your university or college or 10 weeks of your Check In Date (a “BACS Approved Service User”whichever is the sooner). If You are not a BACS Approved Service User, We responsible for the payment of council tax and you will use reasonable endeavours reimburse us for any council tax we are required to assist You in becoming a BACS Approved Service User. However, unless and until You are a BACS Approved Service User, the Access EDD Website will not be made available to You. If You lose Your status pay as a BACS Approved Service Userresult of you not providing us with a certificate of exemption;
4.1.4 comply with any Special Conditions; and
4.1.5 comply with any Regulations relating to your conduct in the Property which we may notify you of in writing from time to time, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 of the if there is any conflict between these Tenancy Terms and Conditions without liability and those Regulations, these Tenancy Terms and Conditions will apply.
4.2 You agree to You) immediately terminate pay to us in full the Rent and all other payments on the dates set out in the Booking Details. You will not off-set any amounts against the Rent or suspend any other amounts due. We are not required to send reminders about payment due dates.
4.3 If you are in debt to us or any other group company in the provision Unite Group PLC’s group of companies, you agree that, any payments we receive from you will l be allocated to the oldest debt first, which will include any sum that you still owe under any former tenancy agreement with us,.
4.4 Anybody who makes payments on your behalf towards Rent or other amounts due from you under this Tenancy Agreement does so as your agent, however in such circumstances you will remain liable for the payment of all sums under this Tenancy Agreement and all our rights and remedies against you remain fully preserved. Where applicable, funds will only be returned to you following the end of the eDirect Debit Services without notice to You.
3.2 You must beLength of Stay, and must remain at all times during the continuance of this Agreement, approved except for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may any deposit (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.3 You will need to provide the following information to be able to use the eDirect Debit Service:
3.3.1 the Service User number, name and address;
3.3.2 Your email address and telephone number as it is to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid and that the wording used in relation to Gift Aid that You provide to Us is in if a form approved by HMRC.
3.5 The Access EDD Website deposit has been developed paid and is detailed in line with the BACS Rules and has a high degree of customisation. In Booking Details) which (if there is no claim to it under the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably and in good faith, We are unable or unwilling to make, We reserves the right to immediately terminate this Agreement on written notice without any further liability (subject to clause 16 of Schedule 1 to these Tenancy Terms and Conditions) will be refunded to Youthe person who originally paid it (unless this is no longer possible and in which case payment will be made to you).
3.6 Following a User’s completion 4.5 If payment of an Instruction the Rent or any other amount due from you under this Tenancy Agreement is late, you agree to pay interest at the rate of 3% per annum above the base rate of National Westminster Bank plc from time to time on the Access EDD Websiteoutstanding amount from the date payment was due until the payment is made in full (both before and after any judgment by a Court). Interest will be charged on a daily basis.
4.6 You agree to pay us (or to whosoever we shall direct), You shall have sole responsibility an administration fee of £25 plus VAT for downloading and processing each letter we send you in respect of late payment of Rent or any other amount you owe under the Data. If You wish Us to process terms of the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be as set out in the Direct Debit Managed Service Tenancy Agreement.
3.7 You agree that the records maintained by Us 4.7 If payment of the Instructions Rent or any other money due from you under this Tenancy Agreement is late we reserve the right to:
4.7.1 remove internet access whilst your account is in arrears;
4.7.2 refer your account to a debt collection agency and transactions effected charge you all reasonable costs and expenses (including legal costs) and any VAT incurred by Us us in connection order to recover outstanding Rent or other monies unpaid by you;
4.7.3 enter the Flat Common Areas (with the Direct Debit Services shall, in the absence of manifest error, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sent, received or effectedreasonable notice) to discuss arrears; and/or
4.7.4 remove any promotional discounts relating to your Tenancy Agreement.
3.8 Observe the BACS Rules throughout the term of this Agreement and seek authorisation and approval of the eDD pages with Your Sponsoring Bank
3.9 You shall not knowingly do anything to bring Us into disrepute.
Appears in 2 contracts
Samples: Tenancy Agreement, Tenancy Agreement
Your Obligations. 3.1 1. You must be, agree to pay the fees in accordance with our terms and must remain at all times during the continuance conditions of this Agreement, a Service User who has been accepted to use AUDDIS by BACS (a “BACS Approved Service User”). If You are not a BACS Approved Service User, We will use reasonable endeavours to assist You in becoming a BACS Approved Service User. However, unless and until You are a BACS Approved Service User, the Access EDD Website will not be made available to You. If You lose Your status as a BACS Approved Service User, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 of the Terms and Conditions without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.2 You must be, and must remain at all times during the continuance of this Agreement, approved for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.3 You will need to provide the following information to be able to use the eDirect Debit Service:
3.3.1 the Service User number, name and address;
3.3.2 Your email address and telephone number as it is to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid and that the wording used in relation to Gift Aid that You provide to Us is in a form approved by HMRC.
3.5 The Access EDD Website has been developed in line with the BACS Rules and has a high degree of customisation. In the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably and in good faith, We are unable or unwilling to make, We reserves the right to immediately terminate this Agreement on written notice without any further liability (subject to clause 16 of Schedule 1 to these Terms and Conditions) to You.
3.6 Following a User’s completion of an Instruction on the Access EDD Website, You shall have sole responsibility for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be payment as set out in paragraph ‘6. Payment Terms’ below
2. You agree to pay all invoices on or before the due date. The method of payment shall be by Standing Order, or Direct Debit. BACS transfer may be used occasionally in the event of a Standing Order or Direct Debit Managed Service Agreementfailure.
3.7 3. Any charges payable under this Agreement are exclusive of VAT at the prevailing rate
4. You agree that all information you have given to us is correct and that you will inform us if it changes
5. You agree not to use the records maintained by Us Services for any unlawful purpose or in contravention of any English or other law
6. During registration for any of the Instructions Services, you will create your own username and transactions effected a password, which are essential for your secure use of the Services. You will be responsible for keeping this information confidential and agree to take all necessary steps to ensure that it is kept secure and not disclosed to any unauthorised person. If you think that one of your usernames or passwords have been discovered or is being misused by Us someone else then you must immediately take all steps necessary (or requested by us) to prevent such use. If we think there is likely to be a misuse of the Services because of a breach of security we may: ○ Suspend use of the Services; and/or ○ Change your password and the notify you that we have done this
7. You acknowledge that licensed telephone and network operators provide the telephone and internet networks which are utilised by us and therefore we cannot guarantee that the Services will be uninterrupted or error free
8. We may accept instructions in connection with the Direct Debit Services shall, in the absence of manifest error, from someone we are satisfied has your authority. You agree that you will be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sent, received or effected.
3.8 Observe the BACS Rules throughout the term of this Agreement and seek authorisation and approval responsible for all use of the eDD pages with Your Sponsoring BankServices whether or not authorised by you
3.9 You shall 9. Proprietary Rights Easymatch Limited does not knowingly do anything claim any ownership rights in any Materials that you submit, post, or display on or through Easymatch or on the Easymatch website. After submitting or displaying Materials on or through Easymatch or on the Easymatch website, you continue to bring Us into disreputeretain all ownership rights in such Materials (unless provided by BPM Media Limited photography, floor plan and brochure services), and you continue to have the right to use your Materials in any way you choose. By submitting, posting or displaying any Materials on or through Easymatch, you hereby grant to Easymatch Limited a limited license to use, modify, publicly perform, publicly display, reproduce, and distribute such Materials solely on and through Easymatch.
Appears in 1 contract
Samples: Terms and Conditions
Your Obligations. 3.1 You a) During the franchise term you must be, in connection with your business:
i) act in good faith and must remain at all times honestly;
ii) properly account for your turnover;
iii) keep your business open for trading during the continuance core trading hours of this Agreement, the building or centre in which the store is located or as we or the lessors of the store reasonably state;
iv) have your manager or at least one qualified manager working in the store during core trading hours;
v) have one of your associates at the store during core trading hours for direct supervision of your business for at least 20 hours a Service User who has been accepted to use AUDDIS by BACS (a “BACS Approved Service User”). If You are not a BACS Approved Service User, We will use reasonable endeavours to assist You in becoming a BACS Approved Service User. Howeverweek, unless we have waived in writing this requirement, as in the case of a The Coffee Club store being managed by us or an approved manager;
vi) supply all food and until You beverages required by us from the then current food and beverage menu approved for your business;
vii) adopt, introduce and serve any new food or beverages we may require as soon as possible after we introduce any new food or beverage item to be served as part of any current food and beverage menu;
viii) sell only food and beverages we have approved, but ensure that you do not breach the permitted use clause under your store premises agreements;
ix) make sure that all chef’s choices of food or beverages are a BACS Approved Service Userappropriate and meet with our approval;
x) except for pre-prepared or pre-cooked food or beverages, the Access EDD Website will not be made available to You. If You lose Your status as a BACS Approved Service User, You must immediately inform Us of make and prepare fresh any food or beverages that fact and We may (at Our option and subject to clause 16, Schedule 1 form part of the Terms approved food and Conditions without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.2 You must be, and must remain at all times during the continuance of this Agreement, approved for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of beverage menus that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.3 You will need to provide the following information we require to be able to use prepared in the eDirect Debit Service:
3.3.1 the Service User number, name store for sale from your business and addressmake sure that food and beverages are generally as fresh as possible;
3.3.2 Your email address xi) follow the food and telephone number beverage recipes and menus that we reasonably state; xii) observe all reasonable recommendations we make as it is to appear on the Advance Noticeway food and beverages are to be made, prepared, packaged, presented and served;
3.3.3 Your contact details as they are to appear on xiii) promote and maintain safety and hygiene in the final confirmation page handling, preparation, storage, cooking, service, supply, transport and delivery of the Access EDD Websiteall foods and beverages;
3.4 You shall ensure the suitability of Gift Aid xiv) if we ask, date code food and that the wording used in relation to Gift Aid that You provide to Us is in a form approved by HMRC.
3.5 The Access EDD Website has been developed beverage ingredients in line with the BACS Rules food and has a high degree of customisation. In the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website beverage manuals or as we may reasonably state;
xv) safely and requests changes whichproperly prepare, acting reasonably handle, store, serve, supply, deliver or use food and in good faith, We are unable or unwilling beverage ingredients and take all reasonable steps to make, We reserves the right to immediately terminate this Agreement on written notice without any further liability (subject to clause 16 of Schedule 1 to these Terms and Conditions) to You.
3.6 Following a User’s completion of an Instruction on the Access EDD Website, You shall have sole responsibility for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be as set out in the Direct Debit Managed Service Agreement.
3.7 You agree make sure that the records maintained food and beverages you supply from your business are safe to eat or drink;
xvi) conduct any training programs as required by Us the manuals, as reasonably required by the franchisor, and that are reasonably needed to keep your business operating reasonably efficiently;
xvii) install and use the electronic equipment we require;
xviii) make sure that electronic equipment is played at the volumes and times we reasonably require; xix) pay any fees payable for the public performance, broadcast or display of the Instructions and transactions effected by Us in connection with the Direct Debit Services shall, in the absence of manifest error, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sent, received or effected.
3.8 Observe the BACS Rules throughout the term of this Agreement and seek authorisation and approval of the eDD pages with Your Sponsoring Bank
3.9 You shall not knowingly do anything to bring Us into disrepute.copyrighted works;
Appears in 1 contract
Samples: Franchise Agreement
Your Obligations. 3.1 2.1 You must beagree not to exploit the Site, and must remain at all times during the continuance of this Agreement, a Service User who has been accepted or any Source File provided to use AUDDIS by BACS (a “BACS Approved Service User”). If You are not a BACS Approved Service User, We will use reasonable endeavours to assist You you in becoming a BACS Approved Service User. However, unless and until You are a BACS Approved Service User, the Access EDD Website will not be made available to You. If You lose Your status as a BACS Approved Service User, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 of the Terms and Conditions without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to Youany unauthorized way.
3.2 2.2 You must be, and must remain at all times during the continuance of this Agreement, approved for PDD by Your Sponsoring Bank. If Youare agree not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.3 You will need to provide the following information to be able to use the eDirect Debit Service:Source File, data contained therein or information derived from the Source File for any commercial purpose.
3.3.1 2.3 You may not decompile, reverse engineer, disassemble, and attempt to derive the Service User number, name and address;
3.3.2 Your email address and telephone number as it is to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page source code of any software or security components of the Access EDD Website;Site or the Source File.
3.4 2.4 You agree to abide by all notices and restrictions contained in the SourceFile.
2.5 You agree and undertake to procure that any document produced by You incorporating the Source File, data contained therein or information derived from the Source File shall afford to dunnhumby a reference in the following form: "Source: dunnhumby [year]".
2.6 You agree and undertake to procure that any document produced by You incorporating the data contained in the Source File or information derived from the Source File shall be free from references to the retailer where the data originated or any division thereof and shall be free from any statistics identifiable as being derived from data sourced from the data originator."
2.7 You Agree that no document incorporating the Source File or information derived from the Source File shall be made public by or on behalf of You in any media unless such disclosure has first been approved by dunnhumby. dunnhumby shall be entitled to require You amend, to the extent necessary to protect the confidentiality of dunnhumby’s data or other Confidential Information, or prohibit publication of any such document prior to public disclosure.
2.8 You shall ensure be responsible for ensuring compliance, by the suitability of Gift Aid and that the wording used in relation to Gift Aid that You provide to Us is in a form approved by HMRC.
3.5 The Access EDD Website has been developed in line Approved Individuals, with the BACS Rules and has a high degree of customisation. In the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably and in good faith, We are unable or unwilling to make, We reserves the right to immediately terminate this Agreement on written notice without any further liability (subject to clause 16 of Schedule 1 to these Terms and Conditions) to You.
3.6 Following a User’s completion of an Instruction on the Access EDD Website, You shall have sole responsibility for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be as set out in the Direct Debit Managed Service Agreement.
3.7 You agree that the records maintained by Us of the Instructions and transactions effected by Us in connection with the Direct Debit Services shall, in the absence of manifest error, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sent, received or effected.
3.8 Observe the BACS Rules throughout the term provisions of this Agreement and seek authorisation shall be liable for breach of any provision of this Agreement perpetrated by You or the Approved Individuals You undertake to indemnify, defend and approval hold harmless dunnhumby against any and all losses, claims, damages, liabilities, costs and expenses, including reasonable attorney’s fees, arising out of any breach of the eDD pages with Your Sponsoring Bankterms of this Agreement.
3.9 2.9 You undertake to notify dunnhumby promptly in the event of any actual, suspected or alleged breach of this Agreement by the Approved Individual of which the You are aware.
2.10 You shall not knowingly do anything to bring Us into disreputeprovide dunnhumby with a summary of the manner in which the Source File provided hereunder was utilized by the You and the Approved Individuals, and a copy of any materials developed by the You and the Named Individuals which embody or are derived from any Source File obtained hereunder.
