Terms and conditions
Commercial Currency Internet Banking Service ("The Service")
Please read these Terms and Conditions carefully.
These Terms and Conditions set out the rights and obligations of you, the Business, and ourselves, the Bank, in connection with your use of the Service.
These Terms and Conditions are legally binding so please read them through carefully before you agree to them.
These Terms and Conditions:
- replace all earlier terms and conditions relating to the Service except where we advise you otherwise; and
- are in addition to the mandate's terms and conditions that apply:
(a) to the individual accounts you may be accessing through the Service;
(b) to the transactions you can authorise on those accounts through the Service. If there is a conflict between these Terms and Conditions and any other relevant terms and conditions, these Terms and Conditions will prevail; and
- do not replace any existing terms and conditions relating to other services or any mandate to operate your account.
1. DEFINITIONS: THE MEANING OF SOME WORDS AND PHRASES USED IN THESE TERMS AND CONDITIONS
1.1 Some words and expressions used in these Terms and Conditions have particular meanings as follows:
Authorised User(s)/User (s) means any individual who has completed the online registration process by providing to the Bank their full name, a Business Group Code, a Password, Memorable Information, their business e-mail address and the user type for which they are to receive authorisation and who has been approved by the Business in the manner agreed between the Business and the Bank and who has been confirmed by you as one of the following types of user:
Inputter: -is able to view information and account statements, input and amend instructions that have been referred back to them, but not check or release payment instructions. An Inputter is able to initiate and view electronic messages within the Secure Message Facility. Messages sent through the Secure Message Facility generated by this class of user will require checking and verification by a Checker before being submitted to the Bank.
Checker: -is able to view information and account statements, check or refer payment and Secure Message instructions initiated by authorised Inputters. Once released these become available to the Releaser.
Releaser: -is able to view information and account statements, release or refer payment and Secure Message instructions once approved by an authorised checker. An individual can only be allocated one of the user types indicated above within the Service at any given time.
Business means the entity whose details are registered for the Service whether it is a limited company, limited partnership, limited liability partnership or an ordinary partnership.
Business Group Code is a bank reference whereby the Bank groups all of the accounts of the Business which are required to be accessible through the Service.
Correspondent Bank is a bank in one country that acts as an agent for a bank in another country e.g. in the transmission of funds.
Country means each state or territory, or subdivision thereof, having a separate jurisdiction including for these purposes the Crown dependencies of Jersey, the Bailiwick of Guernsey and the Isle of Man.
Electronic Message means a message sent electronically by an Authorised User using the electronic messaging tool within the service.
Eligible/Your Account means all accounts whether in the name of the Business and/or its clients which are attached at any given time to the Business Group Code allocated to the Business.
Exchange Rate is the rate at which one currency may be exchanged against another.
Group account means collectively the accounts of the Business which are created and linked within our Globus information system to enable the Business to use the Service.
Lloyds Banking Group, which includes us and a number of other companies using brands including Lloyds Bank, Halifax and Bank of Scotland, and their associated companies. More information on the Lloyds Banking Group can be found at www.lloydsbankinggroup.com. For these purposes "associated companies" includes Lloyds Banking Group plc and any subsidiary, affiliate or other firm directly or indirectly controlled from time to time by either Lloyds Banking Group plc or us.
Memorable Information means the information selected by you and agreed between you and us for the Service that may be used to confirm your identity whenever you use the Service.
Normal Banking Hours refers to the office hours of the Bank in London UK, which are 9am to 5pm GMT, Monday to Friday (excluding days that are not Working Days).
Password means the secret word of at least eight characters using a combination of alpha and numeric characters agreed between you and us for the Service that is used to confirm your identity whenever you use the Service.
Secure Message Facility enables you the User to send and receive secure electronic messages via the Service.
Secure Messages are messages sent or received via the Secure Message Facility.
Security Tokens means collectively and individually the Password, Memorable Information, additional payment verification answers and the User ID agreed between you and us that are used to identify Authorised Users whenever they use the Service.
Service means the service provided by us that enables you, the Business, to obtain information from us and give us requests by a computer or other device linked to our Globus information system (among other things).
Service Software means any software supplied to you whenever you access the Service and any other software we supply to you for this purpose from time to time.
User Guidance means the guidelines we provide from time to time in connection with your operation of the Service. Such guidance may be issued (but not limited to):
- in hard copy form (for example, in a user manual or by letter);
- spoken guidelines (through any technical helpdesks which may be provided); and,
- in any message sent to you through, or on any online help service available as part of the Service (including the Service Helptext).
User ID means an alpha numeric user name, unique to each individual customer
We/us/our/Bank refers to Lloyds Bank Corporate Markets plc.
Working day means any day except a Saturday, Sunday, or a public holiday or bank holiday in the Country in which your account(s) are held.
