Common use of Your Obligations Clause in Contracts

Your Obligations. 4.1 You shall: 4.1.1 promptly bring to the Client’s notice any Client Information issued by Us from time to time; 4.1.2 supply to Us all Documents properly completed or input Documents into the Direct Debit System in accordance with Our instructions and deadlines in sufficient time to enable Us to supply the Accelerate Services in accordance with the BACS Rules; 4.1.3 allow Us direct contact with and access to the Clients, where strictly necessary, in order to supply the Accelerate Services or investigate complaints and other matters; 4.1.4 co-operate with Us in all matters relating to the Accelerate Services; 4.1.5 ensure at all times You have the right to pass to Us any information required to be passed to Us under this Agreement and that You are registered under the Data Protection (Charges and Information) Regulations 2018. 4.1.6 as soon as reasonably practicable, notify Us of any variations in or amendments to a Client's details contained in Documents previously supplied to Us and as soon as reasonably practicable notify Us of any changes in the amounts payable by Clients, (including for the avoidance of doubt, any cancellations by a Client); 4.1.7 if expressly agreed in writing with You, allow Us to publish Your name and logo on Our website, 4.1.8 keep any password and/or log-in details safe and secure and ensure they are used only by the nominated user; 4.1.9 not allow anyone else other than the relevant authorised user, access to the Direct Debit System; 4.1.10 as soon as reasonably practicable, notify Us of any intended or agreed transfer of any Client's direct debits to another supplier and undertake to facilitate any such transition of Client direct debits in accordance with the BACS Rules governing a transfer; and 4.1.11 be responsible for adhering to its sponsoring banks' agreed transaction and file limits for direct debits and BACS credits. 4.2 You acknowledge that Our ability to provide the Services is contingent on You complying with Your obligations set out in this clause. Accordingly, We shall have no liability to You or to any third party if We are unable to perform any of its obligations under this Agreement or the Services as a result of You having failed to comply with its obligations set out in this clause 4. 4.3 You shall at all times comply with the Appendices to these Product Specific Terms.

Your Obligations. 4.1 You shall: 4.1.1 promptly bring to the Client’s notice any Client Information issued by Us from time to time; 4.1.2 supply to Us all Documents properly completed or input Documents into the Direct Debit System in accordance with Our instructions and deadlines in sufficient time to enable Us to supply the Accelerate Ignite, Evolve and Evolve-Risk Services in accordance with the BACS Rules; 4.1.3 allow Us direct contact with and access to the Clients, where strictly necessary, in order to supply the Accelerate Ignite, Evolve and Evolve-Risk Services or investigate complaints and other matters; 4.1.4 co-operate with Us in all matters relating to the Accelerate Ignite, Evolve and Evolve-Risk Services; 4.1.5 ensure at all times You have the right to pass to Us any information required to be passed to Us under this Agreement and that You are registered under the Data Protection (Charges and Information) Regulations Act 2018.; 4.1.6 only request direct debit(s) per Client that do not exceed the previously agreed limit per monthly billing period unless agreed in advance with Us. The pre-agreed limit is arranged with the Our sales’ team. In the absence of any pre-agreed limit, without exception, the maximum amount of direct debit(s) per Client per monthly billing period is £2000. No Direct Debits with annual or quarterly collection frequencies are allowed without Our prior agreement. You shall ensure that if Paperless direct debits (telephone or internet) are set up, the telephone script provided is followed or BACS compliant and website screenshots have been approved by Us; 4.1.7 as soon as reasonably practicable, notify Us of any variations in or amendments to a Client's details contained in Documents previously supplied to Us and as soon as reasonably practicable notify Us of any changes in the amounts payable by Clients, (including for the avoidance of doubt, any cancellations by a Client); 4.1.7 if expressly agreed in writing with You, allow Us to publish Your name and logo on Our website, 4.1.8 keep any password and/or log-in details safe and secure and ensure they are used only by the nominated user; 4.1.9 not allow anyone else other than the relevant authorised user, access to the Direct Debit System; 4.1.10 as soon as reasonably practicable, immediately notify Us of any intended or agreed transfer of any Client's direct debits to another supplier and undertake to facilitate any such transition of Client direct debits in accordance with the BACS Rules governing a transfer. To facilitate any transfer, You must request that We complete a “Bulk Change Deed” to legally transfer direct debit liability to the new supplier or newly appointed Bureau. You or the Guarantor(s) remain liable to meet any future direct debit indemnity claims should they be received which survives termination of the Agreement in the event that the Bulk Change Deed process has not been executed or followed or any incoming supplier fails to pay Us for any future direct debit indemnity claims received following a transfer; and 4.1.11 be responsible for adhering to its sponsoring banks' agreed transaction and file limits for direct debits and BACS creditsimmediately notify Us of any change in the structure or ownership of the Company. 4.2 You acknowledge that Our ability to provide the Services is contingent on You complying with Your obligations set out in this clause. Accordingly, We shall have no liability to You or to any third party if We are unable to perform any of its obligations under this Agreement or the Services as a result of You having failed to comply with its obligations set out in this clause 4. 4.3 You shall at all times comply with the Appendices to these Product Specific Terms.