Appears in 1 contract
Your Obligations. 3.1 You must beare responsible for all Visitors. This means that any obligation in the Agreement to do something, and must remain at all times during the continuance of this Agreementor not to do something, a Service User who has been accepted is also an obligation on You to use AUDDIS by BACS (a “BACS Approved Service User”). If You are ensure that each Visitor does, or does not a BACS Approved Service Userdo, We will use reasonable endeavours to assist You in becoming a BACS Approved Service User. However, unless and until You are a BACS Approved Service User, the Access EDD Website will not be made available to You. If You lose Your status as a BACS Approved Service User, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 of the Terms and Conditions without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to Youthing.
3.2 You must beseek prior written approval from Us if You intend to use any person (a Service Provider) to provide any services as part of Your hire of the Facilities (for example musicians). You must ensure that any such Service Provider (and their staff) have been given a copy of, and shall comply with, the Hire Rules. Any Service Provider (and their staff) shall be Visitors for the purposes of the Agreement (which means that You are responsible for their conduct). You must remain at all times during comply with the continuance provisions of this Agreement, approved for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, clause 3.2 even if the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate Service Provider is a friend or suspend the provision of the eDirect Debit Services without notice to Youfamily member.
3.3 You will need to provide must pay the following information to be able to use the eDirect Debit Service:
3.3.1 the Service User number, name and address;
3.3.2 Your email address and telephone number as it is to appear Hire Fee on the Advance Notice;due date(s) for payment set out in Our invoice(s) unless they conflict with any Payment Due Dates set out in the Cover Letter, in which case any Payment Due Date in the Cover Letter will prevail.
3.3.3 Your contact details as they are to appear 3.4 If the invoice or Cover Letter does not specify a due date for payment, or no invoice is raised, then the entire Hire Fee will be due on the final confirmation page date one month in advance of the Access EDD Website;
3.4 You shall ensure first Hire Date, or if the suitability of Gift Aid and that Agreement is entered into during the wording used in relation period beginning one month prior to Gift Aid that You provide to Us the first Hire Date then payment is in a form approved by HMRCdue immediately upon the Agreement being entered into.
3.5 The Access EDD Website has been developed in line with the BACS Rules and has a high degree of customisation. In the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably and in good faith, We are unable or unwilling to make, We reserves the right to immediately terminate this Agreement on written notice without Hire Fee includes any further liability (subject to clause 16 of Schedule 1 to these Terms and Conditions) to YouVAT that is payable.
3.6 Following a User’s completion of an Instruction on Without limiting any other remedies or rights that We may have, if You do not pay the Access EDD Website, Hire Fee by the due date:
3.6.1 We may cancel or suspend the Facilities Hire or any other services until You shall have sole responsibility for downloading paid the outstanding amounts; and
3.6.2 You (and processing Your Visitors) must vacate the Data. If School Premises if We ask You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be as set out in the Direct Debit Managed Service Agreementto.
3.7 All School IPR belongs to Us and/or the School. You agree must not use School IPR without Our prior written permission . This means, for example, that You cannot use the records maintained by Us of the Instructions and transactions effected by Us in connection with the Direct Debit Services shall, in the absence of manifest error, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sent, received School name or effectedcrest on promotional material without Our prior written permission.
3.8 Observe the BACS Rules throughout the term of this Agreement and seek authorisation and approval of the eDD pages with Your Sponsoring Bank
3.9 You shall not knowingly do anything to bring Us into disrepute.
Appears in 1 contract
Samples: Terms of Hire
Your Obligations. 3.1 You must be, and must remain at all times during the continuance of this Agreement, a Service User who has been accepted to use AUDDIS by BACS (a “BACS Approved Service User”). If You confirm that you are not a BACS Approved Service User, We will use reasonable endeavours to assist You in becoming a BACS Approved Service User. However, unless and until You are a BACS Approved Service User, the Access EDD Website will not be made available to You. If You lose Your status acting as a BACS Approved Service User, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 an agent on behalf of the Terms and Conditions without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to YouApplicant.
3.2 You must beare responsible for all use of our Portal and Portal Services by you and anyone else using your user name and password (collectively, ID ) or terminal(s) and must remain at all times during the continuance for preventing unauthorised use of this Agreementyour ID. You should ensure any person using your ID or terminal fully complies with these terms and conditions. You should not give access to your ID to other people, unless otherwise approved for PDD by Your Sponsoring BankFHL. If Youare not approved for PDD, We will you believe that there has been any theft or unauthorised disclosure or use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to YouID, you must inform FHL Mortgage Desk immediately.
3.3 You will need to provide the following information to be able agree to use our Portal in compliance with all applicable laws. This Portal and our Portal services are designed solely for use by those operating within the eDirect Debit Service:
3.3.1 the Service User number, name UK and address;
3.3.2 Your email address and telephone number as it is to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid and that the wording used in relation to Gift Aid that You provide to Us is in a form approved by HMRC.
3.5 The Access EDD Website has been developed in line with the BACS Rules and has a high degree of customisation. In the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably and in good faith, We are unable or unwilling to make, We FHL reserves the right to immediately terminate decline to receive mortgage applications from both Applicant(s) resident or Firms located outside the UK jurisdiction.
3.4 If you or your Firm are not authorised by the FCA, to conduct regulated mortgage activity you agree that you will not attempt to access and may be denied access to sections of this Agreement Portal.
3.5 FHL own or have permission to use all copyright, database rights and all similar rights in this Portal and our Portal Services and the information contained in it. FHL act as the Data Controller of the information in the Portal. • You may use the information and reproduce it in hard copy for personal reference only, for regulatory requirements and if required by legislation. The information may not otherwise be reproduced, distributed or transmitted to any other person or incorporated in any way into other material without the prior written permission of FHL. Any copy of these materials which you make must retain all copyright and other proprietary notices shown on written notice without any further liability (subject to clause 16 of Schedule 1 to these Terms and Conditions) to Youthe initial download or print-out.
3.6 Following a User’s completion Our Portal may contain product and company names which may be the trademarks or registered trademarks of an Instruction on the Access EDD Website, You shall have sole responsibility for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be as set out in the Direct Debit Managed Service Agreement.
3.7 You agree that the records maintained by Us of the Instructions and transactions effected by Us in connection with the Direct Debit Services shall, in the absence of manifest error, be conclusive proof of such Instructions and transactions and their respective constituents owners and should not be reproduced or copied without the times at which they were sent, received or effectedowner’s permission.
3.8 Observe the BACS Rules throughout the term of this Agreement and seek authorisation and approval of the eDD pages with Your Sponsoring Bank
3.9 You shall not knowingly do anything to bring Us into disrepute.
Appears in 1 contract
Samples: Portal Terms and Conditions
Your Obligations. 3.1 You must be, and must remain shall at all times during comply with:
(A) the continuance provisions of this Agreement;
(B) the Scheme Rules;
(C) all Applicable Law, a Service User who has been accepted including those requirements which apply to use AUDDIS the sale of goods and/or services by BACS you in connection with the Transactions and the execution and performance by you of your obligations under this Agreement; and
(a “BACS Approved Service User”). If You are not a BACS Approved Service User, We will use reasonable endeavours D) your obligations relating to assist You in becoming a BACS Approved Service User. However, unless and until You are a BACS Approved Service User, the Access EDD Website will not be made available sale and/or supply of goods and/or services by you to You. If You lose Your status as a BACS Approved Service User, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 of the Terms and Conditions without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to YouBuyers.
3.2 You must be, and must remain at all times during the continuance of this Agreement, approved for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.3 You will need to provide the following information to be able to use the eDirect Debit Serviceshall:
3.3.1 the Service User number, name and address;
3.3.2 Your email address and telephone number as it is to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid and that the wording used (A) in relation to Gift Aid that You provide Transactions involving Cards, only accept payments from and/or make Refunds to Us is in a form approved by HMRC.
3.5 The Access EDD Website has been developed in line with the BACS Rules and has a high degree of customisation. In the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably and in good faith, We are unable or unwilling to make, We reserves the right to immediately terminate this Agreement on written notice without any further liability (subject to clause 16 of Schedule 1 to these Terms and Conditions) to You.
3.6 Following a User’s completion of an Instruction on the Access EDD Website, You shall have sole responsibility for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be as set out in the Direct Debit Managed Service Agreement.
3.7 You agree that the records maintained by Us of the Instructions and transactions effected by Us Buyers in connection with goods and/or services which you have sold and supplied to those Buyers, and only pay such Refunds to the Direct Debit Buyer using the payment method used by the Buyer for the original Transaction;
(B) only accept payments and/or make Refunds in respect of goods and/or services the sale and supply of which commonly falls within your business as identified to us;
(C) notify us in writing before you make any change to the nature ofthe goods and/orservices the sale and supply of which fall within your business as identified to us;
(D) notify us in writing of the URL of any website where you accept or state that you will accept payments by Card or Other Payment Methods using any of the Services shall, (such notification to be made before you accept any such payment);
(E) in relation to any Recurring Transaction:
(1) obtain a Recurring Transaction Authority from the absence Buyer;
(2) notify the Buyer that his Recurring Transaction Authority is subject to cancellation by the Buyer at any time;
(3) not debit or attempt to debit the Buyer’s Card or Other Payment Method account after being notified of manifest error, the cancellation of the Recurring Transaction Authority;
(4) notify the Buyer in writing of the amount to be conclusive proof of such Instructions and transactions and their respective constituents debited and the times due date of debit, at least 14 days prior to:
(a) the first debit; and
(b) each subsequent debit (unless the Recurring Transaction Authority specifies the amounts payable and the due dates and none of these has changed or other objective criteria are agreed with the Buyer for calculating the due dates); and
(5) retain the Recurring Transaction Authority for a period of 18 months after the final payment that is made pursuant to it, and produce the Recurring Transaction Authority to us on demand;
(F) only accept payments and submit Data to us in respect of Transactions which they were senta Buyer has authorised in accordance with Applicable Law, received or effected.
3.8 Observe the BACS Rules throughout the term of this Agreement (including the Merchant Operating Instructions), the Scheme Rules and seek authorisation any other information or instructions provided by us to you from time to time;
(G) ensure that you prominently and approval unequivocally inform Buyers of your identity at all points of interaction with a Buyer (including prominently displaying your company name and any trading name on any website through which you conduct Transactions), so that the eDD pages with Your Sponsoring BankBuyer can readily identify you as the counterparty to the relevant Transaction;
3.9 You shall not knowingly do (H) only submit Data to us directly from your own staff or systems, or via a Third Party Product which has been expressly approved by us in writing as one you are entitled to use to submit Data to us;
(I) offer your Buyers a documented complaints procedure and customer service contact point accessible by e-mail and/or telephone; and
(J) refrain from doing anything which we reasonably believe to bring Us into disreputebe disreputable or capable of damaging the reputation or goodwill of us or any Other Financial Institution or the Card Schemes.
Appears in 1 contract
Samples: Merchant Services Agreement
Your Obligations. 3.1 You You:
(a) must be, immediately notify Ezypay of any change to Your financial position which may affect Your ability to perform Your obligations under this Agreement; and
(b) must provide Ezypay with prior written notice of any change in your place of business not carry on business in a place which has not been approved by Ezypay and must remain at not move Your place of business without our prior written consent; and
(c) must not change Your business name or ownership of Your business without giving Ezypay prior notice and not substantially change the type of goods and services You sell without our prior written consent; and
(d) only submit a sales transaction where You are the supplier of the goods and/or services; and
(e) not submit transactions on behalf of a third party, act as a payments facilitator, or a payment service provider; and
(f) must provide Ezypay and our Banking Providers with all times during information and assistance reasonably required to perform their obligations and to deal with any queries in relation to the continuance Payment Service, including a copy of this Agreement; and
(g) must comply with all applicable Scheme Rules, a Service User who has been accepted as amended from time to use AUDDIS by BACS time; and
(a “BACS Approved Service User”). If You h) that the Card Schemes are the sole and exclusive owner of any Card Scheme branding; and
(i) not a BACS Approved Service User, We will use reasonable endeavours to assist You in becoming a BACS Approved Service User. However, unless and until You are a BACS Approved Service User, contest the Access EDD Website will not be made available to You. If You lose Your status as a BACS Approved Service User, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 ownership of the Terms Card Scheme branding for any reason; and
(j) the Card Schemes may at any time, immediately and Conditions without liability advance notice, prohibit You from using any form of Card Scheme Branding any reason; and
(k) Card Schemes have the right to You) immediately terminate or suspend the enforce any provision of the eDirect Debit Services without notice Scheme Rules and to You.prohibit You and/or Ezypay from engaging in any conduct the Card Scheme deems could injure or could create a risk of injury to the Card Schemes, including injury to reputation, or that could adversely affect the integrity of the Interchange System, the Card Schemes Confidential Information or both; and
3.2 (l) You must be, and must remain at all times during will not take any action that could interfere with or prevent the continuance exercise of this Agreement, approved for PDD right by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours a Card Scheme; and
(m) must provide Ezypay and our Banking Providers with all information and assistance reasonably required to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless perform their obligations and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.3 You will need to provide the following information to be able to use the eDirect Debit Service:
3.3.1 the Service User number, name and address;
3.3.2 Your email address and telephone number as it is to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid and that the wording used deal with any queries in relation to Gift Aid that You provide the Payment Service; and
(n) must comply with all applicable Card Scheme Rules and Relevant Laws and contractual requirements in accepting card payments and performing Your obligations under this Agreement; and
(o) will observe and implement the fraud prevention procedures set out in the manuals, guides or directions provided to Us is in a form approved You, unless otherwise mutually agreed to by HMRCthe parties.
3.5 The Access EDD Website has been developed (p) must comply with all applicable laws, rules and regulations relating to the conduct of your business
3.2 For payment services specific to AMEX, you:
(a) authorise to submit transactions to and receive payment from AMEX; and
(b) agree to accept AMEX cards in line accordance with the BACS Rules terms of your Merchant agreement and has a high degree this agreement; and
(c) must display AMEX Marks and give equal representation with any signage, decals or other identification when promoting payment methods and remove them should your Merchant Agreement be terminated; and
(d) must comply with AMEX’s third-party beneficiary rights, but not obligations that will fully provide Amex with the ability to enforce the terms of customisation. In your Merchant Agreement against you as necessary to protect the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably and in good faith, We are unable or unwilling to make, We reserves the right to immediately terminate this Agreement AMEX brand: and
(e) must abide by any limitations on written notice without any further AMEX’s liability (subject to clause 16 of Schedule 1 to these Terms and Conditions) to You.
3.6 Following a User’s completion of an Instruction on the Access EDD Website, You shall have sole responsibility for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be as set out in this agreement and the Direct Debit Managed Service AgreementPayment Aggregator Card Acceptance Agreement between Ezypay and AMEX.
3.7 3.3 This clause applies to you if collect payment data directly from a cardholder or store any cardholder data. In addition to the other provisions of this agreement, you acknowledge and agree:
(a) you must protect stored cardholder data, regardless of the method used to store such data. Data storage also includes physical storage and security of cardholder data. Storage should be kept to the minimum required for business, legal, and/or regulatory purposes; and
(b) you must not store the personal identification number (PIN) or sensitive authentication data after authorization (even if encrypted); and
(c) if Ezypay or our Banking Providers advise you that you must comply with the Payment Card Industry Data Security Standards, you must, at your own expense, successfully complete the protocols for PCI-DSS within the time frame stipulated by Ezypay or the Card Schemes. You acknowledge and agree that if you fail to do so:
(i) Ezypay may terminate the records maintained merchant services; and
(ii) You are liable for any fine imposed upon our Banking Providers or Ezypay by Us the Card Schemes as a result of your failure to comply; and
(d) If you have suffered a Data Breach:
(i) You must advise Ezypay as soon as you become aware of the Instructions data breach; and
(ii) you must give Ezypay and transactions effected by Us in connection with our Banking Providers and its agents full access to your systems and databases to facilitate a forensic analysis to ascertain the Direct Debit Services shall, in the absence of manifest error, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sent, received or effected.