You/your means the Business which becomes registered with us for the use of the Service.
Your System means the electronic equipment used by you to access the Service.
2. THE ACCOUNTS ON WHICH YOU MAY USE THE SERVICE
2.1. By agreeing to these Terms and Conditions, you agree that the Service will be available to any Authorised User who is authorised by the Business in accordance with these Terms and Conditions on all eligible accounts in your name with us whether open now or opened in the future. The Service cannot be used on some types of accounts and we will advise you on request as to which accounts are eligible.
2.2. Unless specifically requested by you in writing to the contrary; all present and future accounts for the Business shall be automatically attached to the Business Group Code. This will include accounts both in the name of the Business and those in the names of its present and future clients. All such accounts will be immediately accessible to any Authorised Users through the Service. The Bank will supply you with a full list of all eligible accounts attached to the Business Group Code upon written request.
2.3. In order to use the Service, you must:
2.3.1. be a properly constituted company, limited partnership, limited liability partnership or ordinary partnership established in the jurisdiction whose laws govern laws these Terms and Conditions are governed or in such other jurisdiction as you specify to us and by signing these Terms and Conditions you confirm that you are properly constituted;
2.3.2. meet our registration requirements and register with us for use of the Service;
2.3.3. have authority to agree on behalf of the Business to these Terms and Conditions.
3. FOLLOWING OUR USER GUIDANCE
3.1. User Guidance will be made available to you on the operation of the Service. This guidance will be within viewable screens within the Service. User Guidance will cover (among other things) the time when the Service is available, how to access and operate the Service, what you can and cannot do within the Service and the time it usually takes to carry out particular types of transaction using the Service. You must ensure that Authorised Users, follow all the relevant User Guidance whenever Authorised Users access and operate the Service.
3.2. We may inform you from time to time about changes to the way Authorised Users access or operate the Service; Authorised Users must comply with any such changes.
3.3. It is the responsibility of Service Administrators to revoke the User accounts of Authorised Users should they leave the employment of the Business.
4. YOUR RESPONSIBILITIES FOR SECURITY
4.1. You must ensure:
4.1.1. that only Authorised Users are able to access the Service, to view accounts, make payments and/or issue instructions; and
4.1.2. that Authorised Users keep strictly to the security procedures outlined in these Terms and Conditions.
Types of Authorised User and applying for Authorised User status
4.2. Before an Authorised User is able to access the Service they must complete the on-line part of the registration process following the guidance given on screen.
4.3. The Authorised User must enter their Password and Memorable Information whenever they seek to access the Service.
4.4. The Bank will agree a process with you whereby you confirm that an individual is suitable for the type of user status for which they apply in their online registration. The Bank will not allow the Authorised User to access the Service until such confirmation has been obtained from you.
Safeguarding your Security Tokens
4.5. In connection with an Authorised User's Security Tokens:
4.5.1. Authorised Users must change their Security Tokens each time the Service requires them to do so. Authorised Users must not choose a Security Token they have used at any time before;
4.5.2. Whenever Authorised Users choose a Password, they must take care not to choose a word or number that is likely to be guessed by anyone trying to access the Service pretending to be them: for example, they should avoid their own or a relative's birthday, a child's name or initials, or any part of their telephone number;
4.5.3. Authorised Users must take all reasonable steps to ensure that all Security Tokens stay secret. They must not disclose details of any Security Token to someone else, even to other Authorised Users, or to a Bank staff member, or to someone giving assistance on a technical helpdesk in connection with the Service;
4.5.4. Authorised Users must not record any of their Security Tokens in a way that could make them recognisable to someone else.
4.5.5. If an Authorised User discovers, or suspects that their Password or Memorable Information is known to someone else, the Authorised User must immediately change them through the Service.
4.5.6. If it is not possible for the Authorised User to change their Password or Memorable Information the Authorised User or the Business must notify us, by telephoning us as soon as possible on the number advised in the User Guidance (or on any other number provided to you or the Authorised User from time to time for this purpose. We will suspend that Authorised User's access to the Service until new Security Tokens have been set up for them.
Checking your statements
4.6. If the Business or an Authorised User becomes aware of any transaction on any account that has not been validly authorised by an Authorised User, you must notify us immediately by telephoning us on the number advised in the User Guidance (or on any other number provided to you from time to time for this purpose). We will act upon telephone instructions from an Authorised User of the Business, which must later be confirmed in writing. The Business must check any bank statements we send within a reasonable time of receipt and notify us immediately of any errors.
Other security safeguards
4.7. Authorised Users must not allow anyone else to operate the Service on their behalf.
4.8. Authorised Users must not leave their System unattended while they are online to the Service.
4.9. Authorised Users must not access the Service from any computer connected to a local area network (LAN) without first making sure that no one else will be able to observe or copy their access or get access to the Service pretending to be them. The Business is responsible to ensure that this requirement is met within their organisation.
