Compliance > General Terms & Conditions
I agree that my use of any of Global-Re (from now on “The Insurer” which term shall include its officers, directors, employees, agents, successors and assigns) electronic Insurance/Reinsurance services will be per the following terms and conditions (“Terms”), and that use of any of the Insurance/Reinsurance”s electronic Insurance/Reinsurance channels signifies both my acknowledgment and acceptance of the terms and conditions below. In this Agreement, “I” “me” “my”, “you” and “your” means the undersigned individual, corporation, partnership or association, and such Person”s successors and permitted assigns. These Terms apply to your use of any electronic Insurance/Reinsurance service whenever you subscribe to the electronic Insurance/Reinsurance service even if you subscribe after you begin to use a product.
1. Definitions and Interpretation
1.1 The following words shall have the following meaning when used in these Terms unless the context otherwise requires: 1.1.1 Account means, where applicable, each account you open with the Insurance/Reinsurance 1.1.2 Account opening terms mean the terms and conditions governing the opening and operation of the Account and related services in the jurisdiction and all supplements and additions to it; 1.1.3 Communications means any instructions or information from, or purporting to be from, me or my email address; 1.1.4 Content means any information, reports, images, links, graphics, software or other materials made available through the Electronic Insurance/Reinsurance Services; 1.1.5 Device means the computer and communications hardware, including its software, web internet access and additional technologies or means of access used from time to time for providing, supporting, accessing our platform, otherwise referable to the Electronic Insurance/Reinsurance Services; 1.1.6 Electronic Insurance/Reinsurance Services or e-Insurance/Reinsurance Services means the electronic Insurance/Reinsurance and other services as defined in Clause 2 that the Insurance/Reinsurance makes available to you under these Terms; 1.1.7 Electronic Instruction(s) means any communication, instruction, order, message, data, or information received by the Insurance/Reinsurance via e e-Insurance/Reinsurance Services or pursuant to e-Insurance/Reinsurance Services, or otherwise referable to your Security Codes or those of your Users (including information delivered to the Insurance/Reinsurance offline); 1.1.8 Group means the subsidiaries and affiliates of Global-Re; 1.1.9 Mandate means all your written authorizations and mandates provided in such form and substance satisfactory to the Insurance/Reinsurance; 1.1.10 Notice has the meaning set out in Clause 19; 1.1.11 Person includes any (i) individual, corporation, firm, partnership, limited liability partnership, society, association, trade union, institution, business concern, organization; (ii) statutory body, agency or government authority; (iii) quasi-governmental, intergovernmental or supranational body; or (iv) regulatory, fiscal, taxing or other authority or organization, in each case whether local or foreign; 1.1.12 Personal Data means data which relate to an individual who can be identified (i) from the data or (ii) from data and other information which is in the Insurance/Reinsurance”s possession or is likely to come into the Insurance/Reinsurance”s possession; 1.1.13 Purposes has the meaning set out in Clause 10; 1.1.14 Security Code means and refers to any user identification, password, mobile access code, authorization number, confirmation number, confidential information, encryption key, programs, mechanisms, procedures or other such information used in connection with or to gain access to, verify or protect the security and operation of the Web Site, the Electronic Insurance/Reinsurance Services, Account or other sensitive information; 1.1.15 Transaction means activity affecting an Insurance/Reinsurance account and performed by the account holder or at his or her request through the Electronic Insurance/Reinsurance Services by you or your Users; 1.1.16 Users mean the individuals or persons whom you have authorized or are deemed to have authorized to access and use the Electronic Insurance/Reinsurance Services and/or to act as your administrator(s) to administer certain administrative functions relating to the access and use of the Electronic Insurance/Reinsurance Services; and 1.1.17 Web Site means https://global-re.com/ and any individual internal web page linked from the said site and established and maintained by the Insurance/Reinsurance. The term “Web Site” shall not include any web site not controlled and maintained by the Insurance/Reinsurance.
2. ELECTRONIC Insurance/Reinsurance SERVICES
2.1 Electronic Insurance/Reinsurance Services. A range of Insurance/Reinsurance and other services or facilities provided by the Insurance/Reinsurance, from time to time, through the Web Site or any software application, as contemplated by this Agreement and include but may not be limited to online Insurance/Reinsurance, mobile Insurance/Reinsurance, SMS Insurance/Reinsurance, phone Insurance/Reinsurance, electronic alert, online account services, fund transfer services, and online statements. If the Insurance/Reinsurance issues any guidelines in connection with the use of any Electronic Insurance/Reinsurance Services, the instructions must be followed whenever anyone accesses the electronic Insurance/Reinsurance service. The Insurance/Reinsurance will not be liable for any loss you incur as a result of any failure to do so. 2.2 Online Statements. The Insurance/Reinsurance may provide electronic access to periodic statements and other information or documents related to your Account. The access may be subject to your agreement to receive information through electronic communications. You will be able to view your previous Account statements for a period of twelve (12) months from the statement date. You agree and understand that you may download and save or print Account statements at your convenience so that you may access or maintain them in your records or in the event the Electronic Insurance/Reinsurance Services becomes temporarily or otherwise unavailable. You may receive a paper copy of your Account Statements previously obtained through your use of Electronic Insurance/Reinsurance Services at your request. A fee may apply for any additional paper copies of Account statements. A paper copy of Account statements may be obtained until this copy is no longer required to be maintained as permitted by applicable law or regulation.