3.8 Observe the BACS Rules throughout the term of this Agreement and seek authorisation and approval extent of the eDD pages with Your Sponsoring Bank
3.9 You shall not knowingly do anything to bring Us into disreputebreach.
Appears in 1 contract
Samples: Banking Agreement
Your Obligations. 3.1 You must be, and must remain must:
(a) at all times during hold an AFSL authorising you to deal in Financial Products and provide Financial Product Advice in relation to MLC Products;
(b) upon request, provide to us a copy of your AFSL;
(c) provide to us a list of your Representatives who will be submitting applications for the continuance issue of MLC Products and ensure your Representatives are authorised to deal in relevant MLC Products;
(d) promptly inform us if:
(i) you cease to hold an AFSL, or if your AFSL is varied, suspended, cancelled or replaced, including the details of any variation, suspension, cancellation or replacement;
(ii) ASIC commences any investigation or makes any inquiry of you or your Representatives in respect of any Financial Services provided by you or your Representatives which could reasonably affect your ability to deal in Financial Products or provide Financial Product Advice in relation to MLC Products;
(iii) you appoint a Representative;
(iv) a Representative ceases to be your Representative for any reason or ceases to be authorised to deal in relevant MLC Products; or
(v) you or any of your Representatives are subject to a banning or disqualification order made by ASIC;
(e) notify us (at least 30 days prior to the effective transfer or assignment date) if you agree with any person to assign or transfer by any means the benefit of any remuneration you are entitled to receive under this Agreementagreement and you must provide any information in this respect that we reasonably request;
(f) comply with, a Service User who and ensure your Representatives comply with, all Applicable Laws, including without limitation the Future of Financial Advice provisions set out in Part 7.7A of the Corporations Act;
(g) where you or your Representatives submit an application for an MLC Product, ensure that the applicant has been accepted given an up-to-date product disclosure statement or other relevant disclosure document and promptly remit to the relevant MLC Issuer completed proposals or application forms for the MLC Product together with any premiums or application monies;
(h) comply with all of our reasonable directions relating to any client complaint or to our compliance with Applicable Laws;
(i) not act in any way which would jeopardise or adversely affect the distinctiveness, enforceability, registration, ownership of, or goodwill associated with any trade mark, logo, or other similar intellectual property of the relevant MLC Issuer;
(j) not refer to an MLC Issuer or MLC Product in any way on any public advertisement or material without obtaining prior written approval from the relevant MLC Issuer;
(k) not amend documents supplied by us for you or your Representative’s use AUDDIS under this agreement without our prior written consent from the relevant MLC Issuer:
(l) ensure that you and your Representatives in carrying out the obligations under this agreement act in the best interests of clients;
(m) ensure that you and your Representatives exercise reasonable care and skill in carrying out the activities and performing obligations under this agreement;
(n) provide us with such information or assistance that will allow us to determine if you or your Representatives are meeting the obligations under this agreement;
(o) provide us with such information or assistance that will allow us to meet any requirements of Applicable Laws; (p) maintain both during, and for a period of seven years after the termination of, this agreement appropriate files or records relating to the Financial Services performed by BACS you or your Representatives pursuant to this agreement, and to make such files or records available to us upon our reasonable request in order to:
(i) deal with any issues, enquiries and client complaints arising pursuant to, or as a “BACS Approved Service User”)consequence of, this agreement or the provision of Financial Services;
(ii) deal with any issues and enquiries raised by the Regulator from time to time; or
(iii) comply with Applicable Laws;
(q) during this agreement and after it is terminated, co-operate with and provide us and any Regulator or Government Agency, with any information that we consider may relate to this agreement or the provisions of the Financial Services by you or your Representatives;
(r) take all reasonable steps to adequately manage conflicts of interest in relation to the performance of the Financial Services and obligations under this agreement. If You are not a BACS Approved Service Userconflict of interest arises or is reasonably likely to arise, We will use reasonable endeavours to assist You in becoming a BACS Approved Service User. However, unless you must:
(i) notify us immediately;
(ii) identify the nature of conflict of interest and until You are a BACS Approved Service User, the Access EDD Website will not be made available to You. If You lose Your status as a BACS Approved Service User, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 provide us with details of the Terms conflict of interest;
(iii) co-operate with us in relation to, and Conditions without liability provide any assistance for, managing such conflict of interest;
(iv) ensure that Representatives give priority to You) immediately terminate or suspend our interests in the event there is conflict between our interests and your interests in respect of any matter relating to the provision of the eDirect Debit Financial Services without notice to You.
3.2 You must be, and must remain at all times during the continuance of this Agreement, approved for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate you or suspend the provision of the eDirect Debit Services without notice to You.
3.3 You will need to provide the following information to be able to use the eDirect Debit Service:
3.3.1 the Service User number, name and addressyour Representatives;
3.3.2 Your email address and telephone number as it is to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid and that the wording used (s) act in relation to Gift Aid that You provide to Us is in a form approved by HMRC.
3.5 The Access EDD Website has been developed in line accordance with the BACS Rules and has a high degree of customisation. In the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably and in good faith, We are unable or unwilling to make, We reserves the right to immediately terminate this Agreement on written notice without any further liability (subject to clause 16 of Schedule 1 to these Terms and Conditions) to You.
3.6 Following a User’s completion of an Instruction on the Access EDD Website, You shall have sole responsibility for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be as other requirements otherwise set out in the Direct Debit Managed Service Agreement.this agreement; and
3.7 You agree that the records maintained by Us of the Instructions and transactions effected by Us in connection (t) ensure each Representative also complies with the Direct Debit Services shall, obligations set out in the absence of manifest error, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sent, received or effectedthis clause 3.2.
3.8 Observe the BACS Rules throughout the term of this Agreement and seek authorisation and approval of the eDD pages with Your Sponsoring Bank
3.9 You shall not knowingly do anything to bring Us into disrepute.
Appears in 1 contract
Samples: Commercial Agreement
Your Obligations. 3.1 YOU ACKNOWLEDGE AND AGREE THAT IN USING PRONTO FOR A PAYOUT, YOU HAVE NOT IN CONNECTION XXXXXXXXX, ALSO ASSIGNED, TRANSFERRED OR CONVEYED YOUR WAGES OR EARNINGS FROM YOUR EMPLOYER OR ANY PART THEREOF TO ANOTHER PARTY. YOU ACKNOWLEDGE THAT YOUR USE OF PRONTO SERVICES IS NOT AND SHALL NOT BE CONSTRUED IN ANY WAY AS AN ASSIGNMENT OF YOUR WAGES. While Payfare has no right to assert a claim against you with respect to your wages or earnings, your eligibility to use Pronto Services and access Payouts may be limited or suspended if there is a shortfall during Repayment. You must beare solely responsible for, and must remain at Payfare disclaims all times during liability for, the continuance provision of this Agreementany employment services provided by you to your Employer to which you may receive a Payout and any obligations you may owe to your Employer. You may only use the Pronto for legitimate employment and for work or services performed by you. Payfare is not responsible for your relationship with the Employer, including any contractual agreement that exists with you and the Employer. If you are invited to register for the Account by an email invitation through an Employer or ADP, you agree that you shall not forward nor share such invitation email to any other person. You acknowledge that the intentional or inadvertent sharing of such invitation email may lead to someone else having access to your Account and any payouts from an Employer and you shall be solely responsible and liable for any of your losses due to someone else’s access to your Account. You agree that you are the only person who will use the Account and will have access to your Account, and the Account and its credentials will not be used for the benefit of anyone else. Neither your Employer, ADP or Payfare has the ability to change or input your bank account, debit card or pre-paid card information, and you are solely responsible for inputting the correct information. Please ensure that the information you enter is correct. We are not responsible for any information incorrectly entered by you. Once a Service User who Payout has been accepted initiated it cannot be canceled or reversed. You remain obligated to use AUDDIS pay all income taxes, deductions, employment insurance and other charges imposed by BACS any governmental authority (a collectively, “BACS Approved Service UserTaxes”). If You are Your Employer will continue to remit such Taxes on your behalf through the normal Employer Payroll Distribution whether you have elected to receive a Payout or not a BACS Approved Service User, We will use reasonable endeavours to assist You in becoming a BACS Approved Service Userthrough Pronto. However, unless and until You are a BACS Approved Service User, the Access EDD Website will not be made available to You. If You lose Your status as a BACS Approved Service User, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 of the Terms and Conditions without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.2 You must be, and must remain at all times during the continuance of this Agreement, approved for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.3 You will need to provide the following information to be able to use the eDirect Debit Service:
3.3.1 the Service User number, name and address;
3.3.2 Your email address and telephone number as it is to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid and that the wording used in relation to Gift Aid that You provide to Us is in a form approved by HMRC.
3.5 The Access EDD Website has been developed in line with the BACS Rules and has a high degree of customisation. In the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably and in good faith, We are unable or unwilling to make, We reserves the right to immediately terminate this Agreement on written notice without any further liability (subject to clause 16 of Schedule 1 to these Terms and Conditions) to You.
3.6 Following a User’s completion of an Instruction on the Access EDD Website, You shall have sole responsibility for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be as set out in the Direct Debit Managed Service Agreement.
3.7 You agree that the records maintained by Us of the Instructions and transactions effected by Us in connection with the Direct Debit Services shallPayfare is not responsible for assessing, in the absence of manifest errorcollecting, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sentreporting, received or effectedremitting any Taxes on your behalf.
3.8 Observe the BACS Rules throughout the term of this Agreement and seek authorisation and approval of the eDD pages with Your Sponsoring Bank
3.9 You shall not knowingly do anything to bring Us into disrepute.
Appears in 1 contract
Samples: Pronto by Payfare Account Agreement
Your Obligations. 3.1 You must be, Our advice will be based on the information that you give so it is important that you provide us with accurate and must remain at all times during the continuance of this Agreement, a Service User who has been accepted up to use AUDDIS by BACS (a “BACS Approved Service User”)date information when we request details about your circumstances and objectives. This will allow us to provide you with suitable advice. If You are not a BACS Approved Service User, We will use reasonable endeavours to assist You in becoming a BACS Approved Service User. However, unless and until You are a BACS Approved Service User, the Access EDD Website will not be made available to You. If You lose Your status as a BACS Approved Service User, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 of information you provide is inaccurate or if you limit the Terms and Conditions without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.2 You must be, and must remain at all times during the continuance of information provided this Agreement, approved for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.3 You will need to provide the following information to be able to use the eDirect Debit Service:
3.3.1 the Service User number, name and address;
3.3.2 Your email address and telephone number as it is to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure could affect the suitability of Gift Aid the advice we give. It could also invalidate any insurance cover you have taken out and mean that a claim may not be paid. Under the wording used in relation FCA rules, we are required to Gift Aid that You provide to Us consider whether it is in a form approved by HMRC.
3.5 The Access EDD Website has been developed in line your best interests for us to act for you if you refuse to provide us with what we believe to be the BACS Rules and has a high degree of customisationnecessary information. In the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably and in good faith, We are unable or unwilling to make, We reserves therefore reserve the right to immediately decline to act for you if we believe you have not provided us with the requisite information. As we are required by anti-money laundering legislation to know who we are dealing with, it would be helpful if you could bring to the meeting evidence of your identity and address. This would normally include either your passport or driving licence and a utility xxxx in your name. If these documents are not available please speak to the Adviser who will confirm what alternatives would be acceptable. C ancellation We may terminate this Agreement agreement by giving you at least 20 business days’ written notice. You may terminate this agreement at any time, without penalty. Notice of termination must be given in writing and will take effect from the date of receipt. Any transactions already initiated will be completed according to this agreement unless otherwise agreed in writing. You will be liable to pay for any services we have provided before cancellation and any outstanding fees, if applicable. Full details of the products we recommend to you including, for example, the minimum duration of the product, information on written notice without your right to cancel or whether no right to cancel exists, and any further liability (subject other early termination rights and penalties, will be covered in the relevant product disclosure information you will receive before the conclusion of any contract. In most cases you can exercise a right to clause 16 cancel by withdrawing from the contract. In general terms you will normally have a 30 day cancellation period for a life, protection or payment protection policy and a 14 day cancellation period for all other policies. Please note that there is no right to cancel a mortgage contract once the mortgage transaction has been concluded. Instructions for exercising the right to cancel, if applicable, will be contained in the relevant product disclosure information which will be provided to you. H ow You Are Protected Echo Financial Management Ltd is an appointed representative of Schedule 1 to these Terms Sense Network Limited, Brookdale Centre, Manchester Road, Knutsford, Cheshire, WA16 0SR which is authorised and Conditions) to You.
3.6 Following a Userregulated by The Financial Conduct Authority, 00 Xxxxxxxxx Xxxxxx, Xxxxxxxxx, Xxxxxx, X00 0XX. Echo Financial Management Ltd’s completion of an Instruction Financial Services Register number is 935884. Sense Network Ltd’s Financial Services Register number is 465124. Sense Network Ltd’s permitted business is advising on and arranging pensions, savings and investment products, non-investment insurance contracts and mortgages. You can check this on the Access EDD Website, You shall have sole responsibility for downloading and processing Financial Services Register by visiting the DataFCA’s website xxx.xxx.xxx.xx/xxxxx/xxxxxxx- reporting/register or by contacting the FCA on 0800 111 6768. If You you are dissatisfied with a recommendation we have made you are entitled to make a complaint. We have a complaints procedure that is available on request. If you wish Us to process register a complaint, please contact us: By e-mail: C xxxxxxxxx@xxxxx-xxxxxxx.xx.xx Please be assured we treat complaints seriously. For your further protection if you cannot settle your complaint with us, you may be entitled to refer it to the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the Financial Ombudsman Service (‘FOS’). Full details of Our services in this regard shall the FOS can be as set out in the Direct Debit Managed Service Agreement.
3.7 You agree that the records maintained by Us of the Instructions and transactions effected by Us in connection with the Direct Debit Services shall, in the absence of manifest error, be conclusive proof of such Instructions and transactions and their respective constituents and the times found on its website at which they were sent, received or effected.
3.8 Observe the BACS Rules throughout the term of this Agreement and seek authorisation and approval of the eDD pages with Your Sponsoring Bank
3.9 You shall not knowingly do anything to bring Us into disrepute.w ww.financial-
Appears in 1 contract
Samples: Client Agreement
Your Obligations. 3.1 (a) Where a Report is provided to You must be, and must remain at all times during as part of the continuance of this Agreement, a Service User who has been accepted to use AUDDIS by BACS (a “BACS Approved Service User”). If You are not a BACS Approved Service User, We will use reasonable endeavours to assist You in becoming a BACS Approved Service User. However, unless and until You are a BACS Approved Service User, the Access EDD Website will not be made available to You. If You lose Your status as a BACS Approved Service UserGS1 Service, You must immediately inform Us of that fact and We may check with your trading partner if a Final Report or an Interim Report is acceptable.