4.10. The Business and Authorised Users must comply with any other requirements designed to protect the security of the Service that are set out in the User Guidance or notified to the Business or to Authorised Users in any other way.
4.11. The Business is responsible for ensuring that all Authorised Users and their designation as a particular type of Authorised User remain valid. The Business agrees to immediately advise the Bank as soon as they become aware that an Authorised User is no longer valid or has a degree of service functionality no longer deemed appropriate. The Business agrees to respond promptly to any Bank requests, in any form, requiring confirmation or validation of Authorised Users and or their levels of functionality within the Service.
5. YOUR AUTHORITY TO US TO CARRY OUT AUTHORISED USER REQUESTS
5.1. You agree that the use of the Security Tokens is adequate to identify Authorised Users. We are entitled to act on all electronic requests given via the Service, without obtaining any further written or other confirmation from you and even if those requests are not actually given or authorised by an Authorised User.
Business liability for unauthorised requests
5.2. You will not be responsible, nor have any liability, for any request that is not authorised by you but is given using an Authorised User's Security Tokens if:
5.2.1. the request is given after you have notified us that you have discovered or suspect that any of an Authorised User's Security Tokens are known to someone else in accordance with Clause 4.5.5; or
5.2.2. the relevant Security Tokens have become known to the person giving the unauthorised request as a result of negligence or wilful default on our part.
5.3. If an Authorised User's Security Tokens are used to give unauthorised requests purporting to come from such Authorised User, and you or they have given us notification that their Security Tokens are known or might be known to someone else in accordance with Clause 4.5.5, then your liability will be limited to the first £50 of any resultant loss unless:
5.3.1. you or the Authorised User have acted fraudulently (in which case you will be liable for all of the loss); or
5.3.2. you or the Authorised User have failed to comply with the security procedures in Clauses 4.5 to 4.11 inclusive or have otherwise acted with negligence (in which case we may, at our discretion, hold you liable for all the loss).
5.4. You will be liable for instructions given using Authorised Users' Security Tokens in all other cases.
Acting on Authorised User requests
5.5. Authorised Users must not use the Service to create an unauthorised overdraft on any of your eligible accounts and we are entitled to refuse to accept a request that would do so. If an unauthorised overdraft is created, we may take any action we think fit and charge any interest and charges to the account in question (in line with the terms and conditions of that account). You agree that:
5.5.1. it is your responsibility to make sure that no unauthorised overdrafts are created; and
5.5.2. you must not rely on the operation of the Service to prevent an unauthorised overdraft being created. In particular, you must remember that any Visa Debit Card request (if applicable) and any payment request an Authorised User has given via the Service might take time to clear and might not always be reflected immediately in the balance of an account.
5.6. When we receive a payment request from you through the Service, we will be entitled to debit the payment plus any charges payable for the transaction from the account you have specified. Once you have given a request through the Service, you will not be able to reverse it. We will be under no obligation:
5.6.1. to reverse a request you have given; or
5.6.2. to accept a request that is conditional or reversible; or
5.6.3. to accept a request that does not give us sufficient information to put that request into effect or is incomplete or inaccurate; or
5.6.4. which requires us to pay a third party sooner than we would be able to pay them following our normal banking practices;
and we will accept no responsibility for any delay in processing your request as a result.
5.7. However, if you do ask us to reverse a request after you have given it, we may in our absolute discretion try to do so to the extent that this is possible under any applicable rules and practices. You will be responsible for any costs incurred by us as a result and for any loss arising from foreign Exchange Rate movements where cross currency rates apply.
5.8. We may, when we believe we are justified in doing so:
5.8.1. refuse an application for registration to the Service; or
5.8.2. refuse to grant access to an account requested by an Authorised User; or
5.8.3. refuse to carry out a request given via the Service; or
5.8.4. insist on written confirmation from the Business of a particular request; or
5.8.5. insist on clarification as to the nature and purpose of any payment instruction given via the Service. We may require such clarification to be in writing and or supported by copy documentation which we may or may not require to be suitably certified.
5.8.6. make additional security checks before acting on a particular request.
If we come to believe that a request may not have been properly authorised by you, we will be entitled, after making reasonable efforts to check whether it was properly authorised, to refuse to act on that request and to take steps to reverse any action already taken on the basis of that request and we will not be responsible for any loss to you that results from such a refusal or reversal.
5.9. A transaction may not always be processed immediately upon a request for it being given. Time may be required for some requests to be processed and certain requests may only be processed during Normal Banking Hours even though the Service may be operational outside such hours. We will not be liable for any loss to you that results from any reasonable delay in processing requests.
5.10. You provide us with data, information, instructions and messages at your own risk. You will ensure that all data transmitted to us for or in connection with the Service is correct and complete. You must notify us immediately about any errors, discrepancies or omissions.