3. ELECTRONIC Insurance/Reinsurance TRANSACTIONS
3.1 Using electronic equipment. When you make a Transaction with electronic equipment using a Security Code, you authorize the Insurance/Reinsurance to act on the instructions entered into that electronic equipment. The Insurance/Reinsurance will treat the use of the Security Code as evidence that you or an authorized Person issued the guidelines (see Clause 7 (Electronic Instructions) for more details). If it is not possible to direct an electronic Insurance/Reinsurance service to a specified account in accordance with the instructions you or an authorized Person gives the electronic equipment, the Insurance/Reinsurance may direct it to any account that is linked to your Security Code, Personal Data, or Account information. 3.2 Availability. Electronic Insurance/Reinsurance services and certain facilities under the electronic Insurance/Reinsurance service may be available only for certain types of accounts and not others. 3.3 Eligibility. You and each authorized Person must be at least 18 years of age to use electronic Insurance/Reinsurance services. Electronic Insurance/Reinsurance service will only be made available to you (a) if you are recorded as the legal and beneficial owner of the account and use of the electronic Insurance/Reinsurance service for the account is acceptable to the Insurance/Reinsurance, (b) that you have registered for the particular type of electronic Insurance/Reinsurance service and (c) you and each authorized Person has complied with the activation procedures specified by the Insurance/Reinsurance.
4.1 Provision of Mandate. You will provide the Insurance/Reinsurance with the Mandate in writing for electronic Insurance/Reinsurance services (if required) for each of your Users. If required by the Insurance/Reinsurance, you will ensure that each of your Users provides an acknowledgment in writing confirming receipt of the Security Code. Upon receipt of such Mandate and/or confirmation (if required), the Insurance/Reinsurance will activate access to Electronic Insurance/Reinsurance Services for you and/or your Users as soon as reasonably practicable. 4.2 Activation of Access. The Insurance/Reinsurance may not activate access to e-Insurance/Reinsurance services for you and/or your User(s) if the Insurance/Reinsurance is of the view that there is any discrepancy, ambiguity or contradiction in the information submitted to the Insurance/Reinsurance. Notwithstanding the foregoing, the Insurance/Reinsurance is not obliged to check the information submitted to the Insurance/Reinsurance for any discrepancy, ambiguity or contradiction. 4.3 Powers of Users. Certain Users may be appointed by you as administrators and, as such, have greater powers to perform certain actions, including changing certain configurations of the Electronic Insurance/Reinsurance Services and/or adding other Users. You are solely responsible for ensuring that your interests are adequately protected when making such appointments. The Insurance/Reinsurance may require you to execute additional forms if you wish to give a User the sole power to authorize Transactions. 4.4 Changes in Mandate. The Mandate for electronic Insurance/Reinsurance services and each of your Users applies only to Electronic Insurance/Reinsurance Services. Any change to the Mandate should be made in writing given under Clause 19, any such change to the Mandate for the Electronic Insurance/Reinsurance Services will in no way affect the Mandate for any other service provided by the Insurance/Reinsurance and vice versa. 4.5 Maintenance of Account. Your operation and maintenance of the Account (where applicable) are subject to the Account Opening Terms. If you close the Account, your ability to access the Account through the Electronic Insurance/Reinsurance Services will also be terminated.
5.1 Maintenance of Device. You will be solely responsible for purchasing, installing, and maintaining your own Device(s) and other facilities for accessing and using the Electronic Insurance/Reinsurance Services. You are solely responsible for ensuring that the Device is compatible and is formatted to interface with the Insurance/Reinsurance”s systems, including without limitation, the ability to support the Security Code required by the Insurance/Reinsurance, or established by you. It is your sole responsibility to monitor and regularly review the adequacy of your Device(s) and other facilities, and security arrangements protecting such Device(s) and other facilities from unauthorized access or use. 5.2 Hardware and Software Requirements. The Insurance/Reinsurance will notify you of the preferred hardware and software requirements (including updates that need to be installed) for accessing and using the Electronic Insurance/Reinsurance Services from time to time (the “Requirements”). The Insurance/Reinsurance will not be responsible for your failure to access or use the Electronic Insurance/Reinsurance Services if your Device(s) or other facilities do not satisfy the requirements. 5.3 Changes in Requirements. The Insurance/Reinsurance may, at any time, upgrade or change the Requirements by giving you at least thirty (30) days” prior notice. You will, at your own cost and expense, make any necessary upgrade or change to your own Device or other facilities to ensure continued access to and use of the Electronic Insurance/Reinsurance Services. The Insurance/Reinsurance may, at your request, inspect your Device or other facilities to ascertain whether you satisfy the requirements, and you will be responsible for any costs reasonably incurred as a result. 5.4 Restrictions on Use of Software. All rights and titles in the software belong to the Insurance/Reinsurance or the third-party vendor and, subject to the terms of the license pertaining to the software, you undertake: (a) to the extent permitted under applicable law, not to make copies of, distribute, modify or reverse engineer the software; (b) to use the Software solely for the purpose of accessing and using the Electronic Insurance/Reinsurance Services in accordance with its license requirements or other documentation provided with the software; and (c) not to do or omit to do any act which would cause the Insurance/Reinsurance to be in breach of its obligations to the third-party vendor, as notified to you in advance; and (d) to pay the Insurance/Reinsurance any license fee payable in respect of your use of the Software.