(at Our option and subject to clause 16, Schedule 1 b) To receive:
(i) a Final Report You must send a physical sample of the Terms and Conditions without liability Product; and
(ii) an Interim Report You must send a digital copy of Your artwork for the Product.
(c) Unless otherwise agreed in writing, You agree that all Content to You) immediately terminate or suspend the provision be delivered to You as part of the eDirect Debit Services without notice GS1 Service will be delivered to Youthe Authorised Personnel.
3.2 You understand and agree that in relation to the GS1 Services:
(a) You must besatisfy any file specifications and other Product or Content requirements so that GS1 Australia can provide the GS1 Service to You;
(b) At GS1 Australia’s discretion, GS1 Australia may accept mock-ups unfilled products from You;
(c) You must nominate on the Registration Form if you do not want Your Product photographs to be used for marketing and promotional purposes by GS1 Australia;
(d) You must remain nominate on the Registration Form if You will arrange for the Product to be collected. Where you do not make a selection, GS1 may dispose of or donate the product samples at all times during its discretion within 7 days of the continuance of this Agreementreport or images being issued to You;
(e) It is Your responsibility to ensure that the Product is correctly labelled to meet Your trading partners' requirements;
(f) where relevant for the Content Creation Service and as advised by GS1 Australia, approved for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved responsible for PDD reviewing and approving data and images generated by the Content Creation Service and for accuracy in accordance with the GS1 Review Process. Changes requested by You will be actioned by GS1 Australia, in accordance with Your Sponsoring Bankinstructions, before the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to Youfinal Product is issued.
3.3 You will need to provide the following information to be able to use the eDirect Debit Service:
3.3.1 the Service User number, name understand and address;
3.3.2 Your email address and telephone number as it is to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid and that the wording used in relation to Gift Aid that You provide to Us is in a form approved by HMRC.
3.5 The Access EDD Website has been developed in line with the BACS Rules and has a high degree of customisation. In the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably and in good faith, We are unable or unwilling to make, We reserves the right to immediately terminate this Agreement on written notice without any further liability (subject to clause 16 of Schedule 1 to these Terms and Conditions) to You.
3.6 Following a User’s completion of an Instruction on the Access EDD Website, You shall have sole responsibility for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be as set out in the Direct Debit Managed Service Agreement.
3.7 You agree that the records maintained by Us Content Creation Service does not capture multiple NIPs. Where multiple NIPs exist on a Product, all NIPs will be photographed.
3.4 Where You request a Report, where applicable, it is Your responsibility to ensure:
(a) the correct use of the Instructions and transactions effected by Us in connection with GS1 Company Prefix or GS1 Identification Key; and
(b) the Direct Debit Services shall, in the absence correct assignment of manifest error, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sent, received or effecteda barcode number.
3.8 Observe the BACS Rules throughout the term of this Agreement and seek authorisation and approval of the eDD pages with Your Sponsoring Bank
3.9 You shall not knowingly do anything to bring Us into disrepute.
Appears in 1 contract
Samples: Gs1 Testing and Photography Services Specific Terms and Condition of Use
Your Obligations. 3.1 You must be, and must remain at all times during the continuance of this Agreement, a Service User who has been accepted to use AUDDIS by BACS (a “BACS Approved Service User”). If You are not a BACS Approved Service User, We will use reasonable endeavours to assist You in becoming a BACS Approved Service User. However, unless and until You are a BACS Approved Service User, the Access EDD Website will not be made available to You. If You lose Your status as a BACS Approved Service User, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 of the Terms and Conditions without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.2 You must be, and must remain at all times during the continuance of this Agreement, approved for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at may(at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend the suspendthe provision of the eDirect Debit Services without notice to You.
3.3 You will need to provide the following information to be able to use the eDirect Debit Service:
3.3.1 the Service User number, name and address;
3.3.2 Your email address and telephone number as it is to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid and that the wording used in relation to Gift Aid that You provide to Us is in a form approved by HMRC.
3.5 The Access EDD Website has been developed in line with the BACS Rules and has a high degree of customisation. In the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably and in good faith, We are unable or unwilling to make, We reserves the right to immediately terminate this Agreement on written notice without any further liability (subject to clause 16 of Schedule 1 to these Terms and Conditions) to You.
3.6 Following a User’s completion of an Instruction on the Access EDD Website, You shall have sole responsibility for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be as set out in the Direct Debit Managed Service Agreement.
3.7 You agree that the records maintained by Us of the Instructions and transactions effected by Us in connection with the Direct Debit Services shall, in the absence of manifest error, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sent, received or effected.
3.8 Observe the BACS Rules throughout the term of this Agreement and seek authorisation and approval of the eDD pages with Your Sponsoring Bank
3.9 You shall not knowingly do anything to bring Us into disrepute.
Appears in 1 contract
Samples: Framework Agreement
Your Obligations. 3.1 2.1 You must bewill display in a prominent position so it can be read by visitors to the property a summary of the premises licence currently in place, and must remain keep a certified copy of it at the property and produce it upon request by the licensing authorities or the police.
2.2 You will ensure that the designated premises supervisor at all times during the continuance of this Agreement, holds a Service User who has been accepted to use AUDDIS by BACS (a “BACS Approved Service User”). If You are not a BACS Approved Service User, We will use reasonable endeavours to assist You in becoming a BACS Approved Service User. However, unless and until You are a BACS Approved Service User, the Access EDD Website will not be made available to You. If You lose Your status as a BACS Approved Service User, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 of the Terms and Conditions without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.2 You must be, and must remain at all times during the continuance of this Agreement, approved for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.3 You will need to provide the following information to be able to use the eDirect Debit Service:
3.3.1 the Service User number, name and address;
3.3.2 Your email address and telephone number as it is to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid valid personal licence and that the wording used personal licence is not suspended. You will notify us immediately if the designated premises supervisor ceases to hold a personal licence or his personal licence is suspended or has left your employment, been suspended from employment, has died, or is not working in relation the business due to Gift Aid that You provide long term illness. If this happens, you must do anything which we ask you to Us do to keep the property open for selling alcohol. This may include nominating a different individual to replace the existing designated premises supervisor and doing anything which is in required to vary the premises licence to change the designated premises supervisor. If you are unable to nominate a form approved by HMRCsuitable individual to replace the existing designated premises supervisor, you will close the property for carrying out licensable activities and pay us compensation for any loss which we incur as a result.
3.5 The Access EDD Website has been developed in line 2.3 You will ensure that all sales of alcohol at the property are properly authorised by a
2.4 You must meet: • any lawful conditions placed on the licences (including the premises licence). • any laws or requirements of the licensing authorities relating to the licences (including the premises licence).
2.5 You, (or an employee or anyone acting on your behalf), must not do anything illegal at the property which affects the licences and the business. Additionally, you must do everything necessary so there are no problems with the BACS Rules licences or the business.
2.6 You must not do anything which may result in the premises licence being revoked, suspended or restricted. And, you must do anything necessary to prevent the premises licence being revoked, suspended or restricted.
2.7 You must make sure that the licences remain in force and has are not suspended or made subject to conditions which might reasonably be regarded as difficult or costly to meet.
2.8 You must not do anything which may result in the property being closed by the licensing authorities or the police. If this occurs, you must do anything which needs to be done to make sure that the property can re-open. If we need to do so, you agree that we can take these steps in your name, on your behalf and at your cost. And, you must do everything necessary so the licensing authorities or responsible authorities do not close the property.
2.9 If you receive any notice about the licences, you must immediately send a high degree copy to us.
2.10 If you need to do so, you must get the permission of customisationthe licensing authorities before carrying out any works to the property or changes to the business. In This must be agreed by us.
2.11 Unless we agree otherwise, you must keep the unlikely circumstance Your Sponsoring Bank rejects property open for selling alcohol in accordance with the Access EDD Website premises licence and requests changes whichlicences.
2.12 When this agreement ends (for whatever reason), acting reasonably you must transfer and hand over the licences to us, or to anyone we choose. You must do anything we ask you to or get any authority or permission needed so the person occupying the property after you can run the business at the property. This may include attending before the licensing authorities. If you fail to do so, we will treat the licences as if you have lost, or wilfully or unlawfully withheld them.
2.13 Where we, or anyone we choose for this purpose, hold the premises licence you will follow any guidance issued by us from time to time relating to the conduct of licensable activities at the property and you will tell us immediately of: • any proposed change to the individual name in good faiththe premises licence as the designated premises supervisor; • any steps taken by the licensing authorities or the responsible authorities to close the property; • any complaint to any of the licensing authorities or the responsible authorities relating to the property, We the business or the permitted use of which you receive notification; • any complaint or enforcement action by the licensing authorities or the responsible authorities; • any application for a review of the premises licence; or • any proceedings for breach of the premises licence.
2.14 Where you, or an individual appointed by you, holds the premises licence: • you can transfer or give up the premises licence but only if you have our prior written permission. • you must tell us in writing if you are unable asked, or unwilling want to make, We reserves any promise or commitment to the right licensing authorities; or if you intend to immediately terminate this Agreement on written notice without apply to the licensing authorities for a new licence or for any further liability (subject to clause 16 of Schedule 1 to these Terms and Conditions) to You.
3.6 Following a User’s completion of an Instruction on the Access EDD Website, You shall have sole responsibility for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be as set out changes in the Direct Debit Managed Service Agreement.
3.7 You agree that the records maintained by Us conditions of the Instructions and transactions effected by Us in connection with premises licence. You cannot make any promises or commitments or change the Direct Debit Services shall, in the absence of manifest error, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sent, received or effected.
3.8 Observe the BACS Rules throughout the term of this Agreement and seek authorisation and approval conditions of the eDD pages with Your Sponsoring Bank
3.9 You shall premises licences without first obtaining our permission to do so. • you can carry out any permitted temporary activity at the property not knowingly do anything otherwise permitted by the premises licence. It will be your responsibility to bring Us into disreputemake any necessary applications required to carry out the permitted temporary activity and to pay any fee due.
Appears in 1 contract
Samples: Lease Agreement
Your Obligations. 3.1 To begin the enrollment process, you will submit a completed program application ("Program Application") via Expedia. We will evaluate your Program Application and will notify you of your acceptance or rejection in a timely manner. We may reject your Program Application if we determine, in our sole discretion, that you are an Ineligible Party, or your site is unsuitable for the Program for any reason, including, but not limited to, if your site incorporates images or content that is in any way unlawful, harmful, threatening, defamatory, obscene, harassing or racially, ethically or otherwise objectionable such as sites that depict sexually explicit images; promotes violence, illegal activities, or unlawfully discrimination of any kind; promotes or incorporates any materials which infringe or assist others to infringe the intellectual property rights of others (collectively "Content Restrictions"). If we reject your Program Application, you are welcome to reapply to the Associate Program at any time. If you are accepted into the Program:
3.2 You must beshall prominently display and maintain the EI Icons provided to you by us, and must remain at all times or any addition to or substitute thereof that we may provide to you from time-to-time during the continuance term of this Agreement, a Service User who has been accepted on your Associate Site which shall Link directly to use AUDDIS by BACS Expedia. You agree not to place the EI Icons on the same page on your Associate Site with the logos or trademarks from Travelocity.com Inc., Hotel Reservations Network, Inc., Hotwire and Mxxx Xxxxxx. Xx the event we provide you with new or modifiex XX Icons, you agree to implement the new EI Icons within thirty (a “BACS Approved Service User”). If You are not a BACS Approved Service User, We will use reasonable endeavours to assist You in becoming a BACS Approved Service User. However, unless and until You are a BACS Approved Service User, the Access EDD Website will not be made available to You. If You lose Your status as a BACS Approved Service User, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 30) days following receipt of the Terms and Conditions without liability update from us. You agree to Youcomply with the EI Icon Guidelines for Linking that we provide to you or any other replacement guidelines that we may provide to you in writing from time-to-time during the term of this Agreement. The EI Icon Guidelines are available at http://www.expedia.com/daily/associates/EI_Icon_Guidelines.htm. Addixxxxxxxx, xx xxxxxxxxx (but do not require) immediately terminate or suspend you to include a Link to the provision home page of the eDirect Debit Services without notice to YouExpedia.
3.2 3.3 In no event shall you or your agents make or extend any representation or warranty on our behalf with respect to Expedia or the services available therein.
3.4 You must bewarrant and represent to us that your Associate Site: (i) is in compliance with all applicable laws and regulations; (ii) does not contain any material that is fraudulent, defamatory or obscene; and must remain at (iii) is suitable in all times respects to be Linked to from Expedia. You agree that your Associate Site will not, in any way, copy or resemble the Look and Feel of Expedia nor will you create an impression that your Associate Site is Expedia or part of Expedia, nor will you frame any page on Expedia being viewed by a User of your Associate Site who links to Expedia through a Link. You agree that during the continuance term of this Agreement, approved for PDD by Your Sponsoring Bankyour Associate Site shall not contain any of the Content Restrictions described in Section 3.1 above, nor shall it disparage Expedia or us in any way. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option test your Associate Site's URL, and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.3 You will need to provide the following information to be able to use the eDirect Debit Service:
3.3.1 the Service User number, name and address;
3.3.2 Your email address and telephone number as it if such URL is to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid and that the wording used not in relation to Gift Aid that You provide to Us is in a form approved by HMRC.
3.5 The Access EDD Website has been developed in line compliance with the BACS Rules terms and has a high degree conditions of customisation. In the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website Section 3.2 and requests changes whichthis Section 3.4, acting reasonably and we, in good faith, We are unable or unwilling to make, We reserves the right to immediately our sole discretion may (i) remove such non-conforming URL; and/or (ii) terminate this Agreement on written notice without any further liability (subject to clause 16 of Schedule 1 to these Terms and Conditions) to You.
3.6 Following a User’s completion of an Instruction on the Access EDD Website, You shall have sole responsibility for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be as set out in the Direct Debit Managed Service Agreement.
3.7 You agree that the records maintained by Us of the Instructions and transactions effected by Us in connection with the Direct Debit Services shall, in the absence of manifest error, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sent, received or effected.
3.8 Observe the BACS Rules throughout the term of this Agreement and seek authorisation and approval of the eDD pages with Your Sponsoring Bank
3.9 You shall not knowingly do anything to bring Us into disrepute.
Appears in 1 contract
Your Obligations. 3.1 3 .1 You must be, and must remain at all times during the continuance of this Agreement, a Service User who has been accepted to use AUDDIS by BACS (a “BACS Approved Service User”). If You are not a BACS Approved Service User, We will use reasonable endeavours en xxxxxxxx to assist You in becoming a BACS Approved Service User. However, unless and until You are a BACS Approved Service User, the Access theAccess EDD Website will not be made available to You. If You lose Your status as a BACS Approved Service UserServiceUser, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 of the Terms and Conditions without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.2 3 .2 You must be, and must remain at all times during the continuance of this Agreement, approved ap proved for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours en xxxxxxxx to assist You in obtaining approval ap proval for PDD from Your Sponsoring Bank. However, unless and until You are approved ap proved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved ap proved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at may(at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend the suspendthe provision of the eDirect Debit Services without notice to You.