Your Obligations. ‌ 4.1 You shall: 4.1.1 promptly bring to the Client’s notice any Client Information issued by Us from time to timeprovide us with Your Service User Number, name and address; 4.1.2 [supply to Us all Documents properly completed or input Documents into the Direct Debit Credit System in accordance with Our instructions and deadlines in sufficient time to enable Us to supply the Accelerate Direct Credit Services in accordance with the BACS Rules;] 4.1.3 allow Us direct contact with and access to the Clients, where strictly necessary, in order to supply the Accelerate Services or investigate complaints and other matters; 4.1.4 co-operate with Us in all matters relating to the Accelerate Direct Credit Services; 4.1.4 use the Direct Credit System and submit Direct Credit Data Files in accordance with the Operating Instructions; 4.1.5 be responsible for the completeness and accuracy of the information You provide to be submitted in Direct Credit Data Files; 4.1.6 ensure at all times You have the right to pass to Us any information required to be passed to Us under this Agreement and that You are registered under the Data Protection (Charges and Information) Regulations 2018.; 4.1.6 4.1.7 as soon as reasonably practicable, notify Us of any variations in or amendments to a Client's details contained in Documents previously supplied to Us and as soon as reasonably practicable notify Us of any changes in the amounts payable by Clients, (including for the avoidance of doubt, any cancellations by a Client)Us; 4.1.7 4.1.8 if expressly agreed in writing with You, allow Us to publish Your name and logo on Our website, 4.1.8 4.1.9 keep any password and/or log-in details safe and secure and ensure they are used only by the nominated user; 4.1.9 4.1.10 not allow anyone else other than the relevant authorised user, access to the Direct Debit Credit System; 4.1.10 as soon as reasonably practicable, notify Us of any intended or agreed transfer of any Client's direct debits to another supplier and undertake to facilitate any such transition of Client direct debits in accordance with the BACS Rules governing a transfer; and 4.1.11 be responsible for adhering to its sponsoring banks' Sponsor Bank's agreed transaction and file limits for direct debits and BACS creditsDirect Credit Data Files. 4.2 You acknowledge that Our ability to provide the Services is contingent on You being a Direct Credit Service User and complying with Your obligations set out in this clauseclause 4. Accordingly, We shall have no liability to You or to any third party if We are unable to perform any of its obligations under this Agreement or the Services as a result of You not being a Direct Credit Service User, having failed your Service User Number suspended or cancelled for any reason or failing to comply with its Your obligations set out in this clause 4. 4.3 You shall at all times comply with the Appendices to these Product Specific Terms.

Your Obligations. 4.1 You shall:7.1. By taking on supply of the Services at the Premises you; 4.1.1 promptly bring 7.1.1. confirm that you own or use the Premises and that it is connected to mains services; 7.1.2. agree that if you owed us any money prior to the Client’s notice start of the Contract (for these Premises or any Client Information issued by Us from time to timeother premises under another contract) you owe us that money under this Contract and will pay what is owed; 4.1.2 7.1.3. agree that we are responsible for delivering the Services from outside the Premises from a Meter and that you are responsible for the Meters on your Premises; 7.1.4. agree that if you are a partnership we may claim any money owed to us from you or any of your partners under this Contract; 7.1.5. confirm that the Services are primarily used for non-domestic purposes; 7.1.6. confirm that your previous supplier has no reason to object to you transferring your supply to Us all Documents properly completed us and you agree that any money owed to your previous supplier will be paid in full, together with any other charges payable; 7.1.7. agree that you are authorised to enter in to this Contract on behalf of your organisation and will provide us with the necessary evidence of the same should we require it; 7.1.8. will tell us if you expect your usage to increase/decrease substantially. We have agreed an Annual Consumption with you as set out in the Commercial Schedule or input Documents into the Direct Debit System in accordance with Our instructions and deadlines in sufficient time to enable Us maximum amount the Transporter has agreed to supply to your Meter Points. You may have to pay extra Charges if your use exceeds or fails to meet the Accelerate Services in accordance Annual Consumption. If you want to use more than 732,000kWh of gas per year at any supply point you must agree this with us or the BACS RulesTransporter before doing so; 4.1.3 7.1.9. will provide us with an accurate meter reading at least once a year for the term of your Contract (either over the phone, in writing or via email); 7.1.10. will tell us immediately if you become aware of any breach or potential breach of clauses 21.7 and 21.8 and provide reasonable assistance in helping us investigate the breach or potential breach; 7.1.11. will tell us if you are moving out of the Premises or if the Premises are going to be empty for any period of time and you won’t be using