6. ELECTRONIC ADVICE
6.1 Provision of Electronic Advice. The Insurance/Reinsurance may allow you to receive requested prompts or notifications in respect of certain Content from time to time (the “Electronic Advice”). Such Electronic Advice will be transmitted to you using such mode of delivery as the Insurance/Reinsurance may determine from time to time. You will be responsible for any charges incurred in respect of your receipt of such Electronic Advice. Although the Insurance/Reinsurance will put in place reasonable safeguards, the Insurance/Reinsurance does not warrant the security of any Electronic Advice transmitted to you, and you accept the risk of the Electronic Advice being accessed by unauthorized third parties. 6.2 No Guarantee. You acknowledge and agree that Content provided via Electronic Advice may be subject to time lags, delays, it may be intercepted or lost, and the Insurance/Reinsurance does not guarantee the delivery, timeliness, or accuracy of the Electronic Advice. 6.3 Modification, Removal, Suspension, or Discontinuance. The Insurance/Reinsurance may, without giving any reason, modify, remove, suspend, or discontinue the provision of the Electronic Insurance/Reinsurance Services or the Content or any electronic Insurance/Reinsurance channels through which the Electronic Insurance/Reinsurance Services or the Content are provided, whether in whole or in part. To the extent not prohibited by any law, regulation, or the Insurance/Reinsurance”s internal policy or procedure, the Insurance/Reinsurance will endeavor to provide, wherever possible, reasonable notice of at least thirty (30) days regarding such modification, removal, suspension, or discontinuance. 6.4 No Warranties. Although the Insurance/Reinsurance will put in place reasonable safeguards, the Insurance/Reinsurance does not warrant that the Electronic Insurance/Reinsurance Services, electronic Insurance/Reinsurance channels or the Content will be provided uninterrupted, free from any errors, computer virus or other malicious, destructive or corrupting code, agent, program or macros, or that any defect will be corrected. No warranty of any kind, whether implied, express or statutory, is given in respect of the Content. 6.5 To the maximum extent permitted under applicable law, the Insurance/Reinsurance and/or its agents, third-party providers or licensors do not warrant the accuracy, suitability, adequacy, currency, availability, reliability or completeness of any market data, and are not liable to you or anyone else for any decision made or action taken by you in reliance on any market data or for direct, indirect, incidental, special, consequential, punitive or any other losses, damages, costs or expenses whatsoever even if the Insurance/Reinsurance is advised of the possibility of such losses, damages, costs or expenses. 6.6 Usage of Content. Any Content made available to you via the Electronic Insurance/Reinsurance Services is provided for your own use, and you must not link it to any web site or Content, reproduce any Content on any server, or redistribute or transmit such Content to any third party (whether for a charge or otherwise) without prior written consent from the Insurance/Reinsurance. The Electronic Insurance/Reinsurance Services offered may contain certain Content owned or controlled by third parties. The inclusion of such third party Content on the Electronic Insurance/Reinsurance Services does not constitute an endorsement of such third party Content, and any use of or reliance on such third-party Content is entirely at your own risk. 6.7 Restrictions on Access or Usage. You acknowledge and agree that due to legal or regulatory restrictions in other jurisdictions, you: (a) may not be able to access or use certain Electronic Insurance/Reinsurance Services from such jurisdictions; or (b) may be infringing certain legal or regulatory requirements when accessing or using certain Electronic Insurance/Reinsurance Services from such jurisdictions. It is your duty to ascertain whether any such legal or regulatory restrictions exist, and the Insurance/Reinsurance will not be liable for any losses, damages, costs or expenses arising out of your inability to access or use such Electronic Insurance/Reinsurance Services or any contravention of such legal or regulatory requirements. The Insurance/Reinsurance may take steps to prevent such Electronic Insurance/Reinsurance Services from being accessed or used in any jurisdiction as the Insurance/Reinsurance may determine from time to time.
7. ELECTRONIC INSTRUCTIONS
7.1 Authorized Users. You must ensure that only Users with proper and valid authority (within any limits set by you on the relevant Users) send or transmit or authorize the sending or transmission of Electronic Instructions to the Insurance/Reinsurance via the Electronic Insurance/Reinsurance Services. 7.2 Receipt of Electronic Instructions. The Insurance/Reinsurance is not deemed to have properly received any Electronic Instruction transmitted by you via the Electronic Insurance/Reinsurance Services until such Electronic Instruction is received by the Insurance/Reinsurance”s system hosting the Electronic Insurance/Reinsurance Services. Any Electronic Instruction received by the Insurance/Reinsurance after the relevant cut-off time on a business day (as notified to you from time to time) or on a non-business day will be treated as an Electronic Instruction received on the next business day. 7.3 Presumption of Authenticity. You authorize the Insurance/Reinsurance to treat all Electronic Instructions received as instructions or other communications properly authorized by you and binding upon you, even if made fraudulently and even if they conflict with the terms of any other instructions given by you. 7.4 Processing of Electronic Instructions. You agree and acknowledge that your Electronic Instructions may not be processed immediately, around the clock, or in a timely manner. The processing of your Electronic Instructions is dependent, among other things (i) on the time and day that such Electronic Instructions are received by the Insurance/Reinsurance, or the business hours of any exchange, fund manager or any other party processing your Electronic Instructions or (ii) on the accuracy of these Electronic Instructions. If the Insurance/Reinsurance has reason to suspect that there is any error, fraud, forgery, or if the Insurance/Reinsurance is of the view that it is inaccurate or incomplete. To the maximum extent permissible under applicable law, the Insurance/Reinsurance will not be liable for any losses, damages, costs or expenses (whether arising directly or indirectly) which you may suffer or incur because of the Insurance/Reinsurance exercising its rights under this Clause or acting upon or relying on such erroneous, fraudulent, forged, incomplete or inaccurate Electronic Instructions. Notwithstanding the foregoing, the Insurance/Reinsurance is not required to investigate the authenticity or authority of Persons (whether Users or otherwise) effecting the Electronic Instructions or to verify the accuracy and completeness of the Electronic Instructions. 