3.3 3 .3 You will need to provide the following information to be able to use the eDirect Debit Service:
3.3.1 the Service User number, name and address;
3.3.2 Your email address and telephone number as it is to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid and that the wording used in relation to Gift Aid that You provide to Us is in a form approved by HMRC.
3.5 The Access EDD Website has been developed in line with the BACS Rules and has a high degree of customisation. In the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably and in good faith, We are unable or unwilling to make, We reserves the right to immediately terminate this Agreement on written notice without any further liability (subject to clause 16 of Schedule 1 to these Terms and Conditions) to You.
3.6 Following a User’s completion of an Instruction on the Access EDD Website, You shall have sole responsibility for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be as set out in the Direct Debit Managed Service Agreement.
3.7 You agree that the records maintained by Us of the Instructions and transactions effected by Us in connection with the Direct Debit Services shall, in the absence of manifest error, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sent, received or effected.
3.8 Observe the BACS Rules throughout the term of this Agreement and seek authorisation and approval of the eDD pages with Your Sponsoring Bank
3.9 You shall not knowingly do anything to bring Us into disrepute.
Appears in 1 contract
Samples: Access Payment Products Agreement
Your Obligations. 3.1 You must bemust, in using the Manage My Products service, comply with the following:
(a) maintain the Assignation of each and must remain at every one of Your GS1 ID Keys to the Item (including, for the avoidance of doubt, data related to the Item and the GS1 ID Key Type) originally Assigned (whether by You or any Transferor) to that GS1 ID Key;
(b) ensure that the Item data (including any Content) for each of Your GS1 ID Keys is accurate;
(c) ensure that any Assignation of GS1 ID Keys to Items by You that was not Assigned through the Manage My Products service (“Manual Assignations”) is uploaded by You into the Manage My Products service in a timely manner;
(d) check that all times during details of Manual Assignations so uploaded are accurate in every case;
(e) not Assign any GS1 ID Keys to Items through the continuance of this Agreement, a Service User who has been accepted to use AUDDIS by BACS (a “BACS Approved Service User”). If You are not a BACS Approved Service User, We will use reasonable endeavours to assist You in becoming a BACS Approved Service User. However, unless and Manage My Products service until You are a BACS Approved Service Userhave uploaded all outstanding Manual Assignations into the Manage My Products service;
(f) provide to GS1 Australia, in the Access EDD Website will not be made available form so specified in GS1 Australia’s application for Transferred GS1 ID Keys as notified from time to You. If You lose Your status as a BACS Approved Service Usertime, You must immediately inform Us of that fact full and We may (at Our option and subject to clause 16, Schedule 1 complete details of the Terms Assignation for each and Conditions without liability to You) immediately terminate or suspend the provision every one of the eDirect Debit Services without notice Transferred GS1 ID Keys, to Yoube uploaded by GS1 Australia into the Manage My Products service;
(g) check that all details of Assignations of Transferred ID Keys so uploaded are accurate in every case; and
(h) not Assign any Transferred GS1 ID Keys to any Items until You have checked that all details of Assignations of Transferred GS1 ID Keys have been uploaded by GS1 Australia into the Manage My Products service and that they are accurate.
3.2 You must beacknowledge and agree that a failure by You to comply with Your obligations in clause may result in consequences to You and third parties including, without limitation:
(a) instances of Your GS1 ID Keys being Assigned to more than one Item;
(b) the inability to register Your GS1 ID Keys as part of the GS1 system and to share Your GS1 ID Keys with trading partners;
(c) the unavailability to You of all or certain functionality of the Manage My Products service; and
(d) the requirement (including the requirement of Your trading partners) for You to recall or take back Items, Assign new GS1 ID Keys to affected Items, relabel or repackage affected Items, and must remain at all times during the continuance to undergo further testing of this AgreementGS1 ID Keys and other related costs, approved for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless expenses and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to Youliabilities.
3.3 You will need to provide To the following information to be able to use the eDirect Debit Service:
3.3.1 the Service User numberfullest extent permitted at law, name and address;
3.3.2 Your email address and telephone number as it is to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid and that the wording used in relation to Gift Aid that You provide to Us is in a form approved by HMRC.
3.5 The Access EDD Website has been developed in line with the BACS Rules and has a high degree of customisation. In the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably and in good faith, We are unable or unwilling to make, We reserves the right to immediately terminate this Agreement on written notice without any further GS1 Australia excludes all liability (subject to clause 16 whether arising in negligence, breach of Schedule 1 to these Terms and Conditionscontract or otherwise at law) to You.
3.6 Following a User’s completion of an Instruction on the Access EDD Website, You shall have sole responsibility for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be as set out in the Direct Debit Managed Service Agreement.
3.7 You agree that the records maintained by Us of the Instructions and transactions effected by Us in connection with the Direct Debit Services shallany loss, damage, cost, expense or liability suffered or incurred by You arising from or in the absence connection with Your failure to so comply with Your obligations in clause including, without limitation, as a result of manifest error, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sent, received any or effected.
3.8 Observe the BACS Rules throughout the term of this Agreement and seek authorisation and approval all of the eDD pages with Your Sponsoring Bank
3.9 You shall not knowingly do anything consequences referred to bring Us into disreputeabove.
Appears in 1 contract
Samples: Membership Agreement
Your Obligations. 3.1 a) Under this Agreement you agree to purchase the Water direct from the Water Service Supplier and remain responsible for payment of the main account to the Water Service Supplier.
b) You must begive us any information we reasonably require, and must remain at all times during including copies of documents, for the continuance purposes of this Agreement. The information must be true, a Service User who has been accepted to use AUDDIS by BACS (a “BACS Approved Service User”). If You are not a BACS Approved Service User, We will use reasonable endeavours to assist You in becoming a BACS Approved Service User. However, unless accurate and until You are a BACS Approved Service User, the Access EDD Website will not be made available to You. If You lose Your status as a BACS Approved Service User, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 of the Terms and Conditions without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.2 You must becomplete, and you must remain at all times during the continuance of this Agreement, approved for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate mislead or suspend the provision of the eDirect Debit Services without notice to You.
3.3 You will need to provide the following information to be able to use the eDirect Debit Service:
3.3.1 the Service User number, name and address;
3.3.2 Your email address and telephone number as it is to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid and that the wording used deceive us in relation to Gift Aid that You provide any information provided to Us is in a form approved by HMRCus.
3.5 c) You will remain liable for any current and/or future debt with:
i) Water Service Supplier for your Scheme;
ii) The Access EDD Website has been developed supplier and/or installer of the sub-meters; and
iii) Us, in line with the BACS Rules and has a high degree of customisation. In the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably and in good faith, We are unable or unwilling relation to make, We reserves the right our services to immediately terminate this Agreement on written notice without any further liability (subject to clause 16 of Schedule 1 to these Terms and Conditions) to Youyou.
3.6 Following d) You authorise us to refer any unpaid Lot Owner accounts to a User’s completion of an Instruction on the Access EDD Website, You shall have sole responsibility debtor management expert for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be as set out in the Direct Debit Managed Service Agreementpayment recovery.
3.7 e) You agree that will be responsible for the records maintained by Us costs of the Instructions and transactions effected by Us installation of all sub-meters used in connection with the Direct Debit Services shall, in the absence of manifest error, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sent, received or effected.
3.8 Observe the BACS Rules throughout the term performance of this Agreement and seek authorisation you agree that we may recover from you the costs of any repairs or compensation for damage to or replacement of a sub-meter used in the performance of this Agreement.
f) You will be responsible for the maintenance and approval repair of the eDD pages sub-meter equipment in accordance with Your Sponsoring Bankyour obligations under the Act. We will not be liable to perform our services on any sub-meters that are not in good working condition.
3.9 g) You shall not knowingly do anything must tell us promptly if:
i) information you have provided to bring Us into disreputeus changes, including if your, or any Lot Owner’s, billing address changes or if your use of Water changes (for example, if a Lot Owner or Occupant starts running a business at the premises, or if additional Lots are added to the Scheme); or
ii) you are aware of any change that materially affects access to a sub-meter or to other equipment involved in providing our services under this Agreement;
iii) you are aware of any damage or default with any sub-meter that may impact the provision of our services; or
iv) if a Lot Owner executes a contract of sale of a Lot you must notify us and advise the Lot Owner’s solicitor at least 14 days prior to settlement so that amounts outstanding to us by the Lot Owner can be adjusted at settlement; or
v) if you engage new a Body Corporate Manager then you must provide us with their contact details.
h) You must pay the amounts billed by us to you for our sub-meter reading and billing services under this Agreement; and You agree to meet your obligations under this agreement and comply with all relevant laws.
Appears in 1 contract
Samples: Water Service Agreement
Your Obligations. 3.1 a. You must beshall provide access to Your facilities and equipment in connection with Provider’s performance of its obligations hereunder. No charge shall be made for such access.
b. Where relevant, You will ensure the Provider’s support employees, contractors or agents (“Personnel”) have full and must remain safe on-site access to the Software and the relevant Equipment at all reasonable times during for the continuance purpose of providing the Support Services.
c. You will ensure that the Provider’s support Personnel are provided with all information, facilities, assistance and accessories reasonably required by the Provider to enable the Provider to comply with its obligations under this Software Agreement.
d. If reasonably requested by the Provider, You will provide a Service User who has been accepted Site Champion to use AUDDIS provide such advice or assistance to those Personnel as may be necessary in order to enable the Provider to access the Product and relevant equipment and to otherwise effectively perform the Support Services. You shall maintain a proper broadband internet and network connection near any CPU used with the Software being maintained by BACS Provider hereunder and provide access over the internet via a RDP connection from any of the Provider’s service centers (a “BACS Approved Service User”IP Address will be provided to You on request). If .
e. You shall be responsible for obtaining any required third party hardware and/or software, including updates thereto
f. You are not a BACS Approved Service Userresponsible to check the all prices, We reminders, recalls, rechecks, markups, etc. are correct after Support Services or Special Services have been provided to You before you use the Software again.
g. You will use reasonable endeavours check that any shipments made to assist You in becoming a BACS Approved Service User. However, unless and until You are a BACS Approved Service User, the Access EDD Website will not be made available to You. If You lose Your status as a BACS Approved Service User, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 of the Terms and Conditions without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.2 You must be, and must remain at all times during the continuance of this Agreement, approved for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.3 You will need to provide the following information to be able to use the eDirect Debit Service:
3.3.1 the Service User number, name and address;
3.3.2 Your email address and telephone number as it is to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid and that the wording used in relation to Gift Aid that You provide to Us is in a form approved by HMRC.
3.5 The Access EDD Website has been developed in line with the BACS Rules and has a high degree of customisation. In the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably complete and in good faithcondition before You sign the delivery docket from the freight company. If part of the shipment is missing or damaged, We are unable or unwilling to make, We reserves the right You agree to immediately terminate this Agreement on written notice without any further liability (subject call the Provider to clause 16 advise of Schedule 1 to these Terms and Conditions) to Youthe shortfall or damage.
3.6 Following a User’s completion of an Instruction on the Access EDD Website, You shall have sole responsibility for downloading and processing the Datah. Your Site Champion must be present when any on-site services are provided. If a Site Champion is not present when Provider’s technician arrives on site, then no service will be performed and You wish Us to process will be charged at the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services Special Service rate then in this regard shall be as set out in the Direct Debit Managed Service Agreementeffect for such visit.
3.7 i. Your Site Champion must be available to check, confirm, and sign the associated acceptance forms before the Provider’s technician’s leaves your clinic. If a Site Champion is not available when Provider’s technician has completed the on- site service then You agree will be charged at the Special Service rate then in effect for each hour or part thereof that elapses until Your Site Champion is available to check, confirm, and sign the records maintained by Us of the Instructions and transactions effected by Us in connection with the Direct Debit Services shall, in the absence of manifest error, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sent, received or effectedassociated acceptance forms.
3.8 Observe j. Prior to the BACS Rules throughout the term of this Agreement and seek authorisation and approval of the eDD pages with Provider providing on-site or remote services, it is Your Sponsoring Bank
3.9 You shall not knowingly do anything responsibility to bring Us into disreputeproperly backup all data.
Appears in 1 contract
Samples: Software License Agreement
Your Obligations. 3.1 §1 It is your sole obligation to ensure that any information you provide us with when registering with the Affiliate Program is correct and that such information is kept up to date at all times. To become a member of our Affiliate Program you must accept these terms and conditions by ticking the respective box while creating the Affiliate Account. You must bewill provide any documentation required by Xxxx.xxx to verify the Affiliate Application and / or to verify the Affiliate Account information provided to Xxxx.xxx at any time during the term of the Affiliate Agreement. This documentation may include but is not limited to: bank statements, individual or corporate identity papers and proof of address.
§2 It is your sole obligation and responsibility to ensure that (and to put in place all necessary measures to ensure that) your login details for your Affiliate Account are kept confidential, safe and secure at all times. Any unauthorised use of your Affiliate Account resulting from your failure to adequately guard your login information shall be your sole responsibility and you remain solely responsible and liable for all activity and conduct occurring under your Affiliate Account Login and Password whether such activity and / or conduct was undertaken by you or not. It is your obligation to inform us immediately if you suspect illegal or unauthorised use of your Affiliate Account. As your login details are confidential, we do not have visibility of this information and cannot provide you with such information in case of loss.
§3 By agreeing to participate in the Affiliate Program, you are agreeing to advertise, market, and must remain promote the Website in accordance with the provisions of the Affiliate Agreement and Xxxx.xxx"s instructions from time to time. You will ensure that all activities taken by you under the Affiliate Agreement will in no way harm Xxxx.xxx"s reputation or goodwill. You may link to the Xxxx.xxx Website"s using the Affiliate Links or other such materials as we may from time to time approve. This is the only method by which you may advertise on our behalf unless otherwise agreed.
§4 You will not generate traffic to the Website by registering as a New Customer whether directly or indirectly (for example by using associates, family members or other third parties). Such behaviour shall be deemed as fraud. You will also not attempt to benefit from traffic not generated in good faith whether or not it actually causes us damage. Where you have any reasonable suspicion that any New Customer referred by you under the Affiliate Agreement is in any way associated with bonus abuse, money laundering, fraud, or other abuse of remote gaming sites, you will immediately notify us of the same. You hereby recognize that any New Customer found to be a bonus abuser, money launderer or fraudster or who assist in any form of affiliate fraud (whether notified by you or later discovered by us) does not constitute a valid New Customer under the Affiliate Agreement (and thereby no Commission shall be payable by Xxxx.xxx in relation to such New Customers).