the Services; 7.1.12. will allow Us direct contact with and us access to the ClientsMeter when we request (either in person, over the phone or in writing) so we can adhere to industry obligations such as Health & Safety; and 7.1.13. In certain circumstances we may request you to provide Emergency Contact details, where strictly necessary, in order this is required we will not be able to supply the Accelerate Services or investigate complaints and other matters; 4.1.4 co-operate with Us in all matters relating commence supplying services until these details are provided. It is your responsibility to the Accelerate Services; 4.1.5 ensure at all times You have the right to pass to Us any information required to be passed to Us under this Agreement and that You are registered under the Data Protection (Charges and Information) Regulations 2018. 4.1.6 as soon as reasonably practicable, notify Us of any variations in or amendments to a Client's details contained in Documents previously supplied to Us and as soon as reasonably practicable notify Us inform us immediately of any changes in the amounts payable by Clients, (including for the avoidance of doubt, any cancellations by a Client); 4.1.7 if expressly agreed in writing with You, allow Us to publish Your name and logo on Our website, 4.1.8 keep any password and/or log-in details safe and secure and ensure they are used only by the nominated user; 4.1.9 not allow anyone else other than the relevant authorised user, access to the Direct Debit System; 4.1.10 as soon as reasonably practicable, notify Us of any intended or agreed transfer of any Client's direct debits to another supplier and undertake to facilitate any such transition of Client direct debits in accordance with the BACS Rules governing a transfer; and 4.1.11 be responsible for adhering to its sponsoring banks' agreed transaction and file limits for direct debits and BACS creditsyour Emergency Contact. 4.2 You acknowledge that Our ability to provide the Services is contingent on You complying with Your obligations set out in this clause. Accordingly, We shall have no liability to You or to any third party if We are unable to perform any of its obligations under this Agreement or the Services as a result of You having failed to comply with its obligations set out in this clause 4. 4.3 You shall at all times comply with the Appendices to these Product Specific Terms.

Your Obligations. ‌ 4.1 You shall: 4.1.1 promptly bring to the Client’s notice any Client Information issued by Us from time to timeprovide us with Your Service User Number, name and address; 4.1.2 [supply to Us all Documents properly completed or input Documents into the Direct Debit Credit System in accordance with Our instructions and deadlines in sufficient time to enable en able Us to supply the Accelerate Direct Credit Services in accordance with the BACS Rules;] 4.1.3 allow Us direct contact with and access to the Clients, where strictly necessary, in order to supply the Accelerate Services or investigate complaints and other matters; 4.1.4 co-operate with Us in all matters relating to the Accelerate Direct Credit Services; 4.1.4 use the Direct Credit System and submit Direct Credit Data Files in accordance with the Operating Instructions; 4.1.5 be responsible for the completen ess and accuracy of the information You provide to be submitted in Direct Credit Data Files; 4.1.6 ensure at all times You have the right to pass to Us any information required to be passed to Us under un der this Agreement and that You are registered under the Data Protection (Charges and Information) Regulations Reg ulations 2018.; 4.1.6 4.1.7 as soon as reasonably practicable, notify Us of any variations in or amendments amen dments to a Client's details contained in Documents previously supplied to Us and as soon as reasonably practicable notify Us of any changes in the amounts payable by Clients, (including for the avoidance of doubt, any cancellations by a Client)Us; 4.1.7 4.1.8 if expressly agreed in writing with You, allow Us to publish Your name and logo on Our website, 4.1.8 4.1.9 keep any password and/or log-in details safe and secure and ensure they are used only by the nominated user; 4.1.9 4.1.10 not allow anyone else other than the relevant authorised user, access to the Direct Debit Credit System; 4.1.10 as soon as reasonably practicable, notify Us of any intended or agreed transfer of any Client's direct debits to another supplier and undertake to facilitate any such transition of Client direct debits in accordance with the BACS Rules governing a transfer; and 4.1.11 be responsible for adhering to its sponsoring banks' Sponsor Bank's agreed transaction and file limits for direct debits and BACS creditsDirect Credit Data Files. 4.2 You acknowledge that Our ability to provide the Services is contingent on You being a Direct Credit Service User and complying with Your obligations set out in this clauseclause 4. Accordingly, We shall have no liability to You or to any third party if We are unable un able to perform any of its obligations under this Agreement or the Services as a result of You not being a Direct Credit Service User, having failed your Service User Number suspended or cancelled for any reason or failing to comply with its Your obligations set out in this clause 4. 4.3 You shall at all times comply with the Appendices to these Product Specific Terms.