7.5 Roles and Responsibilities. You agree and acknowledge that: (a) the processing of Electronic Instructions or Transactions is subject to the Insurance/Reinsurance”s standard procedures, service standards, and pricing schedules; (b) the Insurance/Reinsurance is appointed by you and not by any other party; (c) you are responsible for the accuracy and completeness of these Electronic Instructions; (d) the Insurance/Reinsurance”s role in each Transaction is limited to being the service provider of the Electronic Insurance/Reinsurance Services, and the Insurance/Reinsurance does not act as your agent or have any fiduciary relationship with you with respect to each Transaction. 7.6 Cancellation of Electronic Instructions. If you request cancellation or modification to your Electronic Instructions, the Insurance/Reinsurance will use reasonable endeavors to give effect to such requests. However, the Insurance/Reinsurance is not liable to you if the Insurance/Reinsurance is unable to give effect to such a request. 7.7 Adequacy of Security Procedures. You acknowledge and agree that the Electronic Insurance/Reinsurance Services provide commercially reasonable security procedures to: (a) verify that Electronic Instructions originate from you or your Users; (b) verify that Electronic Instructions are not altered during transmission to the Insurance/Reinsurance via Electronic Insurance/Reinsurance Services; (c) indicate your or your Users’ accurate intention You also acknowledge and agree that such security procedures are reliable and appropriate for the purpose for which the Electronic Instructions are generated or communicated. 7.8 Request for Additional Information. The Insurance/Reinsurance may at its discretion and without giving any reason (a) require you and/or your Users to provide alternative proof of identity; (b) require any Electronic Instructions to be confirmed through alternative means; (c) decline to act or refrain from acting promptly upon any Electronic Instructions (e.g., where the Insurance/Reinsurance needs to verify the accuracy or authenticity of the Electronic Instructions); (d) determine the order of priority in effecting any Electronic Instructions, the Transactions, and other existing arrangements you have made with the Insurance/Reinsurance. 7.9 Confirmation upon Processing of Electronic Instructions. Unless you receive a confirmation or acknowledgment of receipt from the Insurance/Reinsurance, Electronic Instructions sent through the Electronic Insurance/Reinsurance Services may not have been received by the Insurance/Reinsurance and, accordingly, may not be carried out or processed. 7.10 Correction of Account. If any payment has been made by the Insurance/Reinsurance pursuant to your Electronic Instructions, the Insurance/Reinsurance shall be entitled, at any time, to (a) debit the Account (where applicable) with the amount paid by the Insurance/Reinsurance; (b) dishonor or return instruments and/or reverse any other payment instruction from you if there are insufficient funds available in the Account.
8.1 Compliance with Security Requirements. You must comply with all requirements, instructions, and specifications relating to the Security Code as prescribed by the Insurance/Reinsurance from time to time. The Insurance/Reinsurance may, from time to time, require the replacement or modification of any Security Code, or terminate the use of any Security Code. 8.2 Dispatch of Security Codes. The Security Code may be dispatched by the Insurance/Reinsurance to you and/or your Users or collected by you and/or your Users using any means as the Insurance/Reinsurance may prescribe from time to time. While the Insurance/Reinsurance will take measures to ensure that such means of dispatch are reasonably reliable, you will be responsible for any loss, damage, cost, or expense howsoever arising from the loss of such Security Code. 8.3 Authority of Users. You acknowledge and agree that your Users are severally and/or jointly (as the case may be) authorized to give Electronic Instructions on your behalf, even if such Electronic Instructions conflict with other orders or instructions given by you at any time, including other orders or instructions relating to the operation of your Accounts (where applicable). Your Users shall act as your agent when accessing and/or using the Electronic Insurance/Reinsurance Services. 8.4 Revocation of Authority. You must ensure that each of your Users is aware of, and comply with, these Terms. If any User is no longer authorized to access and/or use the Electronic Insurance/Reinsurance Services, you must ensure that the appointment of such User is revoked by way of a Transaction performed by your administrator, or that the Insurance/Reinsurance is otherwise notified in writing immediately. 8.5 Presumption of Authority. Unless the Insurance/Reinsurance receives written notice from you under Clauses 8.4 or 9.1, the Insurance/Reinsurance may rely and act on the correct entry of the Security Code(s) as conclusive evidence of the authenticity of an Electronic Instruction and authority of the originator of such Electronic Instruction. You are responsible and liable for all transactions entered into or purported to be entered into on your behalf. 8.6 Responsibility for the use of Security Codes. You are responsible for the use of any Security Code issued to you or your Users. You will use your best endeavors to ensure that there is no unauthorized use of any Security Code or the Electronic Insurance/Reinsurance Services. The Security Code is to be used solely by you and/or your User. You must ensure that (a) the Security Code is kept secret; (b) not write down or otherwise record the Security Code without disguising it; and (c) change the Security Code regularly and in any event, no less frequently than ninety (90) days. You are prohibited from using your computer, browser, or other Device to store the Security Code used to authorize or authenticate your use of Electronic Insurance/Reinsurance Services. 8.7 No Tampering or Modification. You must not change, tamper or modify any part of the Insurance/Reinsurance”s system or the Security Code without the Insurance/Reinsurance”s prior written consent and you are responsible for all costs or expenses incurred by the Insurance/Reinsurance to rectify the system and/or the Security Code because of such unauthorized change, tampering or modification.