§5 You will be solely responsible for the development, operation, and maintenance of the Affiliate Website and for all materials that appear on the Affiliate Website. You shall at all times during ensure that the continuance of this Agreement, Affiliate Website is compliant with all applicable law and appears and functions as a Service User who has been accepted to use AUDDIS professional website. You will not present the Affiliate Website in such a way so that the Affiliate Website may cause confusion with the Xxxx.xxx generally or so that it may give the impression that it is owned or operated by BACS (a “BACS Approved Service User”)Xxxx.xxx. If You are not a BACS Approved Service User, We will use reasonable endeavours to assist You in becoming a BACS Approved Service User. However, unless and until You are a BACS Approved Service User, the Access EDD The Affiliate Website will not contain any defamatory, libelous, discriminatory, obscene, unlawful (including that which the Affiliate does not have permission from any third party rights owner to use, for example illegal streaming) or otherwise unsuitable content (including, but not limited to: sexually explicit material which is not in line with legal or acceptable standards, violent, obscene, derogatory or pornographic materials or content which would be made available illegal in target country).
§6 The Affiliate Program is intended for your direct participation. You shall not open affiliate accounts on behalf of other participants. Opening an Affiliate Account for a third party, brokering an Affiliate Account or the transfer of an Affiliate Account is not accepted by Xxxx.xxx. Affiliates wishing to Youtransfer an account to another beneficial account owner must request permission to do so by contacting us. Approval is solely at our discretion. You shall not open more than one Affiliate Account without our prior written consent.
§7 The Affiliate Links shall be displayed at least as prominently as any other sales link on the Affiliate"s Website and if you display or make accessible to visitors to the Affiliate Websites descriptive information regarding any vendors whose banners are displayed on the Affiliates Website you shall, subject to our prior written approval of the content thereof, include similar descriptive information regarding the applicable Website. You will only use Affiliate Links provided by Xxxx.xxx within the scope of the Affiliate Program. Masking your Affiliate Links (for example hiding the source of the traffic sent to Xxxx.xxx"s Websites) is also prohibited.
§8 You will not use any Affiliate Links or otherwise place any digital advertisements whatsoever featuring our Intellectual Property Rights (or in any other way link to or drive traffic to any Xxxx.xxx Website) on any unsuitable websites (whether owned by a third party or otherwise). Unsuitable websites include, but are not limited to, those that: are aimed at children, display illegal pornography or other illegal sexual acts, promote violence, promote discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age, promote illegal activities or in any way violate the intellectual property rights of any third party (including for the avoidance of doubt, any illegal streaming websites) or of Xxxx.xxx or breach any relevant advertising regulations or codes of practice in any territory or any jurisdiction where such Affiliate Links or digital advertisements may be featured.
§9 If sending any direct marketing communications to individuals (including but not limited to email, SMS and/or push notifications) which (i) include any of Xxxx.xxx"s Intellectual Property Rights; or (ii) otherwise intend to promote Website, you must first have permission to send such direct marketing communications from Xxxx.xxx. If You lose Your status as a BACS Approved Service User, such permission is granted by Xxxx.xxx you must then ensure you have obtained each and every recipient"s explicit consent to receive marketing communications and that such individuals have not opted out of receiving such communication. You must immediately inform Us also make it clear, so that no confusion is caused (in regards to the sender of such communication) to the recipient that fact all marketing communications are sent from you and We may (at Our option and subject are not from Xxxx.xxx. For the avoidance of doubt, should you wish to clause 16, Schedule 1 of the Terms and Conditions without liability to You) immediately terminate or suspend engage any third parties in connection with the provision of such direct marketing communications, you shall be responsible for ensuring such third parties comply with the eDirect Debit Services without notice to Yourequirements of this clause 2.9.
3.2 §10 Any use of Xxxx.xxx"s Intellectual Property Rights must be in accordance with any brand guidelines issued to you from time to time and are always subject to the approval required in Clause 2.12 below. You must be, and must remain at all times during the continuance of this Agreement, approved for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available purchase or register keywords, search terms or other identifiers for use in any search engine, portal, app store, sponsored advertising service or other search or referral service and which are identical or similar to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend the provision any of the eDirect Debit Services without notice Xxxx.xxx trademarks or otherwise include the Xxxx.xxx trademarks or variations thereof, or include metatag keywords on the Affiliate Website which are identical or similar to Youany of the Xxxx.xxx trademarks. You will not register (or apply to register) any trademark or domain name or any similar trademark or domain name which is similar to any trademark, domain name or brand used by or registered in the name of any member of Xxxx.xxx, or any other name that could be understood to designate Xxxx.xxx or any Xxxx.xxx brand.
3.3 §11 You will need not use any advertising layout or creative (including banners, images, logos and / or any material containing) incorporating or in any way utilising our Intellectual Property Rights unless the advertising layout or creative has been provided to provide you by Xxxx.xxx or (where creative / advertising layouts are created by you) without the following information advanced written approval of Xxxx.xxx in relation to each and every advertising layout or creative. You will not alter the appearance of any advertising or creative which has been provided to you or for which such approval has been granted by Xxxx.xxx. It is your responsibility to seek approval from Xxxx.xxx in time for release or launch of any advertising campaign or creative and to ensure you have written approval from Xxxx.xxx in relation to each and every advertising layout or creative and to be able to use the eDirect Debit Service:evidence such approval upon request.
3.3.1 the Service User number§12 You will not offer any rake-back, name and address;
3.3.2 Your email address and telephone number cash-back, value-back or similar Programs, other than such Programs as it is to appear are offered on the Advance Notice;
3.3.3 Your contact details Website. §13 Responsible Gaming. You are aware of Xxxx.xxx"s on-going commitment to responsible gaming and the prevention of gambling addiction and you will actively cooperate with Xxxx.xxx to convey a responsible gaming message and reduce gambling addiction including (but not limited to) featuring such responsible gaming links, information or logos as they are to appear required by Xxxx.xxx on the final confirmation page of Affiliate Website. You will not use any material or in any way target persons who are under 18 (or older where you target a jurisdiction or territory where the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid and that the wording used minimum age to partake in relation to Gift Aid that You provide to Us gambling is in a form approved by HMRCgreater than 18).
3.5 The Access EDD Website has been developed in line with the BACS Rules and has a high degree of customisation. In the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably and in good faith, We are unable or unwilling to make, We reserves the right to immediately terminate this Agreement on written notice without any further liability (subject to clause 16 of Schedule 1 to these Terms and Conditions) to You.
3.6 Following a User’s completion of an Instruction on the Access EDD Website, You shall have sole responsibility for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be as set out in the Direct Debit Managed Service Agreement.
3.7 You agree that the records maintained by Us of the Instructions and transactions effected by Us in connection with the Direct Debit Services shall, in the absence of manifest error, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sent, received or effected.
3.8 Observe the BACS Rules throughout the term of this Agreement and seek authorisation and approval of the eDD pages with Your Sponsoring Bank
3.9 You shall not knowingly do anything to bring Us into disrepute.
Appears in 1 contract
Samples: Affiliate Agreement
Your Obligations. 3.1 You must beacknowledge that you are in the best position to discover an error or problem with your Account including, unauthorized activity or access to your Account; unauthorized or incorrect debits or other charges to your Account; erroneous fee charges, credits, debits or other entries, including ACH entries; missing or incorrect deposits and must remain at all times during the continuance of this Agreementother credits; and other problems with your Account or activity in your Account (each, a Service User who has been accepted to use AUDDIS by BACS (a an “BACS Approved Service UserAccount Problem”). Customer agrees to promptly and carefully examine and reconcile all Account Information available to you and to notify AngelList (on behalf of Bank) of any Account Problem as soon as possible and to cooperate with AngelList at your expense in any investigation of an Account Problem, including providing an appropriate affidavit or filing a police report as Bank or AngelList may reasonably request. Bank may delay taking action on the Account Problem until AngelList completes its investigation on behalf of Bank. If you fail to cooperate, Bank will be relieved of any liability for the Account Problem. Your failure to exercise reasonable care in examining your Account Information or provide reasonably prompt notice to us may affect any rights you may have against us with respect to the Account Problem. You are not a BACS Approved must provide Timely Notice (defined below) notifying us of, and asserting any claim you may have with respect to, any Account Problem. “Timely Notice” is defined as notice provided to AngelList on behalf of Bank: (a) on the same Business Day with respect to any Payment Order (including Real Time Payments), (b) the next Business Day for other electronic funds transfers, or (c) within thirty (30) days for any other instruction, transaction or Service User(ninety (90) days in the case of fees), We following the date on which such information is made available to Customer. If you fail to notify us promptly within this timeframe: (i) you will use be deemed to have failed to exercise reasonable endeavours care and promptness in examining your Account Information; (ii) any Item charged to assist You in becoming a BACS Approved Service User. However, unless and until You are a BACS Approved Service User, the Access EDD Website your Account will be deemed fully enforceable against you; (iii) Bank will not be made available obligated to Youre-credit or refund the amount of the Account Problem; and (iv) you will hold the Bank harmless for the amount of such Losses that could have been reasonably prevented. If You lose Your status as This Section does not apply with respect to Account Problems involving Electronic Funds Transfers (except for wire transfers) to or from a BACS Approved Service Userconsumer Account, You must immediately inform Us of that fact and We may (at Our option and which are subject to clause 16Regulation E and governed by the terms of Section 5.14, Schedule 1 of the Terms and Conditions without liability to You“Consumer Accounts,” below. Remittance Transfers (if offered) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.2 You must be, and must remain at all times during the continuance of this Agreement, approved for PDD by Your Sponsoring Bank. If Youare are also not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend this Section; the provision applicable disclosures will be provided at the time of the eDirect Debit Services without notice to Youinitiation.
3.3 You will need to provide the following information to be able to use the eDirect Debit Service:
3.3.1 the Service User number, name and address;
3.3.2 Your email address and telephone number as it is to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid and that the wording used in relation to Gift Aid that You provide to Us is in a form approved by HMRC.
3.5 The Access EDD Website has been developed in line with the BACS Rules and has a high degree of customisation. In the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably and in good faith, We are unable or unwilling to make, We reserves the right to immediately terminate this Agreement on written notice without any further liability (subject to clause 16 of Schedule 1 to these Terms and Conditions) to You.
3.6 Following a User’s completion of an Instruction on the Access EDD Website, You shall have sole responsibility for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be as set out in the Direct Debit Managed Service Agreement.
3.7 You agree that the records maintained by Us of the Instructions and transactions effected by Us in connection with the Direct Debit Services shall, in the absence of manifest error, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sent, received or effected.
3.8 Observe the BACS Rules throughout the term of this Agreement and seek authorisation and approval of the eDD pages with Your Sponsoring Bank
3.9 You shall not knowingly do anything to bring Us into disrepute.
Appears in 1 contract
Samples: Account Agreement
Your Obligations. 3.1 You must beare responsible for:
(a) ensuring that the information in the Order Form is accurate, correct and must remain at complete in all times during the continuance of material respects;
(b) maintaining Confidential Information as confidential, including any passwords;
(c) designating Authorised Users with authorised access to CloudM Migrate; and
(d) ensuring that all activities that occur in connection with CloudM Migrate comply with this Agreement, a Service User who has been accepted to use AUDDIS by BACS (a “BACS Approved Service User”). If You are not a BACS Approved Service User, We will use reasonable endeavours to assist You in becoming a BACS Approved Service User. However, unless and until You are a BACS Approved Service User, the Access EDD Website will not be made available to You. If You lose Your status as a BACS Approved Service User, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 of the Terms and Conditions without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to YouXXXX.
3.2 You must be, and must remain at all times during agree that CloudM’s responsibilities do not extend to the continuance internal management or administration of this Agreement, approved for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to YouCloudM Migrate on your behalf.
3.3 You will need If you have ordered CloudM Migrate through a Partner, such Partner may have access to provide the following information to be able to use the eDirect Debit Serviceadmin accounts and Authorised User accounts, and you are solely responsible for:
3.3.1 (a) any access by the Service Partner to the End Users account or the Authorised User numberaccounts; and
(b) your compliance with the terms of your agreement with the Partner, name and address;
3.3.2 Your email address and telephone number as it is including any obligations relating to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page payment of the Access EDD Website;Charges.
3.4 You shall ensure will obtain and maintain all required consents from Authorised Users for CloudM or the suitability Partner to have access to relevant accounts in order to provide use of Gift Aid and that the wording used in relation to Gift Aid that You provide to Us is in a form approved by HMRCCloudM Migrate.
3.5 The Access EDD Website has been developed in line with the BACS Rules You will use commercially reasonable efforts to prevent unauthorised use of CloudM Migrate and has a high degree of customisation. In the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably and in good faith, We are unable or unwilling to make, We reserves the right to immediately terminate this Agreement on written notice without any further liability (subject to clause 16 unauthorised use by any third party. You will promptly notify us of Schedule 1 to these Terms and Conditions) to Youany unauthorised use of, or access to, CloudM Migrate of which you become aware.
3.6 Following a User’s completion of an Instruction on You undertake not to allow anyone other than Authorised Users who need to use CloudM Migrate or the Access EDD Website, Documentation to have access to the same. You shall have sole responsibility for downloading and processing the Data. If You wish Us agree to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services ensure that any Authorised User is under contractual obligations substantially similar to those contained in this regard shall be as set out in the Direct Debit Managed Service AgreementXXXX.
3.7 You agree acknowledge and undertake that the records maintained by Us you will be responsible for any acts or omissions of the Instructions and transactions effected by Us in connection with the Direct Debit Services shall, in the absence of manifest error, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which your Authorised Users as if they were sentyour own acts or omissions. You indemnify and hold harmless CloudM for any damages, received loss, expenses or effectedcosts (including reasonable legal fees) incurred by CloudM as a result of non-compliance with this XXXX.
3.8 Observe You undertake that you will:
(a) take back up copies of all source data; and
(b) only use CloudM Migrate in accordance with the BACS Rules throughout the term of this Agreement Documentation and seek authorisation and approval of the eDD pages Specifications, unless otherwise agreed in writing with Your Sponsoring Bankus.
3.9 You shall not knowingly do anything to bring Us into disreputewill use the most current version of CloudM Migrate available and ensure that you accept any updates provided by CloudM.
3.10 You are responsible for obtaining and maintaining any rights necessary for your use of the Domain specified in the Order Form.
3.11 You acknowledge and agree that you are responsible for the security, monitoring and performance of the infrastructure on which you install CloudM Migrate.
Appears in 1 contract
Samples: End User License Agreement (Eula)
Your Obligations. 3.1 You must be, and must remain at all times during acknowledge that the continuance of this Agreement, a Service User who has been accepted to use AUDDIS by BACS (a “BACS Approved Service User”). If You are National Credit Code does not a BACS Approved Service User, We will use reasonable endeavours to assist You in becoming a BACS Approved Service User. However, unless and until You are a BACS Approved Service User, the Access EDD Website will not be made available to You. If You lose Your status as a BACS Approved Service User, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 of the Terms and Conditions without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.2 You must be, and must remain at all times during the continuance of this Agreement, approved for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 apply to these Terms and Conditions, without liability Conditions (xxx.xxxxxx.xxx.xx) if at any time; a.) You believe that you may not or may be unable to You) immediately terminate perform or suspend the provision of the eDirect Debit Services without notice to You.
3.3 You will need to provide the following information to be able to use the eDirect Debit Service:
3.3.1 the Service User number, name and address;
3.3.2 Your email address and telephone number as it is to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid and that the wording used in relation to Gift Aid that You provide to Us is in a form approved by HMRC.