Your Obligations. 4.1 4 .1 You shall: 4.1.1 4 .1.1 promptly bring to the Client’s notice any Client Information issued by Us from time to time; 4.1.2 4 .1.2 supply to Us all Documents properly completed or input Documents into the Direct Debit System in Systemin accordance with Our instructions and deadlines in sufficient time to enable en able Us to supply the Accelerate Services in accordance with the BACS Rules; 4.1.3 4 .1.3 allow Us direct contact with and access to the Clients, where strictly necessary, in order to supply sup ply the Accelerate Services or investigate complaints and other matters; 4.1.4 4 .1.4 co-operate with Us in all matters relating to the Accelerate Services; 4.1.5 4 .1.5 ensure at all times You have the right to pass to Us any information required to be passed to Us under un der this Agreement and that You are registered under the Data Protection (Charges and Information) Regulations 2018. 4.1.6 4 .1.6 as soon as reasonably practicable, notify Us of any variations in or amendments amen dments to a Client's details contained in Documents previously supplied sup plied to Us and as soon as reasonably practicable notify Us of any changes in the amounts payable by Clients, (including for the avoidance of doubt, any cancellations by a Client); 4.1.7 4 .1.7 if expressly agreed in writing with You, allow Us to publish Your name and logo on Our website, 4.1.8 4 .1.8 keep any password and/or log-in details safe and secure and ensure they are used only by the nominated user; 4.1.9 4 .1.9 not allow anyone else other than the relevant authorised user, access to the Direct Debit System; 4.1.10 4 .1.10 as soon as reasonably practicable, notify Us of any intended or agreed transfer of any Client's direct debits to another supplier and undertake to facilitate any such transition of Client direct debits in accordance with the BACS Rules governing a transfer; and 4.1.11 4 .1.11 be responsible for adhering to its sponsoring banks' agreed transaction and file limits for direct debits and BACS credits. 4.2 4 .2 You acknowledge that Our ability to provide the Services is contingent on You complying with Your obligations set out in this clause. Accordingly, We shall have no liability to You or to any third party if We are unable un able to perform any of its obligations under un der this Agreement or the Services as a result of You having failed to comply with its obligations set out in this clause 4. 4.3 4 .3 You shall at all times comply with the Appendices to these Product Specific Terms.

Your Obligations. 4.1 You shall: 4.1.1 promptly bring to the Client’s notice any Client Information issued by Us from time to time; 4.1.2 supply to Us all Documents properly completed or input Documents into the Direct Debit System in accordance with Our instructions and deadlines in sufficient time to enable Us to supply the Accelerate Ignite, Evolve and Evolve-Risk Services in accordance with the BACS Rules; 4.1.3 allow Us direct contact with and access to the Clients, where strictly necessary, in order to supply the Accelerate Ignite, Evolve and Evolve-Risk Services or investigate complaints and other matters; 4.1.4 co-operate with Us in all matters relating to the Accelerate Ignite, Evolve and Evolve-Risk Services; 4.1.5 ensure at all times You have the right to pass to Us any information required to be passed to Us under this Agreement and that You are registered under the Data Protection (Charges and Information) Regulations Act 2018.; 4.1.6 only request direct debit(s) per Client that do not exceed the previously agreed limit per monthly billing period unless agreed in advance with Us. The pre-agreed limit is arranged with the Our sales’ team. In the absence of any pre-agreed limit, without exception, the maximum amount of direct debit(s) per Client per monthly billing period is £2,000. No direct Debits with annual or quarterly collection frequencies are allowed without Our prior agreement. You shall ensure that if Paperless direct debits (telephone or internet) are set up, the telephone script provided is followed or BACS compliant and website screenshots have been approved by Us; 4.1.7 as soon as reasonably practicable, notify Us of any variations in or amendments to a Client's details contained in Documents previously supplied to Us and as soon as reasonably practicable notify Us of any changes in the amounts payable by Clients, (including for the avoidance of doubt, any cancellations by a Client); 4.1.7 if expressly agreed in writing with You, allow Us to publish Your name and logo on Our website, 4.1.8 keep any password and/or log-in details safe and secure and ensure they are used only by the nominated user; 4.1.9 not allow anyone else other than the relevant authorised user, access to the Direct Debit System; 4.1.10 as soon as reasonably practicable, immediately notify Us of any intended or agreed transfer of any Client's direct debits to another supplier and undertake to facilitate any such transition of Client direct debits in accordance with the BACS Rules governing a transfer. To facilitate any transfer, You must request that We complete a “Bulk Change Deed” to legally transfer direct debit liability to the new supplier or newly appointed Bureau. You or the Guarantor(s) remain liable to meet any future direct debit indemnity claims should they be received which survives termination of the Agreement in the event that the Bulk Change Deed process has not been executed or followed or any incoming supplier fails to pay Us for any future direct debit indemnity claims received following a transfer; and 4.1.11 be responsible for adhering to its sponsoring banks' agreed transaction and file limits for direct debits and BACS creditsimmediately notify Us of any change in the structure or ownership of the Company. 4.2 You acknowledge that Our ability to provide the Services is contingent on You complying with Your obligations set out in this clause. Accordingly, We shall have no liability to You or to any third party if We are unable to perform any of its obligations under this Agreement or the Services as a result of You having failed to comply with its obligations set out in this clause 4. 4.3 You shall at all times comply with the Appendices to these Product Specific Terms.

