USER TERMS AND CONDITIONS

REVIEW THESE TERMS AND CONDITIONS (“TERMS”) CAREFULLY BEFORE USING THIS WEBSITE. USING THE WEBSITE INDICATES THAT YOU (“THE CUSTOMER”) ACCEPT THESE TERMS WHETHER OR NOT YOU CHOOSE TO REGISTER WITH FIRST CITIZENS BANK (BARBADOS) LIMITED (“THE BANK”). IF YOU DO NOT ACCEPT THESE TERMS, DO NOT USE THE WEBSITE.

WHEREAS:

1. The Bank is a Financial Institution licensed to carry on banking business.
2. The Bank offers Business Online, an online banking service (hereinafter referred to as “the Online Banking Service”) that will enable business customers (“the Business”) to access its accounts and perform certain banking transactions which the Bank may at its sole discretion vary from time to time.
3. The Bank and the Business have entered into an agreement (“the Master Agreement”) whereby the Business may appoint its employee or agent or other person so authorized to access the Online Banking Service.
4. The Customer has been authorized on behalf of the Business to utilize certain online banking services that the Bank currently makes available or may make available in the future through the use of its personal computers, software and telecommunications devices.
5. The Bank and the Customer have agreed to enter this Agreement governing the access and utilization of the Online Banking Service on the terms and conditions hereinafter appearing.

BY REGISTERING AND USING BUSINESS ONLINE YOU HEREBY AGREE AS FOLLOWS:-

1. In consideration of any applicable subscription fee and the covenants, terms and conditions herein contained, the Bank hereby authorizes the Customer to access the Online Banking Service.

2. Access to the Online Banking Service will be available through the use of personal computers, communications devices and other equipment and software designated for such use by the Business. The Customer acknowledges that its ability to use the Online Banking Service depends in part upon maintenance of the Customer’s equipment and software and compliance by the Customer with all requirements applicable thereto, including but not limited to telecommunications and internet service providers.

3. The Customer agrees to comply at all times with the security procedures described herein and any subsequent security procedures provided by the Bank to the Customer. The Customer acknowledges that the purpose of such security procedures is the verification of authenticity and not the detection of any error in the transmission or content of any transaction.

4. The Customer shall use only the User ID and Password (hereinafter referred to as “Codes”) which have been respectively assigned to the Customer by the Bank for the purpose of the Customer’s access to and utilization of the Online Banking Services.

5. The Bank will consider any access to the Online Banking Services through the use of valid Codes to be duly authorized by the Customer and will comply with any instructions without seeking to verify the identity of the person issuing the instructions.

6. The Customer accepts responsibility for any unauthorized access to and action taken through the Online Banking Service using valid Codes, whether such access is by the Customer’s employee or agent or other person having access to the Customer’s records or a third party.

7. The Customer shall comply with the procedures established by the Business to safeguard against unauthorized access to the Online Banking Service including any updates and monitoring by the Business of the Customer’s compliance with the procedures. The Customer warrants that access will not be made to the Online Banking Service in the absence of valid authorization and agrees to maintain the confidentiality of the security procedures and Codes and related instructions provided by the Bank in connection with the applicable security procedures.

8. If the Customer at any time has reason to believe or suspects that the security procedures and Codes have been disclosed to or accessed by any unauthorized person or used in a manner not authorized by the Customer, the Customer shall notify the Bank as soon as practicable, followed by written confirmation as provided by clause 23 of this Agreement. The Customer agrees that the occurrence of unauthorized access shall not invalidate any transaction executed in good faith by the Bank prior to the receipt of such notification.

9. The accounts which the Customer has access to using the Online Banking Service are governed by separate agreements with the Bank. This Agreement does not supersede any signature card rules, regulations or other agreements which the Customer may have with the Bank with respect to any accounts accessed through the Online Banking Service. All accounts shall continue to be governed by existing agreements, rules and regulations as the Bank may amend the same from time to time.

10. The Customer agrees that the Bank may charge a subscription fee for the Online Banking Service and that continued access to the Online Banking Service is conditional upon the payment of the fee. The fee associated with the provision of access is governed by the Master Agreement between the Bank and the Business.

11. The Customer has read and agreed to the Bank’s policies relating to the use of the Online Banking Service including its Privacy Policy and Security Guidelines.