5.11. You must honour your settlement and other legal obligations with respect to requests, payments and transactions effected through the Service.
6. CHANGES TO OPERATING TIMES OR DISRUPTIONS
6.1. The Service will usually be available for use at the times given in the User Guidance or displayed on relevant screens within the Service or at other times notified to you.
6.2. You accept, however, that routine maintenance requirements, excess demand on the systems and circumstances beyond our control may mean that it is not always possible for the Service to be available during the normal operating hours.
6.3. In connection with the Service, we are entitled at any time to:
6.3.1. change the mode of operation or the facilities available; or
6.3.2. end the Service.
6.4. If we decide to end the Service or withdraw facilities available through the Service, we will give you 30 days notice, or whatever shorter notice period may be reasonable in the circumstances.
7. LLOYDS BANK INTERNATIONAL COMMERCIAL CURRENCY INTERNET BANKING SERVICE: THE SOFTWARE AND HARDWARE
7.1. Each time you access the Service, it may automatically provide Your System with the Service Software necessary to enable you to access and operate the Service. Alternatively the Service Software may be supplied to you in some other way. It is your responsibility to ensure that the Service Software that is supplied to you is compatible with any computer or other device from which you access the Service and any software on that computer or other device.
Protecting against viruses
7.2. You must take all reasonable practicable measures to ensure that any computer or other device through which you access the Service is free of any computer virus and will not interrupt nor impair the operation of the Service and is adequately maintained in every way. The Service can be accessed through the Internet, a public system over which we have no control. You must therefore ensure that any computer or other device you use to access the Service is adequately protected against acquiring a virus.
Using other people's computers
7.3. You must not and you must not allow an Authorised User to access the Service using any computer or other device which you do not own unless you or the Authorised User have first obtained the owner's permission. If you or an Authorised User breaks this rule, you must compensate us for any loss we suffer as a result and we shall not be liable for any loss suffered by you as a result.
Access through third party services
7.4. We shall not be responsible for:
7.4.1. any services through which you or an Authorised User access the Service that are not controlled by us; and
7.4.2. any loss you may suffer as a result of your or an Authorised User using such a service. You must comply with all the terms and conditions of such a service and pay all the charges connected with it.
7.5. If you or an Authorised User access the Service from a Country other than Jersey or the Bailiwick of Guernsey or the Isle of Man, you are responsible for complying with the local laws of that country, including obtaining any licence needed for the import of the Service Software (and in particular, the encryption software which it contains) into that Country.
7.6. We shall each be responsible for protecting our own computers and/or networks from being affected by viruses, worms, etc, and neither of us shall be liable to the other for any negligent introduction on its part of any virus, worms, etc into the computers and/or networks of the other.
7.7. If you become aware of any unauthorised use of the Service Software, you shall notify us immediately on the number provided in the User Guidance (or any other number provided to you from time to time for this purpose).
8. INTERNATIONAL PAYMENTS
8.1. You understand that international payment instructions will be transmitted by such method as the Bank in its sole discretion may decide.
8.2. You understand that the liability of the Bank in respect of international payment transfers shall, in the aggregate, not exceed the amount requested to be transferred.
8.3. You acknowledge that the Bank must comply with domestic and international banking standards and with money laundering regulations and you authorise the Bank to include the name, address and account number of the remitter (i.e. your client) on the payment details sent to the receiving client's bank.
The Cross-Border Credit Transfers Regulations 1999 ("Regulations")
8.4. The Regulations will apply to most payments up to Euro 50,000 or equivalent, made between any of the member countries of the European Economic Area in the currency of one of those countries. These Regulations provide that compensation must be paid for late or failed payments in certain circumstances. When these Regulations apply, if there is any conflict between the Regulations and Clause 8.2, the Regulations shall prevail.
8.5. You acknowledge that the Service may enable you to issue your payment instructions at a time outside the Normal Banking Hours or outside other time or exceptional circumstance constraints (such constraints being specified within system guidance and to include international bank holidays and or world events whether physical or economic which are outside of our control) that might apply to certain types of payments or currencies for same day processing. In such circumstances you accept that the Bank will process the instruction on the next Working Day and:
8.5.1. for the value date specified within the instructions if normal banking practices allow; or
8.5.2. where normal banking practices do not allow; the earliest possible value date; or
8.5.3. in the event that no value date is specified we will seek to apply the earliest possible value date.
8.6. You acknowledge that where a currency conversion is required, the Bank will convert funds at the foreign Exchange Rate that the Bank is offering at the time at which your instruction is processed by the Bank, unless you have specifically requested that the rate be first agreed with an approved representative of the Business.