Your Obligations. 4.1 You shall: 4.1.1 promptly bring to the Client’s notice any Client Information issued by Us from time to time; 4.1.2 supply to Us all Documents properly completed or input Documents into the Direct Debit System in accordance with Our instructions and deadlines in sufficient time to enable Us to supply the Accelerate Services in accordance with the BACS Rules; 4.1.3 allow Us direct contact with and access to the Clients, where strictly necessary, in order to supply the Accelerate Services or investigate complaints and other matters; 4.1.4 co-operate with Us in all matters relating to the Accelerate Services; 4.1.5 ensure at all times You have the right to pass to Us any information required to be passed to Us under this Agreement and that You are registered under the Data Protection (Charges and Information) Regulations 2018. 4.1.6 as soon as reasonably practicable, notify Us of any variations in or amendments to a Client's details contained in Documents previously supplied to Us and as soon as reasonably practicable notify Us of any changes in the amounts payable by Clients, (including for the avoidance of doubt, any cancellations by a Client); 4.1.7 if expressly agreed in writing with You, allow Us to publish Your name and logo on Our website, 4.1.8 keep any password and/or log-in details safe and secure and ensure they are used only by the nominated user; 4.1.9 not allow anyone else other than the relevant authorised user, access to the Direct Debit System; 4.1.10 as soon as reasonably practicable, notify Us of any intended or agreed transfer of any Client's direct debits to another supplier and undertake to facilitate any such transition of Client direct debits in accordance with the BACS Rules governing a transfer; and 4.1.11 be responsible for adhering to its sponsoring banks' agreed transaction and file limits for direct debits and BACS credits. 4.2 You acknowledge that Our ability to provide the Services is contingent on You complying with Your obligations set out in this clause4.1. Accordingly, We shall have no liability to You or to any third party if We are unable to perform any of its obligations under this Agreement or the Services as a result of You having failed to comply with its obligations set out in this clause 4. 4.3 You shall at all times comply with: 4.1.1. The provisions and obligations under this Agreement and the Scheme Rules provided to you from time to time, or made publicly available by a Card Scheme; 4.1.2. All Applicable Law, including those which apply to the sale of your goods and/or services; 4.1.3. any regulations that may apply in relation to anti-money laundering processes you may need to undertake (or in respect of any anti-money laundering processes which we require of you from time to time); 4.1.4. Your obligations relating to the sale and/or supply of goods and/or services by you to Buyers. 4.2. You shall: 4.2.1. only accept payments from and/or make Refunds to Buyers in connection with goods and/or services which you have sold and supplied and only Refund using the payment method used for the original Transaction; 4.2.2. Notify us in writing before you make any change to the nature of your business as notified to us; 4.2.3. Before accepting any payments notify us in writing of the URL of any website where you accept or will accept payments using any of the Services; 4.2.4. where we have agreed in writing that you may accept Recurring Transactions from your customers, it is your responsibility to obtain your customers’ consent to be billed on a recurring basis in compliance with applicable legal requirements and the Scheme Rules (including, without limitation, those established by Visa Europe Ltd, (“Visa”), MasterCard Europe (“MasterCard”), any of their successors or other payment providers); 4.2.5. Ensure that you inform Buyers of your identity (including prominently displaying your company name and any trading name on any website you conduct Transactions), so that the Buyer can readily identify you as the counterparty to the relevant Transaction; 4.2.6. 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. 4.3. You warrant that all instructions provided to winopay in relation to the processing of Personal Data are lawful and are provided in accordance with the Appendices Privacy and Data Protection Requirements. 4.4. You should notify us immediately if you suspect that there may be or has been an unauthorised use of the Access Codes or of any other confidential material or information used in the provision of your Merchant Data Account. 4.5. You acknowledge and agree that you are solely responsible for establishing and applying adequate security systems and procedures; for monitoring all use of or access to these Product Specific Termsyour Access Codes, Terminals, Merchant Data Account or any other confidential material or information used in the provision of the service to ensure that any Authorised User is using or accessing your Merchant Data Account within the limits of their authority and that no unauthorised persons are in possession of your Access Codes 4.6. You are responsible for all losses resulting from any unauthorised activity in connection with your Merchant Data Account (including use of Access Codes and Terminals). You acknowledge and agree that without limitation we may suspend the Services and/or at your cost take such other steps as we consider necessary if you have acted fraudulently or through negligence, failed to comply with the provisions of this Agreement. 4.7. You shall co-operate with us to the fullest extent possible in the prosecution or defence of such action or proceeding, if any action or proceeding is brought: 4.7.1. Against us by a third party; or 4.7.2. By us against a third party, in relation to any Transaction or dealing with you. 4.8. You shall only access and use: 4.8.1. The Data that we make available via your Merchant Data Account; and 4.8.2. The Documentation, solely in accordance with the licence granted to you by us under this agreement. 4.9. Except as expressly permitted under this Agreement, you must not copy, download, disclose or make available to any third party any Data from your Merchant Data Account or the Documentation in whole or in part. 4.10. You will comply promptly with all requests for information that we make for the purpose of meeting our operational and legal requirements to carry out Customer Due Diligence in relation to you. 4.11. You shall comply with all laws to which you may be subject and shall comply in all respect with all Card Scheme Standards.