9. UNAUTHORIZED ACCESS TO SECURITY CODES
9.1 Notice Regarding Unauthorized Access. You must immediately notify the Insurance/Reinsurance in writing if you reasonably believe that any Security Code is lost, damaged, compromised or if there has been any unauthorized disclosure or use of the Security Code. The Insurance/Reinsurance will provide an acknowledgment confirming receipt of such notice as soon as reasonably practicable. The Insurance/Reinsurance is not deemed to have received such notice unless the Insurance/Reinsurance acknowledges receipt in writing, whether via email or otherwise. 9.2 Actions Upon Receipt of Notice. Once the Insurance/Reinsurance receives any Notice given under Clause 19, the Insurance/Reinsurance will: 9.2.1 as soon as reasonably practicable suspend or terminate the compromised Security Code(s); and 9.2.2 use reasonable endeavors to stop the processing of outstanding Electronic Instructions originating from the compromised Security Code. Without prejudice to the generality of Clause 8.5, you will be bound by all Transactions arising from Electronic Instructions, which the Insurance/Reinsurance relied upon before such suspension or termination, or the processing of which the Insurance/Reinsurance is unable to stop. 9.3 Replacement of Security Codes. Following the occurrence of any event referred to in Clause 9.1, the Insurance/Reinsurance may issue replacement Security Codes to you and charge a replacement fee.
10 DISCLOSURE OF ACCOUNT INFORMATION AND PERSONAL DATA
11. INTELLECTUAL PROPERTY RIGHTS AND CONFIDENTIALITY
11.1 No Rights Transferred. You acknowledge that, except as expressly provided under these Terms or other agreements between the parties, you do not acquire any proprietary or intellectual property rights in any Content, information, data, software or other materials provided by the Insurance/Reinsurance in connection with Electronic Insurance/Reinsurance Services (including the Security Code). To the extent that you may acquire any such rights, you agree to (a) transfer and assign these rights to the Insurance/Reinsurance and (b) sign any additional documents the Insurance/Reinsurance may require to effect this. 11.2 Confidentiality of Data Transmitted. Any data, information or message transmitted to you through the Insurance/Reinsurance”s system and/or via the Electronic Insurance/Reinsurance Services is confidential and intended for the sole use of the intended recipient. If you are not the intended recipient, you should immediately notify the Insurance/Reinsurance and delete or destroy such data, information or message (and all copies). 11.3 Confidentiality of Other Information. You must keep and must ensure that any Person given access remains confidential, all information about the Electronic Insurance/Reinsurance Services, the Insurance/Reinsurance”s system, the Security Code, and any Content. You may only disclose such information to your Users and employees only to the extent strictly necessary for the proper use of the Electronic Insurance/Reinsurance Services.
12. REPRESENTATIONS AND WARRANTIES
12.1 You represent and warrant at all times that: 12.1.1 all information that you provide to the Insurance/Reinsurance in connection with the Electronic Insurance/Reinsurance Services (including your particulars and those of your Users) is complete, true and accurate; 12.1.2 you are (i) validly existing; (ii) not insolvent; and (iii) legally capable of entering into and performing your obligations under these Terms and any applicable laws; and 12.1.3 you have satisfied all conditions and performed all actions required to be taken in order to (i) enable you to lawfully enter into and perform your obligations under these Terms, and any applicable laws; and (ii) ensure that those obligations are valid, legally binding and enforceable.
13. INDEMNITIES AND LIMITATION OF LIABILITY
13.1 Assumption of Risks. You acknowledge there are certain security, corruption, transmission error, and availability risks associated with using the Electronic Insurance/Reinsurance Services and agree, to the maximum extent permitted under applicable law, to assume such risks. 13.2 Limitation of Liability. To the maximum extent permitted under applicable law, you acknowledge and agree that the Insurance/Reinsurance and each of its providers are not liable to you for: 13.2.1 any indirect, consequential, special or punitive loss or damage arising from the provision of the Electronic Insurance/Reinsurance Services, whether arising based on a claim in contract, tort (including negligence), breach of statutory duty or otherwise; 13.2.2 any losses, damages, costs or expenses (whether direct or indirect, and whether foreseeable or not) which you may suffer or incur, whether arising based on a claim in contract, tort (including negligence), breach of statutory duty or otherwise, arising from (i) any unavailability of the Electronic Insurance/Reinsurance Services, (ii) your access or use or your inability to access or use the Electronic Insurance/Reinsurance Services, the Web Site or the Content, (iii) the installation and/or use of the software; (iv) failure of the Insurance/Reinsurance”s system and/or Security Code, (v) any information in relation to the system and/or the Content being inaccurate in any manner whatsoever, (vi) any failure to receive or delay in receiving Electronic Instructions because of any failure of your Device or other facilities or the telecommunication links used to transmit the Electronic Instructions, (vii) any delay where the contents of an Electronic Instruction are ambiguous, incomplete or otherwise inaccurate, (viii) any unauthorized use of the Security Codes or the Electronic Insurance/Reinsurance Services; (ix) any breach of security or unauthorized use of, corruption or transmission error associated with, your Device or other facilities, (x) any act or omission of telecommunications carriers, internet service providers or any other third party provider or sub-contractor of the Insurance/Reinsurance, (xi) the exercise of any of our rights under these Terms, (xi) the Insurance/Reinsurance”s reliance on such information submitted; or (xiii) any loss of revenue or business opportunities, loss of profit, loss of anticipated savings or business, loss of data, loss of goodwill or loss of value of any equipment including loss of anticipated savings or business, loss of data, loss of goodwill or loss of value of any equipment including software; or (xiv) any event or circumstance beyond the Insurance/Reinsurance”s control, including any governmental restriction, intervention or imposition of emergency procedure or suspension of trading by any relevant market, civil order, act or threatened act of terrorism, natural disaster, war or strike. 13.3 Liability Arising from the Use of Providers. You acknowledge and agree that the Insurance/Reinsurance may use the providers to carry out any of the Electronic Insurance/Reinsurance Services. To the maximum extent permitted under applicable law, the Insurance/Reinsurance is not liable for any default on the part of such providers. 