9. INTERNATIONAL DRAFTS
(This service is no longer available)
10. ELECTRONIC MESSAGING
10.1. We shall be entitled (but not obliged) to rely on Electronic Messages as conclusive evidence of:
10.1.1. the accuracy of the Electronic Message; and
10.1.2. the Electronic Message having been made with your express authority, without the need for any verification or investigation by the Bank.
10.2. Both you and we are aware that the electronic transmission of information cannot be guaranteed to be secure or error-free and that such information could be intercepted, corrupted, lost, destroyed, arrive late or incomplete or otherwise be adversely affected or unsafe to use. Each of us accepts the risk of the corruption, loss of or delay affecting any Electronic Message sent by it and except in the case of your or our own fraud, you or we respectively will not be liable to the other for any damage or loss caused to or suffered by the other for any such corruption, loss or delay. If an Electronic Message relates to a matter on which either of us wishes to rely, you or we (as the case may be) may (but shall not be obliged to) request a hard copy of such Electronic Message from the other.
10.3. The Service requires that all Electronic Messages are generated by an Authorised User with Inputter status and checked by Authorised Users both with a Checker and Releaser status.
10.4. You are responsible for ensuring all Authorised Users and any other person authorised to give instructions to us on your behalf comply with all requirements for sending Electronic Messages within the Service.
11. THE EXTENT OF OUR LIABILITY FOR YOUR LOSS OR DAMAGE
11.1. Subject to Clause 11.2 and 11.4, we are not liable for any loss or damage to you as a result of making the Service available to you, unless our negligence or our deliberate default directly causes the loss or damage. Examples of circumstances in which we will not be liable to you for loss or damage resulting to you through the use of the Service include (but are not limited to):
11.1.1. acting on a request given using your Security Tokens but which was not in fact authorised by you (the circumstances set out at Clauses 5.2 and 5.3, are exceptions to this rule);
11.1.2. any incompatibility between Your System and the Service;
11.1.3. any machine, system or communications failure, industrial dispute or other circumstances beyond our reasonable control that leads to the Service being totally or partially unavailable, to any failure, delay or interference with the transmission of requests and/or notifications given via the Service or to requests given via the Service not being acted upon promptly or at all;
11.1.4. your relying on any financial information provided as part, or by means, of the Service;
11.1.5. the currency, accuracy or completeness of any information provided to you by the Service or your relying on any financial information provided as part, or by means, of the Service.
11.1.6. any misuse of Your System by yourself or anyone else;
11.1.7. any access to information about your accounts that is obtained by a third party as a result of your using the Service (except where that access is obtained as a result of our negligence or deliberate default); and/or
11.1.8. any damage or loss to Your System caused by the Service Software
11.2. If we are liable for any loss or damage to you as a result of your use of the Service, we shall only be liable for loss or damage that, in the ordinary course of events, might reasonably be expected to result from the circumstances in question. We are not liable for any consequential or indirect loss or damage, nor any loss of profits, business, goodwill, revenue or anticipated savings or loss or corruption of data or any form of special damages whatsoever and howsoever arising and whether such liability was reasonably foreseeable or not and whether or not we have been advised of the possibility of such loss being incurred. This applies even when the loss or damage results from negligence or deliberate default on our part.
11.3. In connection with Clause 8.4 and 8.5, please note that the Service has no facility for you to let us know that it is especially important to you that a transaction is carried out by a particular time. If you need to know whether or not a request has reached us and whether it will be carried out by a particular time, you must speak to a member of our staff at the branch at which your account is maintained.
11.4. Nothing in these Terms and Conditions excludes our liability for personal injury, death or any fraudulent misrepresentation.
11.5. Any and all additional limitations and/or exclusions of liability contained or referred to in the terms and conditions that apply (a) to the individual accounts you may be accessing through the Service and (b) to the transactions you can authorise on those accounts through the Service shall continue to apply to such accounts and transactions and shall not be prejudiced by these Terms and Conditions.
12. BREACH OF THESE TERMS AND CONDITIONS
12.1. If you breach these Terms and Conditions you must compensate us on demand for any loss and for damage we suffer directly or indirectly as a result of your breaching any part of these Terms and Conditions.
13. ENDING YOUR USE OF THE SERVICE
13.1. You may terminate your right to use the Service at any time, by giving notice to us in writing or in any other way that we may specify to you from time to time for this purpose.
13.2. You may terminate the use of the Service entirely or with respect to a particular client within your eligible accounts. With respect to a specific client you acknowledge that termination of the use of the Service for such client number will result in all of that client's accounts being excluded from the Service. You accept that it is not possible to exclude a client's account and allow other accounts in the name of that same client to remain accessible within the Service. Termination requests must be received by the Bank in writing and signed in accordance with the governing account mandate for the Business. You acknowledge and accept that you will be bound by any properly initiated payments or Secure Messages issued through the Service in the time between the issue of your written termination request and the Bank implementing the termination within the Service.