Your Obligations. 4.1 You shall:7.1 By taking on supply of the Services at the Premises you; 4.1.1 promptly bring 7.1.1 confirm that you own or use the Premises and that it is connected to mains services; 7.1.2 agree that if you owed us any money prior to the Client’s notice start of the Contract (for these Premises or any Client Information issued by Us from time to timeother premises under another contract) you owe us that money under this Contract and will pay what is owed; 4.1.2 7.1.3 agree that we are responsible for delivering the Services from outside the Premises from a Meter and that you are responsible for the Meters on your Premises; 7.1.4 agree that if you are a partnership we may claim any money owed to us from you or any of your partners under this Contract; 7.1.5 confirm that the Services are primarily used for non-domestic purposes; 7.1.6 confirm that your previous supplier has no reason to object to you transferring your supply to Us all Documents properly completed us and you agree that any money owed to your previous supplier will be paid in full, together with any other charges payable; 7.1.7 agree that you are authorised to enter in to this Contract on behalf of your organisation and will provide us with the necessary evidence of the same should we require it. 7.1.8 will tell us if you expect your usage to increase/decrease substantially. We have agreed an Annual Consumption with you as set out in the Commercial Schedule or input Documents into the Direct Debit System in accordance with Our instructions and deadlines in sufficient time to enable Us maximum amount the Transporter has agreed to supply to your Meter Points. You may have to pay extra Charges if your use exceeds or fails to meet the Accelerate Services in accordance Annual Consumption. If you want to use more than 732,000kWh of gas per year at any supply point you must agree this with us or the BACS RulesTransporter before doing so; 4.1.3 allow Us direct contact with and access to the Clients, where strictly necessary, in order to supply the Accelerate Services or investigate complaints and other matters; 4.1.4 co-operate with Us in all matters relating to the Accelerate Services; 4.1.5 ensure at all times You have the right to pass to Us any information required to be passed to Us under this Agreement and that You are registered under the Data Protection (Charges and Information) Regulations 2018. 4.1.6 as soon as reasonably practicable, notify Us 7.1.9 will tell us immediately if you become aware of any variations breach or potential breach of clauses 21.7 and 21.8 and provide reasonable assistance in helping us investigate the breach or amendments to a Client's details contained in Documents previously supplied to Us and as soon as reasonably practicable notify Us of any changes in the amounts payable by Clients, (including for the avoidance of doubt, any cancellations by a Client); 4.1.7 if expressly agreed in writing with You, allow Us to publish Your name and logo on Our website, 4.1.8 keep any password and/or log-in details safe and secure and ensure they are used only by the nominated user; 4.1.9 not allow anyone else other than the relevant authorised user, access to the Direct Debit System; 4.1.10 as soon as reasonably practicable, notify Us of any intended or agreed transfer of any Client's direct debits to another supplier and undertake to facilitate any such transition of Client direct debits in accordance with the BACS Rules governing a transferpotential breach; and 4.1.11 7.1.10 will tell us if you are moving out of the Premises or if the Premises are going to be responsible empty for adhering to its sponsoring banks' agreed transaction any period of time and file limits for direct debits and BACS creditsyou won’t be using the Services. 4.2 You acknowledge that Our ability to provide the Services is contingent on You complying with Your obligations set out in this clause. Accordingly, We shall have no liability to You or to any third party if We are unable to perform any of its obligations under this Agreement or the Services as a result of You having failed to comply with its obligations set out in this clause 4. 4.3 You shall at all times comply with the Appendices to these Product Specific Terms.