13.4 Indemnities. To the maximum extent permitted under applicable law, excepting fraud, gross negligence or willful misconduct, you agree to hold harmless and indemnify the Insurance/Reinsurance from and against any claim, demand, action or proceeding which may be made against the Insurance/Reinsurance and any losses, damages, costs or expenses (including legal fees) which the Insurance/Reinsurance may incur or suffer (directly or indirectly) because of: 13.4.1 any breach or non-compliance by you of or with these Terms including any failure to obtain consent pursuant to Clause 10.9 above and any breach of the representations and warranties specified in Clause 12 above; 13.4.2 any unauthorized use by any party of the Security Code or any failure by you or any authorized user (a) to maintain adequate security measures for the Security Code and/or Device or (b) to ensure the physical security of the Device used; 13.4.3 any failure or malfunction of your Device used in connection with the Electronic Insurance/Reinsurance Services; 13.4.4 any computer viruses or other malicious, destructive or corrupting code, agent, program, macros or other software routine or hardware components designed to permit unauthorized access which has been introduced by you, which affects or causes the Electronic Insurance/Reinsurance Services and/or the Insurance/Reinsurance”s hardware, software and/or other automated systems to fail or malfunction; 13.4.5 any information or documents furnished by you to the Insurance/Reinsurance, which is or proves to have been incorrect or misleading in any material respect when provided; 13.4.6 the exercise of the Insurance/Reinsurance”s rights under these Terms; 13.4.7 the Insurance/Reinsurance acting or relying on the Electronic Instructions; or 13.4.8 your use or failure to use the Electronic Insurance/Reinsurance Services, 13.5 Compliance with Legal Obligations. The Insurance/Reinsurance can act in compliance with any order of a court, judgment or arbitral award served upon the Insurance/Reinsurance in relation to any Transaction, without your approval. The Insurance/Reinsurance may act pursuant to the advice of counsel with respect to any matter relating to these Terms, and to the maximum extent permitted under applicable law, will not be liable for any action taken or omitted in accordance with such advice. 13.6 Liability Arising from Compliance with Legal Obligations. In addition, the Insurance/Reinsurance is not liable for any loss, liability, delay or cost incurred by you as a result of the Insurance/Reinsurance taking such action as is necessary to comply with any legal or regulatory obligations in the jurisdiction in which the Insurance/Reinsurance operates or otherwise.
14. FEES AND CHARGES
14.1 Payment of Charges. Excepting Special Account holders, all other account holders must pay all charges, costs, and expenses associated with the provision of Electronic Insurance/Reinsurance Services and any and all ancillary services in accordance with the Insurance/Reinsurance”s fee schedule as published from time to time or as otherwise agreed between the parties and any other sums which you have agreed to bear under these Terms. You shall make all payments under these Terms free and clear of, and without deduction, withholding or set-off on account of any tax or levy or any other charges present and future. 14.2 Debiting of Charges from Account. You authorize the Insurance/Reinsurance to debit such charges, costs, expenses, and sums from any of your Account(s) with the Insurance/Reinsurance (where applicable), even if such debiting may result in your account being overdrawn. If such charges, costs, expenses, and sums are debited from your Account denominated in another currency, you agree that the Insurance/Reinsurance may convert the amount to be debited using the Insurance/Reinsurance”s prevailing exchange rates. You undertake to execute and furnish the Insurance/Reinsurance with such additional written authority as the Insurance/Reinsurance may require to effect such payment. 14.3 Liability for Taxes. In addition, you will be liable for any stamp tax, value-added tax or any other tax of a similar nature chargeable by law on any payment you are required to make to the Insurance/Reinsurance. If the Insurance/Reinsurance is required by law to collect and make payment in respect of such tax, you will indemnify the Insurance/Reinsurance against such payments.
15.1 You may terminate your use of Electronic Insurance/Reinsurance Services or withdraw any particular Account subscribed for Electronic Insurance/Reinsurance Services upon providing thirty (30) days” written notice to the Insurance/Reinsurance. 15.2 The Insurance/Reinsurance may, at any time and without liability to you, terminate your access to the Electronic Insurance/Reinsurance Services by giving you not less than thirty (30) days” written notice. No such termination will affect any Electronic Instruction given by you or an Authorized User, which is properly received by the Insurance/Reinsurance before the expiry of such notice. 15.3 Effect of Termination. If either party notifies to terminate access to or use of the Electronic Insurance/Reinsurance Services, you agree that at least 24 hours before the expiry of such notice of termination: 15.3.1 you will stop using any Security Code in respect of the Electronic Insurance/Reinsurance Services; 15.3.2 you will preserve all data pertaining to or received via the Electronic Insurance/Reinsurance Services and all software provided by the Insurance/Reinsurance (including any copies you have made) from your system unless otherwise notified by the Insurance/Reinsurance. If the Insurance/Reinsurance requires you to destroy or delete any such data, you must do so following any data removal procedure that the Insurance/Reinsurance may prescribe; and 15.3.3 you will forthwith pay all charges, costs and/or expenses due to the Insurance/Reinsurance under these Terms. 15.4 Termination or Suspension of Access. Despite anything else in these Terms and without prejudice to any other rights or remedies which the Insurance/Reinsurance may have under these Terms or at law, the Insurance/Reinsurance may, in its sole discretion, and without liability to you immediately terminate or suspend your access to the Electronic Insurance/Reinsurance Services and/or stop the processing of any Transaction if the Insurance/Reinsurance is of the reasonable view that it would be in the Insurance/Reinsurance”s interest to do so, including where:
- you are in breach of these Terms or any other agreement with the Insurance/Reinsurance;
- such action is required to fulfill the Insurance/Reinsurance”s legal or regulatory obligations or to comply with an order of a court of competent jurisdiction or the Insurance/Reinsurance”s internal policies and procedures;
- you are insolvent, unable to pay your debts as they fall due, have a receiver, administrator or manager appointed over the whole or any part of your assets or business, make any composition or arrangement with your creditors or order or resolution is made for your dissolution or liquidation (other than for solvent amalgamation or reconstruction);
- any relevant license or authorization required for the Insurance/Reinsurance to satisfy these Terms, provide the Electronic Insurance/Reinsurance Services or operate the system, is terminated or suspended;
- you are or become subject to a regulatory investigation or inquiry and/or legal proceeding whereby continuing to offer the Electronic Insurance/Reinsurance Services to you is (in the Insurance/Reinsurance”s reasonable opinion) likely to raise reputational issues;
- such action is required to protect the Insurance/Reinsurance”s system from harm, including from any form of denial of service attack or viruses or malicious codes.