13.3. We have the right to terminate or suspend your use of the Service at any time upon giving you at least 30 days notice. However, we may give you a shorter notice period or none at all if we consider it reasonable and necessary: for example, because of security concerns in connection with your use of the Service or because we are concerned that you have used or may use the Service to create an unauthorised overdraft or otherwise to operate any of your accounts in breach of your arrangements with us.
13.4. If your use of the Service comes to an end, for whatever reason, this will not affect any requests you or Authorised Users have already given via the Service if we in our absolute discretion, decide to complete or implement any such request, nor will it affect any accrued rights or liabilities of you or the Bank.
14. ABOUT OUR CHARGES
14.1. We retain the right:
14.1.1. to charge you fees and charges for the Service; and
14.1.2. to change those fees and charges from time to time, by giving you at least 30 days notice by whatever means we deem most appropriate. If we give you such a notice, you will not have to pay any proposed increase so long as you cancel your use of the Service during the 30 day notice period.
14.2. To avoid any doubt, please note that the reference to fees and charges in this Clause 14 only applies to our charges for providing the Service. It does not apply to any charges other services we might provide in response to your requests via the Service; we will be happy to provide you with details of our charges for other services on request.
15. OUR RIGHT TO MAKE CHANGES TO THESE TERMS AND CONDITIONS
15.1. We have the right to change these Terms and Conditions at any time by giving you notice either in writing or via the Service. Your own rights to use the Service will not be affected by the change until the notice has been sent to you.
15.2. We will give you 30 days notice of any such change before it takes effect, except when it has to be shorter in order to protect the security of the Service or in other circumstances beyond our control in which case we will give you such period of notice as we consider reasonable in the circumstances. Once you have received a notice about any change in terms, we will treat your use of the Service after that as your acceptance of the change (but please remember, you have the right to end your use of the Service at any time).
16. THE VALIDITY OF THE TERMS OF THESE TERMS AND CONDITIONS
16.1. If one or part of these Terms and Conditions proves to be legally invalid or unenforceable in any way, this will not affect the validity of the remaining terms in any way.
16.2. We believe the terms of these Terms and Conditions to be fair. If any one, or part of them proves to be not legally valid or enforceable because it is unfair or for any other reason, we are entitled to treat that term as changed in a way that makes it fair valid and enforceable.
16.3. If one of the terms is unenforceable against one of the customers agreeing to these Terms and Conditions, this will not in any way affect the enforceability of that term against the other customers agreeing to these Terms and Conditions.
16.4. If we relax any of the terms of these Terms and Conditions once, this may be just on a temporary basis or as a special case; it will not affect our right to enforce that term strictly again at any time.
17. COMMUNICATIONS BETWEEN US
17.1. You and Authorised Users can communicate with us by telephone on the number provided in User Guidance within the Service (or any other numbers provided to you or the Authorised Users for this purpose).
17.2. Any formal notice in connection with Clause 13.1 and 13.2 should also be confirmed to us by writing (in hard copy form) to us at your account holding branch (or any other address provided to you from time to time for this purpose). We will not act on a notice in connection with Clause 13.1 and 13.2 until we receive the written confirmation of such notice from you.
17.3. Any complaints in connection with the Service should also be directed to us at your account holding branch (or any other address provided to you from time to time for this purpose).
17.4. Although communications given via the Service are intended to be secure, electronic mail is not a completely reliable or secure method of communication and except for use of the Secure Message Facility you must not use it for sending us:
17.4.1. notices in connection with these Terms and Conditions; or
17.4.2. sensitive communications.
17.5. If we need to send you a notice, we will use the address you have given us most recently in connection with your bank accounts or, where deemed appropriate, we may send you a message through the Service. You undertake to read messages sent to you through the Service.
17.6. All electronic communications including but not limited to telephone messages, faxes, e-mails or Secure Messages, will be actioned by the Bank at the next available opportunity or the next available Working Day.
18. SERVICE QUALITY: RECORDING YOUR CALLS AND REQUESTS
18.1. To protect both customers and staff to check we have carried out your instructions correctly, to access and improve the quality of the Service and to help resolve any disputes between you and us, you agree that:
18.1.1. we will keep a record of all requests given via the Service;
18.1.2. we may monitor that is, record and listen to, calls to our staff in connection with the Service; and
18.1.3. we may monitor and record calls to any technical helpdesk used in connection with the Service.
19. OUR WEBSITE ADVERTISING
19.1. From time to time we may advertise our own products or services, and those of other companies in the Lloyds Banking Group, on the Internet website through which you access the Service or through the Service itself. If, in connection with other Lloyds Bank agreements, you have asked us not to send you any marketing material (or if you do so in the future), you agree that this restriction will not apply to these electronic advertisements and consent to receiving them when accessing the Service.