Your Obligations. ‌ 4.1 You shall: 4.1.1 promptly bring to the Client’s notice any Client Information issued by Us from time to time; 4.1.2 supply to Us all Documents properly completed or input Documents into the Direct Debit System in accordance with Our instructions and deadlines in sufficient time to enable Us to supply the Accelerate Ignite, Evolve and Evolve-Risk Services in accordance with the BACS Rules; 4.1.3 allow Us direct contact with and access to the Clients, where strictly necessary, in order to supply the Accelerate Ignite, Evolve and Evolve-Risk Services or investigate complaints and other matters; 4.1.4 co-operate with Us in all matters relating to the Accelerate Ignite, Evolve and Evolve-Risk Services; 4.1.5 ensure at all times You have the right to pass to Us any information required to be passed to Us under this Agreement and that You are registered under the Data Protection (Charges and Information) Regulations Act 2018.; 4.1.6 only request direct debit(s) per Client that do not exceed the previously agreed limit per monthly billing period unless agreed in advance with Us. The pre-agreed limit is arranged with the Our sales’ team. In the absence of any pre-agreed limit, without exception, the maximum amount of direct debit(s) per Client per monthly billing period is £2000. No Direct Debits with annual or quarterly collection frequencies are allowed without Our prior agreement. You shall ensure that if Paperless direct debits (telephone or internet) are set up, the telephone script provided is followed or BACS compliant and website screenshots have been approved by Us; 4.1.7 as soon as reasonably practicable, notify Us of any variations in or amendments to a Client's details contained in Documents previously supplied to Us and as soon as reasonably practicable notify Us of any changes in the amounts payable by Clients, (including for the avoidance of doubt, any cancellations by a Client); 4.1.7 if expressly agreed in writing with You, allow Us to publish Your name and logo on Our website, 4.1.8 keep any password and/or log-in details safe and secure and ensure they are used only by the nominated user; 4.1.9 not allow anyone else other than the relevant authorised user, access to the Direct Debit System; 4.1.10 as soon as reasonably practicable, immediately notify Us of any intended or agreed transfer of any Client's direct debits to another supplier and undertake to facilitate any such transition of Client direct debits in accordance with the BACS Rules governing a transfer. To facilitate any transfer, You must request that We complete a “Bulk Change Deed” to legally transfer direct debit liability to the new supplier or newly appointed Bureau. You or the Guarantor(s) remain liable to meet any future direct debit indemnity claims should they be received which survives termination of the Agreement in the event that the Bulk Change Deed process has not been executed or followed or any incoming supplier fails to pay Us for any future direct debit indemnity claims received following a transfer; and 4.1.11 be responsible for adhering to its sponsoring banks' agreed transaction and file limits for direct debits and BACS creditsimmediately notify Us of any change in the structure or ownership of the Company. 4.2 You acknowledge that Our ability to provide the Services is contingent on You complying with Your obligations set out in this clause. Accordingly, We shall have no liability to You or to any third party if We are unable to perform any of its obligations under this Agreement or the Services as a result of You having failed to comply with its obligations set out in this clause 4. 4.3 You shall at all times comply with the Appendices to these Product Specific Terms.

Your Obligations. 4.1 You shall: 4.1.1 promptly bring to the Client’s notice any Client Information issued by Us from time to timeprovide us with Your Service User Number, name and address; 4.1.2 [supply to Us all Documents properly completed or input Documents into the Direct Debit Credit System in accordance with Our instructions and deadlines in sufficient time to enable Us to supply the Accelerate Direct Credit Services in accordance with the BACS Rules;] 4.1.3 allow Us direct contact with and access to the Clients, where strictly necessary, in order to supply the Accelerate Services or investigate complaints and other matters; 4.1.4 co-operate with Us in all matters relating to the Accelerate Direct Credit Services; 4.1.4 use the Direct Credit System and submit Direct Credit Data Files in accordance with the Operating Instructions; 4.1.5 be responsible for the completeness and accuracy of the information You provide to be submitted in Direct Credit Data Files; 4.1.6 ensure at all times You have the right to pass to Us any information required to be passed to Us under this Agreement and that You are registered under the Data Protection (Charges and Information) Regulations 2018.; 4.1.6 4.1.7 as soon as reasonably practicable, notify Us of any variations in or amendments to a Client's details contained in Documents previously supplied to Us and as soon as reasonably practicable notify Us of any changes in the amounts payable by Clients, (including for the avoidance of doubt, any cancellations by a Client)Us; 4.1.7 4.1.8 if expressly agreed in writing with You, allow Us to publish Your name and logo on Our website, 4.1.8 4.1.9 keep any password and/or log-in details safe and secure and ensure they are used only by the nominated user; 4.1.9 4.1.10 not allow anyone else other than the relevant authorised user, access to the Direct Debit Credit System; 4.1.10 as soon as reasonably practicable, notify Us of any intended or agreed transfer of any Client's direct debits to another supplier and undertake to facilitate any such transition of Client direct debits in accordance with the BACS Rules governing a transfer; and 4.1.11 be responsible for adhering to its sponsoring banks' Sponsor Bank's agreed transaction and file limits for direct debits and BACS creditsDirect Credit Data Files. 4.2 You acknowledge that Our ability to provide the Services is contingent on You being a Direct Credit Service User and complying with Your obligations set out in this clauseclause 4. Accordingly, We shall have no liability to You or to any third party if We are unable to perform any of its obligations under this Agreement or the Services as a result of You not being a Direct Credit Service User, having failed your Service User Number suspended or cancelled for any reason or failing to comply with its Your obligations set out in this clause 4. 4.3 You shall at all times comply with the Appendices to these Product Specific Terms.