15.5 Continuing Effect. The termination of your access to and use of the Electronic Insurance/Reinsurance Services will not affect any provision of these Terms, which is capable of being performed and/or which survive, operate, or continue to have effect after such termination. Termination will not prejudice any right of action already accrued to a party in respect of any breach of these Terms by the other party.
16. FORCE MAJEURE
16.1 The Insurance/Reinsurance shall not be responsible for any failure or delay in performing any of its responsibilities to you or for any loss or damage arising directly or indirectly in relation to that where such failure or delay occurs because of circumstances beyond the Insurance/Reinsurance”s control including without limitation, labor difficulties or troubles, mechanical breakdowns, flood, fire, explosion, earthquake or similar catastrophe, acts of God, acts of government or any regulatory authority or agency or failures of transportation, communication or power supply (each a “Force Majeure Event”). The Insurance/Reinsurance”s responsibilities to you hereunder shall be suspended for so long as the Force Majeure Event continues, and the Insurance/Reinsurance agrees to notify you of the commencement or cessation of a Force Majeure Event. Either party may terminate the relationship if the Force Majeure Event continues for more than three months after the commencement thereof by written notice to the other party.
17. ACCEPTING RECORDS
17.1 Acceptance of Insurance/Reinsurance Records as Conclusive. Except for manifest error, you accept the Insurance/Reinsurance”s records of any Electronic Instructions, Transaction, or other Communication between you and the Insurance/Reinsurance as final and conclusive and binding on you for all purposes. 17.2 Notice Regarding Inaccurate Records. You must inform the Insurance/Reinsurance of any discrepancy or inaccuracy in any Electronic Advice, statement, or record that you receive from the Insurance/Reinsurance within thirty (30) calendar days from the date of such statement or record. If you fail to do so, you will no longer have the right to dispute the contents of such statement or record, and such statement or record shall be regarded as being final and conclusive and binding on you. You must maintain a copy of such Electronic Advice, statement, or record on file. 17.3 Admissibility of Records. To the maximum extent permissible under applicable law, you agree that all such records are admissible in evidence and will not dispute the accuracy or the authenticity of the contents of such records merely on the basis that a computer system produced such records.
18.1 You acknowledge and agree that: 18.1.1 the software for Electronic Insurance/Reinsurance Services is provided “as is” and, to the maximum extent permitted under applicable law, all representations, warranties, conditions and other terms implied by statute, common law or otherwise in respect of the software are excluded from these Terms (including, without limitation, the implied conditions, warranties or terms as to satisfactory quality, fitness for purpose or the use of reasonable skill and care). 18.1.2 certain electronic Insurance/Reinsurance channels may only be accessed and used by specified users. You further acknowledge that the Electronic Insurance/Reinsurance Services, the Content, and the electronic Insurance/Reinsurance channels are provided on an “as is”, “as available” basis only and that the periods during which the Electronic Insurance/Reinsurance Services may be available are subject to change. Neither party is liable if any communication is delayed, intercepted, lost, or otherwise failed to reach the other party during the process of delivery, transmission, or dispatch, or the contents of any communication is disclosed to any third party during the process of delivery, transmission or dispatch. 18.1.3 Electronic Insurance/Reinsurance Services may be limited to specific amounts or values set by law, by the Insurance/Reinsurance or by the owner or operator of the electronic equipment. For example, there may be maximum and minimum daily withdrawal amounts that may vary.
19.1 Consent to Receive Electronic Notice. You agree that the Insurance/Reinsurance will provide notices, information, or other communications by electronic communications to you by emailing such notices or information to your registered electronic mail (“E-mail”) address or through a notification on the e-Insurance/Reinsurance App. You further agree that you will maintain and regularly check your registered E-mail address. You will be responsible for printing and saving any important information that you receive from the Insurance/Reinsurance electronically. You may withdraw your consent to receive information electronically at any time upon providing written notice to the Insurance/Reinsurance. 19.2 Addresses for Notices. All notices, demands or other communications required or permitted to be given under these Terms (the “Notices”) must be in writing. Such Notices shall be delivered by facsimile or by electronic mail addressed: 19.2.1 in the case of a Notice to you, to the facsimile number or electronic mail address, last registered with the Insurance/Reinsurance; and 19.2.2 in the case of a Notice to the Insurance/Reinsurance, using the appropriate address and other contact details provided by the Insurance/Reinsurance to the Client from time to time. Communications from you to the Insurance/Reinsurance shall be deemed to have been received upon acknowledgment of receipt by the Insurance/Reinsurance. 19.3 Receipt of Notices. You are deemed to receive any Notice sent by the Insurance/Reinsurance in respect of the Electronic Insurance/Reinsurance Services (a) if delivered personally, at the time of delivery; (b) if sent by prepaid registered post, twenty (20) business days after posting; (c) if sent by facsimile, at the time shown in the transmission report as being successfully sent; and (d) if sent by email, at the time the Insurance/Reinsurance sends it to your last registered email address. 19.4 Duty to Update. You must promptly inform the Insurance/Reinsurance in writing of any change in your mailing address, fax number and/or email address for communication or any of your relevant particulars available in the Insurance/Reinsurance”s records (including signature, authorized signatory and/or mandate) and send the Insurance/Reinsurance all supporting documents required by the Insurance/Reinsurance. The Insurance/Reinsurance will need a reasonable time period, not being less than 7 (seven) business days from receipt, to act and affect the change in the Insurance/Reinsurance”s records, after which, the Insurance/Reinsurance may rely on the change. You acknowledge that your consent to receive notices electronically means that you agree to provide the Insurance/Reinsurance with the information needed to communicate with you electronically (including your current E-mail address). 19.5 Applicability of this Provision. This Clause relates only to Notices in respect of matters concerning these Terms and Electronic Insurance/Reinsurance Services.