3.5 The Access EDD Website has been developed in line comply with the BACS Rules and has a high degree of customisation. In the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably and in good faith, We are unable or unwilling to make, We reserves the right to immediately terminate this Agreement on written notice without any further liability (subject to clause 16 of Schedule 1 to your obligations under these Terms and Conditions;
b.) You are unable to You.pay your membership fees, including any instalment of membership fees, as they fall due for payment; c.) A cheque is received from you is dishonoured
3.6 Following a User’s completion of an Instruction on the Access EDD Websited.) You are or become bankrupts; or
e.) Your membership fees are overdue and are not paid in accordance with these Terms and Conditions in circumstances where we have not breached our obligations under Contracts, you agree that: f.) You shall have sole responsibility for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be as set out in the Direct Debit Managed Service Agreement.
3.7 You agree will immediately notify us that the records maintained by Us one or more of the Instructions above notifiable events has occurred and transactions effected you will keep us notified on a monthly basis until such notifiable event no longer exists;
g.) We have no obligation and will cease to allow you to use any of our services or products available to you under your membership while a notifiable event exists; h.) We may terminate the contract with immediate effect by Us providing you with written notice;
i.) We may request payment in connection with advance for the Direct Debit Services shall, in the absence remainder of manifest error, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sent, received or effected.
3.8 Observe the BACS Rules throughout the term of this Agreement you membership; and seek authorisation We have no obligation to respond to any offer you make to extend or renew your membership while a notifiable event exists 49. I HAVE READ, UNDERSTOOD AND AGREED TO THE ABOVE AND WOULD LIKE MYSELF AND/OR MY CHILD/XXX TO BEGIN LESSONS. I, the customer have read the form and approval have received a copy of the eDD pages with Your Sponsoring Bank
3.9 You shall agreement Student or parent of student who is not knowingly do anything over the age of 18 years old Print Name: Signature: Date: / / Representative of United Kempo Martial Arts Academy Black Belt Success School Print Name: Signature: Date: / / Terms and Conditions of the United Kempo Martial Arts Academy Champion Black belt Academy Agreement I wilfully agree to bring Us into disreputethe below terms and conditions of this Month to Month agreement.
Appears in 1 contract
Your Obligations. 3.1 You must beagree to provide Ennovate with your accurate, full legal name, as well as current and former information about your education, employment, and expertise, and to update this information on your Ennovate Expert profile in a timely manner. You will not provide false or misleading information to us or our clients and will notify us immediately of any inaccuracies discovered. Our clients rely on your independent judgment and expertise in providing accurate and reliable information. Therefore, you must remain at provide answers based on your personal knowledge, expertise, and experience. You agree not to derive answers from the use of artificial intelligence (AI) technologies, including but not limited to ChatGPT or similar tools. You also agree not to use any other publicly available information sources without clearly indicating the source of information. You represent that you are not currently being investigated for and/or have never been convicted of, pled guilty to, or admitted to committing a felony or an offense involving dishonesty. If requested by a client, you agree to comply with any rules, policies, or other guidelines made available by such client from time to time. You will not be liable for damages based on your honest performance of services that are in line with this Agreement. However, you agree to indemnify Ennovate and our clients against all times during the continuance claims, damages, liabilities, costs, and expenses that arise due to your negligence, willful misconduct, misrepresentation, breach of confidentiality, breach of this Agreement, or other actions that prompt a Service User who has been accepted client to use AUDDIS by BACS (bring a “BACS Approved Service User”)claim against Ennovate. If You are Because our clients can easily reach out to you via Ennovate as the intermediary, you agree to not a BACS Approved Service User, We will use reasonable endeavours to assist You in becoming a BACS Approved Service User. However, unless and until You are a BACS Approved Service User, the Access EDD Website will not be made available to You. If You lose Your status as a BACS Approved Service User, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 of the Terms and Conditions without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.2 You must be, and must remain at all times during the continuance of this Agreement, approved for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.3 You will need to provide the following your contact information to be able to use the eDirect Debit Service:
3.3.1 the Service User number, name and address;
3.3.2 Your email address and telephone number as it is to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid and that the wording used in relation to Gift Aid that You provide to Us is in a form approved by HMRC.
3.5 The Access EDD Website has been developed in line with the BACS Rules and has a high degree of customisationour clients without prior Ennovate consent. In the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably and in good faith, We are unable or unwilling to make, We reserves the right to immediately terminate this Agreement on written notice without any further liability (subject to clause 16 of Schedule 1 to these Terms and Conditions) to You.
3.6 Following a User’s completion of an Instruction on the Access EDD Website, You shall have sole responsibility for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be as set out in the Direct Debit Managed Service Agreement.
3.7 You agree that the records maintained by Us of the Instructions and transactions effected by Us in connection with the Direct Debit Services shall, in the absence of manifest error, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sent, received or effected.
3.8 Observe the BACS Rules throughout During the term of this your project and for one year thereafter, you agree to only communicate with our clients via Ennovate, and not to communicate directly with our clients because of your participation in the project. This Agreement does not limit your existing or future relationships with any of our clients, if such relationships existed before or emerge in the future independently, and seek authorisation and approval not because of your introduction to the eDD pages client by Xxxxxxxx. We want you to be happy with Your Sponsoring Bank
3.9 You shall not knowingly do anything to bring Us into disreputeus. If you have any questions, please contact xxxx@xxxxxxxxxxxxxxxxxx.xx.xx.
Appears in 1 contract
Samples: Expert Agreement
Your Obligations. 3.1 You must beacknowledge that You have no authority or power to bind Us nor approve loans nor create any liability on behalf of Us in any way and shall not represent so to any party.
3.2 You acknowledge that You are an independent contractor and are not Our agent and agree not to hold yourself out in any way as Our authorised agent without Our prior written consent.
3.3 You represent and warrant that (i) You have, and must remain at shall maintain, all times Licences necessary for You to conduct the Business and that You will conduct yourself strictly in accordance with those Licences or where an exemption applies, in accordance with the requirements of the exemption and (ii) You or Your Principal is authorised and regulated by the FCA with appropriate permission to carry out the Business.
3.4 You agree that You shall not act in any way which could in Our opinion adversely affect Our general reputation.
3.5 You shall not use Our name or the logo in any Financial Promotions (as defined in the Applicable Laws) or other documentation which You may produce, unless agreed by Us prior to use.
3.6 You shall not, without Our prior consent, use an application form for any of Our Products other than the application form provided to You by Us and made available on Our Website.
3.7 You represent and warrant that You have the authority to enter into Our Agreement on Your or Your Firm’s behalf.
3.8 You shall provide such information as We require to comply with Your obligations under the Applicable Laws and will immediately notify Us of any actual or proposed change or variation to Your Licences, where required.
3.9 You are not entitled to assign, delegate, transfer or sub-contract Your rights or obligations under this Agreement.
3.10 You shall, both during the continuance and after termination of this Agreement, promptly and fully co-operate with any reasonable requests by Us to verify Your compliance with the Applicable Laws and the Licences including giving any of Our representatives (including Our auditors) unrestricted access to Your business premises and to all records relating to the Business.
3.11 You shall keep a Service User who complete, accurate and up to date record of the Business conducted under this Agreement as may be required to show at any time that You have complied with the requirements of the Applicable Laws, the Licences and the Procedures. This record will be available upon reasonable notice for inspection and copying by Us, and/or Our auditors.
3.12 You shall verify the identity of the Customer in accordance with the Applicable Laws prior to submitting the Application. You understand and accept that upon submission of the Application We shall verify the identity of the Customer electronically. Upon receipt of such verifications We reserve the right not to process the Application.
3.13 Regarding all Applications which You submit to Us You warrant and agree that:
3.13.1 Where You have completed the Application, that the Customer has been accepted to use AUDDIS read and confirmed that the contents of the Application are correct, that You have informed the Customer that their data will be submitted and tracked electronically by BACS (a “BACS Approved Service User”both You and Us for the purpose of processing their application and that you hold Our Standard Declaration signed by the Customer(s). If .
3.13.2 You are responsible for promoting Our Products and any advice You give Customers regarding the suitability of Our Products. We do not a BACS Approved Service User, We guarantee that Our Products will use reasonable endeavours to assist You in becoming a BACS Approved Service User. However, unless and until You are a BACS Approved Service User, the Access EDD Website will not be made available to You. If You lose Your status as a BACS Approved Service User, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 of the Terms and Conditions without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to Yousuitable for any Customer.
3.2 3.13.3 Upon submitting the Application You must bewarrant that the Customer has authorised Us to check information provided by the Customer by whatever means necessary, and must remain at all times during the continuance of this Agreement, approved for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.3 You will need to provide the following information Customer with the results of such enquiries and to be able retain copies of such results on Our files in compliance with Applicable Laws.
3.13.4 You will inform the Customer and obtain his agreement to the effect that We are entitled to use the eDirect Debit Service:
3.3.1 the Service User number, name and address;
3.3.2 Your email address and telephone number as it is to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid and that the wording used in relation to Gift Aid that You provide to Us is in a form approved by HMRC.
3.5 The Access EDD Website has been developed in line with the BACS Rules and has a high degree of customisation. In the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably and in good faith, We are unable or unwilling to make, We reserves the right to immediately terminate this Agreement on written notice without any further liability (subject to clause 16 of Schedule 1 to these Terms and Conditions) to You.
3.6 Following a User’s completion of an Instruction on the Access EDD Website, You shall have sole responsibility for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be as set out in the Direct Debit Managed Service Agreement.
3.7 You agree that the records maintained by Us of the Instructions and transactions effected by Us information in connection with the Direct Debit Services shallApplication for fraud prevention purposes. If We obtain possession of the property because the Customer breaches any of its obligations resulting from its receipt of a loan We may disclose information regarding the loan to the H.M. Revenue and Customs.
3.13.5 We are entitled to make such enquiries as We deem necessary in connection with the Application to confirm the accuracy of the information provided and for credit reference and fraud prevention purposes. You will inform the Customer and obtain his agreement to the effect that the cost of such enquiries may be borne by the Customer.
3.13.6 We may make enquiries of credit referencing agencies and produce statistical results as We consider necessary when assessing the Application. You must inform the Customer that We may make such enquiries and that the agencies concerned may make a record of the enquiries for their files and that the records may be used for general assessment and/or debt collection analysis purposes.
3.13.7 In the event that any insurers with whom We have arrangements initiate proceedings or otherwise defend an action relating to any insurance policy created that results from an Application by a Customer received from You, You acknowledge that You will provide Us with such documentation as such insurers may require and that We are authorised to provide any insurers with such documentation. The cost of providing such documentation shall be borne by the Customer.
3.13.8 You acknowledge that, prior making the Introduction in relation to one of Our Products, You will disclose to the Customer:
(i) any fees and/or charge(s) that may be payable in respect of any of Our Mortgage Products they have chosen; and
(ii) any monies and/or benefits You will receive as a result of making the Introduction.
3.13.9 We may approach an insurance company for buildings or buildings and contents insurance, at Our discretion, and where applicable, to obtain insurance for Our benefit in the absence of manifest error, event that the property is repossessed and sold for less than the outstanding debt and that any information required to be conclusive proof of such Instructions and transactions and their respective constituents and given to the times at which they were sent, received or effectedinsurance company may be given.
3.8 Observe 3.13.10 You will pass all documentation that We provide for the BACS Rules throughout the term of this Agreement and seek authorisation and approval benefit of the eDD pages Customer to them and pass on to Us any information provided by them to support their Application.
3.13.11 If You submit an Application to Us as a result of a sales lead from an Introducer, that either You, or if You are an Appointed Representative, Your Principal, has entered into an agreement with Your Sponsoring Bank
3.9 You shall the Introducer: (a) providing that the Introducer will make such introductions in accordance with Applicable Laws, and (b) including an undertaking from the Introducer that he (i) will limit his activities to effecting introductions within the meaning of the applicable exemption of the XXX only; (ii) will not knowingly do anything engage in the regulated activities of advising on or arranging either Regulated Mortgage Contracts (as defined in Articles 25(A) and 53(A) of the Act) or CBTL Mortgage Contracts; (iii) will not be paid by the Customer by virtue of the introduction made by the Introducer for or in connection with any transaction for a Regulated Mortgage Contract or a CBTL Mortgage Contract; (iv) will disclose to bring Us into disrepute.the Customer, prior to making the introduction, any monies and/or benefits he will receive as a result of making the introduction; (v) will disclose to the Customer, prior to making the introduction details of any affiliation between the Introducer and You; and
Appears in 1 contract
Samples: Terms of Business
Your Obligations. 3.1 4.1 You agree and undertake:
(a) to pay the Event Fee to Grainger (Aldershot) Limited in cleared funds prior to the Event;
(b) if you are a registered business or charity, you must be, have valid Public Liability Insurance to a minimumof £5m and must remain at all times Employers Liability to a minimum of £1m during the continuance Event Period.
(c) to comply with all laws relating to the Room, the occupation and use of this Agreementthe Room (including but not limitedto licensing laws relating live music)
(d) not to cause any damage to the Room or the Property
(e) for events involving the consumption of alcohol, a Service User who prior consent will need to have been granted from Us before an event is permitted to take place.All necessary additional licences must also be in place.
(f) should an event take place involving the consumption of alcohol to which the prior consent from Us has not been accepted to use AUDDIS by BACS (a “BACS Approved Service User”). If You are not a BACS Approved Service Usergranted, We will use reasonable endeavours have the right to assist You refuse future bookings.
(g) to leave the Property in becoming a BACS Approved Service User. Howeverclean and tidy and to remove Your furniture, unless equipment and until You are a BACS Approved Service User, goods from the Access EDD Website will Room at the end of the Event Period
(h) should the Room not be made available left in a clean and tidy condition We have the right to You. If You lose Your status as a BACS Approved Service User, You must immediately inform Us of that fact and We may charge for additionallosses and/or refuse future bookings
(at Our option and subject to clause 16, Schedule 1 of the Terms and Conditions without liability to Youi) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.2 You must be, and must remain at all times during the continuance of this Agreement, approved for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.3 You will need to provide the following information to be able to use the eDirect Debit ServiceRoom other than for the Event Use;
(j) not to make any alteration or additions to the Room;
(k) not to display any advertisement, signboards, nameplate, inscription, flag, banner, placard, poster, signs or notices at the Room or elsewhere in the Property without Our prior consent (at its absolute discretion);
(l) to observe the position of the fire exits and extinguishers at the Room and elsewhere in the Property prior to the event and to notify its visitors, agents, employees and invitees of the positions of the same and otherwise to read, understand and sign our Fire Procedures Policy at the Property and to ensure its visitors, agents, employees and invitees also understand the Fire Procedures Policy
(m) not to do or permit anything which is illegal or which may be or become a nuisance (whether actionable or not), annoyance, inconvenience or disturbance to Us or to occupiers of the Property or any owner or occupier of neighbouring property;
(n) not to cause or permit any damage to any property of the owners or occupiers of the Room, Property or any neighbouring property;
(o) not to obstruct corridors and doorways or make them dirty or untidy or leave any rubbish on them;
(p) not to do anything which will or might impair Our insurance in respect of the Room and Property;
(q) not to allow any animals onto the Property or the Room other than guide dogs;
(r) not to allow more than eighty people into the Room
(s) not to bring any electrical appliances into the Room and/or onto the Property without valid andPAT certificates – certificates should be available for inspection by Us if requested to do so;
(t) to indemnify Us and keep Us indemnified against all losses, claims, demands, actions, proceedings, damages, costs, expenses or other liability in any way arising from:
3.3.1 the Service User number, name and address(i) this licence;
3.3.2 (ii) any breach of the Your email address and telephone number as it is undertakings contained in clause 4;and/or
(iii) the exercise of any rights given in clause 2;
(u) if you fail to appear pay the Event Fee or any other payments due you agree to pay Us interest on the Advance Notice;monies owed at the rate of 4% per annum above the base rate of HSBC Bank plc calculated on a daily basis from the due date until payment
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid and that the wording used in relation to Gift Aid that You provide to Us is in a form approved by HMRC.