Your Obligations. 4.1 You shall: 4.1.1 promptly bring use the Services for your own internal business purposes only; 4.1.2 comply with the terms and conditions of this Agreement, including the Schedule, the terms of any Forms or eKFI Request Forms or any other requirements communicated by the Lenders directly to you; 4.1.3 register on-line with the Client’s notice URD and register with the Lenders, as appropriate; 4.1.4 comply with the terms and conditions of the URD (available on first logging- on onto the URD) and the Lenders’ individual registration processes; 4.1.5 comply with any Client Information issued by Us Lenders’ terms and conditions applicable from time to timetime which may relate, without limitation, to individual mortgage products, service levels or compensation, and which may be notified to you by the Lenders by post, fax, or email or by posting on the relevant Lender’s website; 4.1.2 supply 4.1.6 ensure that you are using up-to-date Forms, eKFI Request Forms and the latest mortgage product information by accessing downloads from the Source Database via the MortgageBrain Classic Software not less than once every 24 hours; 4.1.7 request Illustrations direct from the Lender where the MortgageBrain Classic Software shows Illustration Checking has failed; 4.1.8 ensure that any Illustration complies with the FSMA before sending to Us a mortgage applicant; 4.1.9 comply with all Documents properly completed or input Documents into applicable statutes, regulations, orders, rules, guidelines and guidance notes that affect the Direct Debit System in accordance with Our instructions mortgage market including those made under and deadlines in sufficient time to enable Us to supply the Accelerate Services in accordance with the BACS Rules; 4.1.3 allow Us direct contact with and access to the Clients, where strictly necessary, in order to supply the Accelerate Services or investigate complaints and other matters; 4.1.4 co-operate with Us in all matters relating to the Accelerate Services; 4.1.5 ensure at all times You have the right to pass to Us any information required to be passed to Us under this Agreement and that You are registered under the Data Protection (Charges and Information) Regulations 2018. 4.1.6 as soon as reasonably practicable, notify Us of any variations in or amendments to a Client's details contained in Documents previously supplied to Us and as soon as reasonably practicable notify Us of any changes in the amounts payable by Clients, (including for the avoidance of doubt, any cancellations by a Client); 4.1.7 if expressly agreed in writing with You, allow Us to publish Your name and logo on Our website, 4.1.8 keep any password and/or log-in details safe and secure and ensure they are used only by the nominated user; 4.1.9 not allow anyone else other than the relevant authorised user, access to the Direct Debit SystemFSMA; 4.1.10 ensure your continuing authorisation by the FCA in relation to all relevant regulated activities as soon as reasonably practicabledefined by FSMA and, in the event of cancellation or variation of your authorisation either on your own volition or at the FCA’s own initiative, shall notify Us Mortgage Brain of any intended such cancellation or agreed transfer of any Client's direct debits to another supplier and undertake to facilitate any such transition of Client direct debits in accordance with the BACS Rules governing a transfer; andvariation within seven days; 4.1.11 pay Mortgage Brain the Fees; 4.1.12 ensure that any terms and conditions that need to be brought to the attention of the mortgage applicant (your client) or have to be confirmed by you, whether on your own behalf or on behalf of the mortgage applicant to the Lenders are so complied with; 4.1.13 be responsible for adhering your connectivity to its sponsoring banks' the Internet or to Mortgage Brain’s servers or as agreed transaction and file limits in a Corporate Agreement, as applicable; 4.1.14 be responsible for direct debits and BACS creditsensuring your IT system is compatible with the MortgageBrain Classic Software and/or the e-trading System as applicable. 4.1.15 be responsible for securing data stored within the MortgageBrain Classic Software on your hard drive or server as appropriate. 4.2 You acknowledge that Our ability Before you may use the e-trading System to provide send Content electronically to the Services is contingent Lenders you must register on You complying with Your obligations set out in this clause. Accordingly, We shall have no liability to You or to any third party if We are unable to perform any of its obligations under this Agreement or the Services as a result of You having failed to comply with its obligations set out in this clause 4URD. 4.3 You shall at all times ensure you are properly authorised by the FCA and that the use and appearance of any information and data, as appropriate, will comply with all applicable statutes, regulations, orders, rules, guidelines and guidance notes that affect the Appendices mortgage market, including those made under and in accordance with the FSMA. You will comply with all applicable laws, regulations, guidelines and codes of practice so affecting you including, but not limited to, those relating to these Product Specific Termsa regulated firm’s reporting requirements. You, as an authorised firm, will be liable for any breach of or under the FSMA including but not limited to any breach of the relevant provisions of MCOB relating to the accuracy of any Illustrations supplied to a mortgage applicant. 4.4 Notwithstanding termination of this Agreement, you shall permit Mortgage Brain to access and use data forming part of Content for any or all of the following purposes: 4.4.1 statistical analysis of usage of Lenders’ mortgage products; 4.4.2 in connection with obtaining quotes for other products offered by the Lenders where you have opted to receive such quotes; 4.4.3 in connection with the business activities of Mortgage Brain and its affiliates from time to time.