20. INTELLECTUAL PROPERTY RIGHTS
20.1. The Lloyds Bank website is protected by copyright and other intellectual property rights. You acknowledge that we and/or our third party suppliers retain all right, title and interest in and to the Lloyds Bank website and that the use thereof does not confer any ownership rights on you.
20.2. We grant you a revocable, non-exclusive, non transferable, limited right to access, use and display the Lloyds Bank website in accordance with these Terms and Conditions for the purpose of utilising the Service only.
20.3. We may change, suspend, terminate, restrict or discontinue the Lloyds Bank website (or any part) or any services, information, features or functions accessible via the Lloyds Bank website at any time without notice or liability.
20.4. You will not use or allow the use of the Lloyds Bank website or the Service in contravention of any laws, regulations or rules of any regulatory authority to which you are subject.
21. THE LAW COVERING THESE TERMS AND CONDITIONS
21.1. These Terms and Conditions will be governed by the law of the Country (or Countries if more than one) in which the accounts that you access via the Service are held. All parties agree to submit to the jurisdiction of the courts in that Country in connection with any dispute. This does not affect our right to pursue our remedies in the courts of any other jurisdiction that is appropriate.
22. FORCE MAJEURE
22.1. We will not be liable for any loss, damage, interruption, delay or non performance in connection with the Service provider by us caused in whole or in part by events which are beyond our reasonable control.
23.YOUR BUSINESS DATA AND PERSONAL DATA AND LLOYDS BANK*
23.1*Business data and personal data
"you/your" means Lloyds Bank Corporate Markets plc.
"Your Group" means the Lloyds Banking Group, which includes you and a number of other companies using brands including Lloyds Bank, Halifax and Bank of Scotland, and their associated companies. More information on the Lloyds Banking Group can be found at www.lloydsbankinggroup.com. For these purposes "associated companies" includes Lloyds Banking Group plc and any subsidiary, affiliate or other firm directly or indirectly controlled from time to time by either Lloyds Banking Group plc or you.
I agree that you may keep my personal and the company, trust or other institution details, given to you by me or other people during my or the company's, trust's or other institution's relationship with you and other companies in Your Group, in a Lloyds Bank database which may be kept in or outside the jurisdiction in which my account is held. This includes:
- details I give you on application forms,
- details I give you during financial reviews and interviews,
- your analysis of my and the company's, trust's or other institution's banking transactions, and
- what you know from operating my and the company's, trust's or other institution's account's.
Companies in Your Group may use and update this centrally held information to:
- provide me or the company, trust or other institution with services,
- identify products and services which might be suitable for me or the company, trust or other institution,
- assess lending and insurance risks,
- recover debts,
- prevent and detect fraud, and other crimes
- manage your and any member of Your Group's relationship with me, and
- update their own records about me or the company, trust or other institution.
You may also:
- use this information for research and statistical analysis with the aim of improving your services
- provide this information to the company's, trust's or other institution's auditors
- provide this information to your solicitors or agents acting on your behalf.
If I request it, on payment of a fee, you will provide me with a copy of the personal information you hold about me which will include personal records connected with my company, trust or other institution, in line with the data protection legislation in force in the jurisdiction in which the company's trust's or other institution's account is held. (The data protection legislation does not apply to limited companies). I should let you know if I think any information you hold about me is inaccurate, so you can correct it. You will treat all my personal and the company's, trust's or other institution's information as private and confidential (even when I am or the company, trust or other institution is no longer a customer). You will not reveal my name and address or details about me or the company, trust or other institution or our accounts to anyone outside Your Group, other than in the following cases:
- if you are required to give the information for legal reasons,
- if there is a duty to the public to reveal the information,
- if it is needed by your agents and others involved in running accounts and services for me or the company, trust or other institution,
- if you or others need to investigate or prevent crime (including but not limited to, in the case of customers with a current or past connection to the UK, investigations by H.M. Revenue & Customs),
- if your interests require you to give the information, for example, where you suspect fraud. But you will not use this as a reason for giving information about me or the company, trust or other institution or our accounts (including name and address details) to any one else including other companies in Your Group for marketing purposes,
- if I or the company, trust or other institution ask you to reveal the information, or if you have my or the company's, trust's or other institution's permission.