12. The Customer shall not utilize the Online Banking Service or any information contained or provided thereby in a manner which violates any law, statute, ordinance or regulation; is fraudulent; is false or misleading; is defamatory, libelous, unlawfully threatening, unlawfully harassing; or interferes with or disrupts computer or telecommunication networks connected to the Online Banking Service.

13. The Bank shall not be liable to the Customer, its employer, employees or agents for any direct, indirect, consequential or incidental damages or loss (including loss of profit) arising out of the Customer’s access to the Online Banking Service whether or not the likelihood of such damage was known or contemplated by the Bank including but not limited to:-

1. The Customer’s attempt to draw on, transfer or direct a payment from uncollected funds or interest, if any, not yet credited to the Customer’s account;
2. The Bank’s failure to process any transaction through the Service due to equipment failure, malfunction or any cause beyond the reasonable control of the Bank.

The Bank’s liability shall in no event exceed the monthly fees and other charges received by the Bank from the Customer.

14. The Bank does not make any warranties concerning the Online Banking Service, including but without limitation to any warranty on merchantability or fitness for a particular purpose.

15. The Bank shall have the right to terminate this Agreement immediately without notice to the Customer pursuant to the terms of the Master Agreement. 

16. The Customer agrees to and hereby indemnifies the Bank, its Directors, Managers and employees against any and all losses, claims, liability for damage to the person or property, actions, judgments and costs arising out of the Customer’s access to the Online Banking Service and/or the Customer’s failure to enforce reasonable security procedures for the protection of its Codes or arising out of the fault, misconduct and/or negligence of the Customer, its employer, employees or agents.

17. The Bank has designed the services offered pursuant to this Agreement and the security procedures described in clause to minimize the possibility of fraud, error or unauthorized disclosure of confidential information about the Business’ accounts. The Customer acknowledges that neither the Bank nor any person acting on behalf the Bank will request that the Customer discloses its Codes and the Customer agrees that he/she nor any other agent of the Customer will disclose such Codes.

18. Neither party shall be liable to the other for any errors, delay or failure to perform due to causes beyond its reasonable control, including, but not limited to, natural disasters, fire, flood, storm, strike, labour unrest or interruption, work stoppage, war, riot, acts of God, power failure, equipment failure, severe or adverse weather conditions. Performance times shall be considered extended for a period of time equivalent to the time lost due to any such event or condition.

19. This Agreement shall be construed and enforced in accordance with the laws of Barbados.

20. In the event that any of these terms, conditions or provisions shall be determined invalid unlawful or unenforceable to any extent such term condition or provision shall be severed from the remaining terms conditions and provisions which shall continue to be valid to the fullest extent permitted by law.

21. The Customer may not assign or sub-license, without the prior written consent of the Bank (which consent may be withheld for any reason). The Customer’s rights, duties or obligations under this Agreement, in whole or in part, to any other person or entity.

22. All provisions of this Agreement and any addendum hereto relating to confidentiality, non-disclosure, indemnity and fees and charges shall survive the termination or expiration of this Agreement and any such addendum.

23. Any notice provided pursuant to this Agreement shall be in writing and shall be deemed valid

(i) if by hand delivery, upon receipt thereof;

(ii) if posted, three (3) days following the date of posting, postage prepaid;

(iii) if by registered mail, upon production of the receipt.

All notices to the Bank shall be addressed to Manager – Electronic Banking Unit, Electronic Banking Unit, #2 Broad Street, Bridgetown, St Michael BB11000 and any notice to the Customer shall be provided via the secure messaging feature of the Online Banking Service.

24. The failure or forbearance of either party to exercise any right in any respect provided for herein shall not be deemed a waiver of any further right hereunder or of the right to demand strict performance thereof at any future time.

25. Each party acknowledges that this Agreement constitutes the complete and conclusive statement of the terms and conditions between the parties with respect to the matters herein contained, which supersedes all prior proposals, understandings, discussions and all other agreements, oral and written, between the parties relating to this Agreement.

26. No provision of this Agreement shall be construed against any Party merely because that Party drafted or revised the provision in question. All parties have been advised and have had an opportunity to consult with their legal advisors regarding the force and effect of the terms set out in this Agreement. This Agreement shall be deemed to be jointly prepared by the parties and therefore any ambiguity or uncertainty shall be interpreted accordingly.

27. Any and all disputes arising out of or relating to this Agreement which remain unresolved after direct negotiations between the parties, shall be referred to confidential mediation.