3.5 The Access EDD Website has been developed in line with the BACS Rules and has a high degree of customisation. In the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably and in good faith, (v) We are unable or unwilling to make, We reserves reserve the right to immediately terminate this Agreement on written notice without close and lock the main entry gates to the car park 30 minutes after the eventhas finished
(w) Our prior consent will also be needed to host any further liability (subject to clause 16 of Schedule 1 to these Terms and Conditions) to You.
3.6 Following a User’s completion of an Instruction on event that will require the Access EDD Website, You shall have sole responsibility for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission of a completed Instruction via the Access EDD Website, the details of Our services in this regard shall be as set out in the Direct Debit Managed Service Agreement.
3.7 You agree that the records maintained by Us additional consent of the Instructions and transactions effected by Us in connection with the Direct Debit Services shall, in the absence of manifest error, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sent, received or effected.
3.8 Observe the BACS Rules throughout the term of this Agreement and seek authorisation and approval of the eDD pages with Your Sponsoring Bank
3.9 You shall not knowingly do anything Local Authority to bring Us into disrepute.grant a ‘Temporary Event Notice’
Appears in 1 contract
Samples: Licensing Agreement
Your Obligations. 3.1 6.1 You must be, and must remain at all times during must:
(a) promptly set up your InControl Services account using the continuance of this Agreement, a Service User who has been accepted to use AUDDIS by BACS (a “BACS Approved Service User”)guidelines available from the owner’s manual. If You are not a BACS Approved Service User, We will use reasonable endeavours to assist You in becoming a BACS Approved Service User. However, unless and until You are a BACS Approved Service User, the Access EDD Website The InControl Services will not be made available activated until the entire set up process is complete; In addition, for the Wi-Fi Hotspot (including Trial Plan) and “Live” service to You. If You lose Your status as a BACS Approved Service User, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 of the Terms and Conditions without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.2 You must be, and must remain at all times during the continuance of this Agreement, approved for PDD by Your Sponsoring Bank. If Youare not approved for PDD, We will use reasonable endeavours to assist You in obtaining approval for PDD from Your Sponsoring Bank. However, unless and until You are approved for PDD by Your Sponsoring Bank, the Access EDD Website will not be made available to You. If You lose Your status as being approved for PDD by Your Sponsoring Bank, You must immediately inform Us of that fact and We may (at Our option and subject to clause 16, Schedule 1 to these Terms and Conditions, without liability to You) immediately terminate or suspend the provision of the eDirect Debit Services without notice to You.
3.3 You become active you will need to provide complete the following information to be able to set up process in the Vehicle as indicated in the owner’s manual;
(b) only use the eDirect Debit Service:
3.3.1 InControl Services for their intended use and in a reasonable manner (for example, the Service User number“SOS Emergency Call” service must only be used for actual emergencies, name the “Optimized Jaguar Assistance” / “Optimized Land Rover Assistance” roadside service must only be used for actual roadside assistance needs and address;
3.3.2 Your email address and telephone number as it is to appear on the Advance Notice;
3.3.3 Your contact details as they are to appear on the final confirmation page of the Access EDD Website;
3.4 You shall ensure the suitability of Gift Aid and that the wording “Stolen Vehicle Locator” service must only be used in relation to Gift Aid actual and/or suspected theft of your Vehicle);
(c) comply with all applicable traffic laws and good driving practice in relation to your use of the InControl Services (including but not limited to regulations relating to the use of mobile phones in vehicles);
(d) keep your username, password, and PINs for your InControl Services account secure and confidential. Do not share your password or PINs with anyone. Neither we nor any of our service providers, including the Network Provider(s), have any obligation to enquire about the authority of anyone using your Vehicle, password or PINs. You are responsible for the actions related to the InControl Services of every person using your credentials and unless we are at fault, we cannot be held responsible for any unauthorised use of the InControl Services;
(e) keep your personal information stored in your InControl Services account accurate, complete and up-to-date and must keep us informed of any changes to such information as soon as possible via the My InControl website;
(f) ensure that You provide to Us is all Users use the InControl Package in a form approved by HMRC.
3.5 The Access EDD Website has been developed in line accordance with the BACS Rules and has a high degree of customisation. In the unlikely circumstance Your Sponsoring Bank rejects the Access EDD Website and requests changes which, acting reasonably and in good faith, We are unable or unwilling to make, We reserves the right to immediately terminate this Agreement on written notice without any further liability (subject to clause 16 of Schedule 1 to these Terms and Conditionsare made aware of these Terms and the Privacy Policy (including the way in which we collect data from the Vehicle);
(g) be responsible for all charges, damages, and expenses arising from the acts or omissions of those who use your Vehicle, the InControl Services, your PINs, or other authentication information, even if you later claim that the use was not authorized;
(h) be responsible for taking out your own insurance for your Vehicle, as the InControl Services shall in no way constitute insurance services. The payments you make for the InControl Services bear no relation to Youyour Vehicle's value or that of any property you may keep in it. You are solely responsible for obtaining and maintaining insurance covering personal injury (including death), loss of property, and other risks covering yourself, those who operate your Vehicle, your passengers and anyone else claiming any damages, and release us from any such responsibility. No insurance company or insurer will be entitled to any right of subrogation against us or our service providers;
(i) ensure that you turn on the “Valet Mode” on your Vehicle if you leave it with someone who you do not wish to have access to “Live” or Wi-Fi Hotspot on the Vehicle;
(j) be responsible for use of the ‘remember me’ function that applies to certain features of the InControl Package. This function enables you to remain automatically logged in on the Vehicle for more convenient access to the features. Please be aware that while this function is active any other person using the Vehicle will be able to view your stored settings, apps and personal details in the Vehicle and use the InControl Services in the Vehicle as if they were you. You should ensure the ‘remember me’ function is disabled if you do not wish other Users to have access to such stored information and details;
(k) maintain your Vehicle and the InControl equipment in your Vehicle to ensure that InControl Services can be provided. Your Vehicle’s electrical system must be functioning and must have connectivity to a Mobile Network for InControl Services to operate;
(l) notify an authorized retailer if you purchase or lease a new or previously-owned Vehicle that has active InControl Services even though you have not registered for the InControl Services;
(m) only use the InControl Connectivity Services for utilizing and accessing the InControl Services;
(n) inform us or an authorised retailer as soon as possible if you become aware of a security breach or any unauthorised use of the InControl Services; and
(o) be responsible for all Network Provider and Data Plan charges relating to your Personal SIM for the use of Live Features and Wi-Fi Hotspot (after any initial Trial Plan). This includes any Network Provider charges for international data roaming.
3.6 Following a User’s completion 6.2 You must not:
(a) copy the InControl Remote App or the Remote Park Assist App, the data provided by the InControl Remote App, the Remote Park Assist App or Live Features except where such copying is incidental to normal use of an Instruction the InControl Remote App, the Remote Park Assist App or Live Features, or where it is necessary for the purpose of back-up or operational security;
(b) rent, lease, sub-license, loan, translate, merge, adapt, vary or modify the InControl Remote App, the Remote Park Assist App or Live Features or the My InControl website;
(c) make alterations or modifications to the whole or any part of the InControl Remote App, the Remote Park Assist App or Live Features or the My InControl website, or permit the InControl Remote App, the Remote Park Assist or Live Features or the My InControl website or any part of them to be combined with, or become incorporated in, any other programs;
(d) disassemble, decompile, reverse-engineer or create derivative works based on the Access EDD Websitewhole or any part of the InControl Remote App, the Remote Park Assist App, or Live Features or the My InControl website or attempt to do any such thing;
(e) submit any automated or recorded requests using the InControl Remote App or the Remote Park Assist App;
(f) access the InControl Remote App; the Remote Park Assist App My InControl website; or any data provided via the InControl Package in an unauthorized manner;
(g) use or permit any other person to use, the InControl Package in any unlawful manner, for any unlawful purpose, or in any manner inconsistent with these Terms, or act fraudulently or maliciously, for example, by hacking into or inserting malicious code, including viruses, or harmful data, into the InControl Remote App, the Remote Park Assist App, Live Features or the My InControl website or any operating system;
(h) attempt to circumvent any security safeguards or access control technologies included with the InControl Package;
(i) infringe our intellectual property rights or those of any third party in relation to your use of the InControl Package (to the extent that such use is not licensed by these Terms);
(j) knowingly take any action that would cause the InControl Remote App, the Remote Park Assist App, InControl Data, or data provided via the InControl Package to be placed in the public domain;
(k) resell the InControl Package or use it to provide any services to third parties other than occupants of the Vehicle at the time of using the InControl Package;
(l) use the InControl Package for commercial use;
(m) use the InControl Connectivity Services in a way that could damage, disable, overburden, impair or compromise our, or the Network Provider’s systems or security or interfere with other users of the Network Provider;
(n) use the InControl Connectivity Services or software in relation to Internet chat , peer to peer file sharing ("P2P"), bit torrent, or proxy server network; spamming, the sending of bulk unsolicited e- mails or commercial messages or maintaining any form of email server;
(o) modify, adapt, alter, translate, or create derivative works from the XXXx;
(p) reverse engineer, decompile, disassemble, or otherwise attempt to derive the source or object code of the XXXx or any software running on the XXXx;
(q) use the Telematics SIM for any purpose other than for the InControl Connectivity Services and as may be specifically authorized by us from time to time;
(r) use or permit the use of the XXXx, so as to cause the operation of the Mobile Network or the quality of the Mobile Network to be jeopardized, impaired or interrupted or to interfere with the integrity or security of any telecommunications or IT network or system;
(s) otherwise use or copy the XXXx except as expressly allowed under these Terms;
(t) use or permit the use of the Wi-Fi Hotspot, including the Trial Plan, for any unlawful purpose;
(u) use the InControl Connectivity Services in any way which involves the transmission of voice (including Voice Over Internet Protocol) other than Voice as defined above hereunder unless expressly agreed otherwise by us (such agreement not to be unreasonably withheld); or
(v) use the InControl Services in any way which involves providing any service that allows access to a public IP or internet address either through a proxy gateway or some other means.
6.3 Some countries or states may prohibit or restrict the use of certain InControl Services (for example, the remote engine start function). You shall must, prior to using the InControl Services, make yourself aware of, and you must comply with, all local laws in the country or state in which you intend to use or are using the InControl Services.
6.4 Users, including you, are responsible, at all times, for his/her own and his/her passengers’ safety when using the InControl Package as well as for the security of his/her Vehicle and belongings and knowing the location of his/her Vehicle at all times. Users must only use the InControl Services, in particular the InControl Remote App services, the Remote Park Assist App and Live Features, when it is safe to do so. Users also remain responsible to follow the instructions and warnings in the vehicle owner’s manual, as well as the following: • Do not operate the remote engine start while the vehicle is in an enclosed space. Doing so can cause a build-up of highly toxic fumes which may cause unconsciousness or death. • Do not operate the remote engine start when refuelling the vehicle. Doing so may cause fuel vapors to combust causing a fire/explosion. • Do not adjust the Touch screen controls, or allow the system to distract the driver, while the vehicle is moving. Driver distraction can lead to accidents, causing serious injury or death. WE CANNOT ACCEPT ANY RESPONSIBILITY FOR ANY DEATH, INJURY OR DAMAGE, WHICH IS CAUSED BY YOUR FAILURE TO COMPLY WITH THE ABOVE.
6.5 In using the InControl Package, you acknowledge and agree that internet transmissions are never completely private or secure. Despite the safeguards our service providers, including our Network Provider(s), and we have sole in place, we are unable to guarantee that any information submitted over the internet using the InControl Services and/or Wi-Fi Hotspot cannot be accessed or intercepted by others.
6.6 Removing, replacing or otherwise modifying the Personal SIM in the Vehicle, unless expressly authorized to do so by us and/or an authorized retailer, may disable certain InControl Package features including the Trial Plan, Wi-Fi Hotspot and/or InControl Pro Features, and/or may result in significant data usage charges. We cannot accept any responsibility for downloading and processing the Data. If You wish Us to process the Direct Debits following a User’s submission death, injury or damage caused by improper removal, replacement or modification of a completed Instruction via Personal SIM. You will be held responsible for any and all damage, liabilities, costs (including costs of InControl Pro Features), expenses and risk, including without limitation all applicable charges from the Access EDD WebsiteNetwork Provider (or otherwise), caused by any User’s, including your, failure to abide by the details terms of Our services in this regard shall be as set out in the Direct Debit Managed Service AgreementSection 6.6.
3.7 You agree that the records maintained by Us of the Instructions and transactions effected by Us in connection with the Direct Debit Services shall6.7 DEPENDING ON YOUR VEHICLE’S MODEL AND SUBSCRIPTION, in the absence of manifest errorYOUR VEHICLE MAY HAVE FUNCTIONALITY TO CONNECT TO EXTERNAL 802.11 b/g/n WIRELESS NETWORKS AND/OR TO HOTSPOTS SET UP FROM MOBILE DEVICES. IF YOU CONNECT TO AN EXTERNAL WIRELESS NETWORK, be conclusive proof of such Instructions and transactions and their respective constituents and the times at which they were sentPLEASE NOTE THAT SUCH NETWORK MAY NOT BE SECURE. WE ARE NOT RESPONSIBLE FOR THE INTEGRITY OF ANY EXTERNAL WIRELESS NETWORK YOU CONNECT TO AND CANNOT GUARANTEE THE PRIVACY AND SAFETY OF YOUR DATA AND COMMUNICATIONS WHILE YOU ARE USING EXTERNAL WIRELESS NETWORKS. IT IS YOUR RESPONSIBILITY TO CONNECT ONLY TO EXTERNAL WIRELESS NETWORKS THAT YOU TRUST, received or effectedAND WHICH HAVE AN ADEQUATE LEVEL OF SECURITY. WHILE USING THESE EXTERNAL WIRELESS NETWORKS, YOU SHOULD AVOID TRANSMITTING OR ACCESSING PERSONAL, CONFIDENTIAL OR FINANCIAL DATA.
3.8 Observe the BACS Rules throughout the term of this Agreement and seek authorisation and approval of the eDD pages with Your Sponsoring Bank
3.9 You shall not knowingly do anything to bring Us into disrepute.
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