You may administer my account and provide other services from centres in countries outside Europe (such as India and the USA) that do not always have the same standard of data protection laws as Jersey, Guernsey, Isle of Man or Gibraltar. However, you will have a contract in place to ensure that my information is adequately protected, and you will remain bound by your obligations under the Data Protection legislation currently in force in the jurisdiction in which my account is held even when my personal information is processed outside Europe. If you are asked to respond to a status enquiry about me or the company, trust or other institution, you will make sure you have written permission from me or another authorised signatory before you give it. You may monitor or record phone calls with me in case you need to check you have carried out my instructions correctly and to help improve your quality of service. You will make checks of my identity, and that of anyone else authorised to sign on the accounts, including searches of the electoral register, to prevent money laundering. Directors, Trustees or Other Officials may also be subject to searches at fraud prevention and credit reference agencies for creditworthiness in the future. I agree that credit reference agencies may form a link in the records they hold about me, between any previous or subsequent names that I use. I understand that if false or inaccurate information is provided and fraud is identified, details will be passed to fraud prevention agencies. Law enforcement agencies may access and use this information. You and other organisations may use credit reference agency and fraud prevention agency records about me, the company, trust or other institution, people financially linked to me and the company, trust or other institution to help make decisions about me and them:
- for credit and credit related services, and to manage our accounts;
- for checking details on proposals and claims for all types of insurance,
- for fraud prevention, debtor tracing, debt recovery, and to check my identity to prevent money laundering.
- for checking details of job applicants and employees.
You and other organisations may access and use from other countries the information recorded by fraud prevention agencies. These searches will be recorded by the credit reference agencies. You may check what I have told you and share information with fraud prevention agencies. I understand that it is important that I give you accurate information as if I give false or inaccurate data and you suspect fraud, you will record this at the fraud prevention agencies. I agree that you may disclose details of how I and the company, trust or other institution have run our account(s) to the credit reference agencies. If I ask, you will tell me which credit reference and fraud prevention agencies you have used so I can get a copy of my details from them. In the event that you make formal demand for repayment of any borrowing and the amount owed is not in dispute and I or the company, trust or other institution do not make full repayment or satisfactory proposals to you within 28 days, you may disclose this to the credit reference agencies, who will record the outstanding debt. This information could affect credit decisions other organisations make. No other information about me and the company, trust or other institution and our accounts will be disclosed unless we gave given you permission to do so. This paragraph will only apply to the company, trust or other institution and individuals who have given personal guarantees to you. I have read the section "Business data and Personal data and Lloyds Bank" and I understand that you may contact the company, trust or other institution about products and services available from Your Group and from selected companies outside Your Group which you believe may interest it or benefit it financially. Other companies, including those in Your Group, will not make marketing approaches to the company, trust or other institution without the consent of an authorised signatory. If the company, trust or other institution would prefer not to receive marketing information about these products and services, please tick here. Please note that if I tick this box, you will be unable to notify the company, trusts or other institutions about any new products or services that may be of benefit to it. If I do not tick here you will make direct marketing approaches. I can ask you at any time to stop contacting the company, trust or other institution.
24.1. These Terms and Conditions are for the benefit of us and the members of the Lloyds Bank group of companies, their successors and assigns. We may assign or transfer any of our rights, duties and obligations under these Terms and Conditions upon giving 30 days' written notice to you. We may delegate or sub-contract the performance of any obligations under these Terms
25. ELECTRONIC EVIDENCE
25.1. You agree that any of our logs or records of information placed on or of payment or transaction requests made via the Service may be admitted in evidence in any proceedings arising out of your use of the Service and that you will not challenge the admissibility thereof. Except in the case of manifest error, you agree that our logs and records relating to the Service and of any payments or transactions requested or executed through the Service shall stand as conclusive evidence of the same.
26. REGULATORY INFORMATION
26.1. Lloyds Bank Corporate Markets plc, Isle of Man Branch trading as Lloyds Bank International is a participant in the Isle of Man Depositors’ Compensation Scheme as set out in the Depositors’ Compensation Scheme Regulations 2010. Lloyds Bank (International Services) Limited is a participant in the Jersey Bank Depositors Compensation Scheme. The Scheme offers protection for eligible deposits of up to £50,000. Eligible deposits are deposits held by private individuals and charities. Depositor protection does not extend to corporations, small to medium sized enterprises, partnerships and trusts. The maximum total amount of compensation is capped at £100,000,000 in any 5 year period. Full details of the Scheme and banking groups covered are available on the States of Jersey website www.gov.je/dcs or on request. Please note that, in relation to banking services which we provide, you might not be eligible for compensation under a deposit guarantee scheme available in your country of residence. If in doubt, contact your local banking regulator, visit their website or seek independent advice. Further details are available upon request.
26.2. Rules and regulations made under the Financial Services and Markets Act 2000 for the protection of investors, including the Financial Services Compensation Scheme do not apply to the financial services business of companies within the Lloyds Banking Group carried out from offices outside the United Kingdom.
27. AGREEMENT TO THESE TERMS AND CONDITIONS AND ACKNOWLEDGEMENTS
27.1. You have read and agree on behalf of the Business to be bound by these Terms and Conditions.
27.2. You acknowledge that we may need to contact you or the Authorised Users independently on the telephone to complete the registration process.
27.3. You acknowledge that you will be required to confirm to the Bank in writing the names and account numbers of all accounts you wish to be included in the initial Eligible Accounts accessible through the Service