20.1 Information Requests. You must promptly provide the Insurance/Reinsurance or any relevant regulatory authority with any information or documentation requested from you to fulfill its legal or regulatory obligations or any requirements which the Insurance/Reinsurance needs or agrees to comply with from time to time. 20.2 Account Review. The Insurance/Reinsurance reserves the right to inspect and conduct an audit to ensure that you have complied with your obligations under these Terms, and you must forthwith comply with such requests and render all necessary help to the Insurance/Reinsurance. If any non-compliance is discovered as a result of such review, you will be responsible for any costs reasonably incurred in respect of the review and any remedial action. 20.3 Severability. Any term or provision of this Agreement which is invalid or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such invalidity or unenforceability without rendering invalid or unenforceable the remaining terms or provisions of this Agreement or affecting the validity or enforceability of any of the terms or provisions of this Agreement in any other jurisdiction. 20.4 Other Terms and Conditions. In addition to these Terms, the Account Opening Terms (where applicable) and the Insurance/Reinsurance”s General Terms and Conditions governing other services provided to you, will, unless otherwise specified in writing, continue to apply and bind you. Except as set out in such terms, the parties do not have any rights against each other concerning and have not relied on any oral or written representation, warranty or collateral contract made before the date of your application for Electronic Insurance/Reinsurance Services. If there is any conflict between such General Terms and Conditions and these Terms, the terms shall prevail in the following order of priority unless otherwise expressly stated: (i) the Insurance/Reinsurance”s General Terms and Conditions governing other services provided to you and (ii) the Account Opening Terms. 20.5 Amendments and Variations. The Insurance/Reinsurance reserves the right to amend these Terms at any time. You will be informed of such amendments in writing or any other appropriate manner of communication. The Insurance/Reinsurance will ordinarily give you at least thirty (30) days” notice of any changes. However, the Insurance/Reinsurance may implement changes without notice if the Insurance/Reinsurance determines that such changes are necessary to comply with any legal or regulatory requirements or to improve the Electronic Insurance/Reinsurance Services provided to you by the Insurance/Reinsurance. If you or any User continue to use the Electronic Insurance/Reinsurance Services after the effective date of such change, you are deemed to have agreed to the same. 20.6 Assignment and Transfer. Use of and access to the Electronic Insurance/Reinsurance Services is personal to you. You may not assign or otherwise dispose of any benefit which you may receive under these Terms to any third party without the written consent of the Insurance/Reinsurance. The Insurance/Reinsurance may transfer any or all of its rights and obligations under these Terms without notice to or consent from you to a member of the Group or otherwise. Upon completion of the transfer, the transferee will assume all transferred rights and obligations from the date of the transfer. Also, the Insurance/Reinsurance may, without notice to or consent from you, delegate or sub-contract any rights or obligations under these Terms to any third party and appoint third party providers, agents, or sub-contractors to provide the whole or part of the Electronic Insurance/Reinsurance Services. In connection with any assignment by the Insurance/Reinsurance, you now irrevocably consent to the disclosure of information about you and this Agreement in connection with such transfer or assignment. You acknowledge that the Insurance/Reinsurance has not made any representation, warranty, or covenant to you concerning the transfer or assignment of all or any part of this Agreement. 20.7 Governing Law and Exclusive Jurisdiction. These Terms and any obligations arising from here are governed by and construed following the laws of the country where the reinsurance is licensed. Unless the Insurance/Reinsurance elects otherwise in writing, all disputes arising from or in connection with these Terms shall be resolved before the courts and you agree to submit to the jurisdiction of the Courts of the country where the reinsurance is licensed. No forbearance, delay or indulgence by the Insurance/Reinsurance enforcing Terms shall prejudice or restrict its rights. No waiver of rights shall operate as a waiver of any subsequent breach, and no right, power or remedy herein conferred upon or reserved for the Insurance/Reinsurance is exclusive of any other right, power or remedy available to the Insurance/Reinsurance and each such right, power or remedy shall be cumulative, unless otherwise expressly stipulated in these Terms. You acknowledge that you have received a copy of this Agreement electronically. Your access to and use of the Website and Electronic Insurance/Reinsurance Services available through the Website is subject to compliance with all the terms outlined in this Agreement. Please read the Agreement carefully before you click on your acceptance thereof. If you are not willing to be bound by the terms and conditions of the Agreement, you should not click on your acceptance thereof or use the Website or Electronic Insurance/Reinsurance Services. By clicking on the button marked “I Agree” or by your use of the Website, Electronic Insurance/Reinsurance Services or Online Statements, you are signifying your acceptance of this Agreement and your intention to be bound by it as follows: I HAVE READ AND UNDERSTAND THIS AGREEMENT AND AGREE TO BE BOUND BY ALL OF ITS TERMS AND CONDITIONS.