1. BANK WINDHOEK INTERNET BANKING
STANDARD TERMS AND CONDITIONS OF USE
1.1 MEANING OF WORDS
In this Agreement, except in a context indicating that some other meaning is intended –
1.1.1 "the account" means the account held in the Client's name together with any other accounts in respect of which the Client holds a valid mandate;
1.1.2 "the Bank" means Bank Windhoek Limited (Registration Number 79/081), a registered bank duly incorporated in accordance with the laws of the Republic of Namibia;
1.1.3 "the Bank’s Internet Banking website" means the iBank site which is used for effecting electronic payments and internal and external transfers;
1.1.4 "the Billing Account" means the Client's nominated account used for the purpose of debiting the fees payable in terms of this Agreement, the details whereof are contained in Annexure A hereto.
1.1.5 "commencement date" means the date of signature of this Agreement;
1.1.6 "iBank" means the Facility's interface for effecting electronic payments, internal and external transfers, and/or electronic debtor collections;
1.1.7 "the Facility" means Bank Windhoek Internet Banking, which for the time being includes the following services:
1.1.7.1 Obtaining information relating to the Client's accounts, including transactions and standing instructions.
1.1.7.2 Transferring funds to and from the account.
1.1.7.3 Requesting from the Bank the supply of statements and inquiries, which relate to the account.
1.1.7.4 The paying of accounts/third party payments by using the iBank interface.
1.1.7.5 Effecting own defined payments and/or collections using the iBank interface.
1.1.7.6 Implementation of stop payment instructions on cheques.
1.1.7.7 Bureau Upload Facility to process bulk Electronic Fund Transfers for payments and/or collections using the predefined file layouts provided by the Bank.
1.1.8 "the Client" means the Person or Entity named in this Agreement and shall include any nominee and/or person acting on behalf of the Client.
1.1.9 "the Internet" means the global network accessible through an Internet Service Provider, by any person with a personal computer;
1.1.10 "the nominee" means any person authorised or deemed to be authorised by the Client to use the Facility, whose details appear in this Agreement to which these standard terms and conditions of use are annexed;
1.1.11 "notification service" means an optional security measure which alerts the Client via sms or e-mail notification when certain activities are conducted on the Client’s account.
1.1.12 "the parties" mean the parties to this Agreement and "party" means any one of them;
1.1.13 "the Client’s Password" means the confidential password chosen by the Client for himself/herself and for each nominee.
1.1.14 “the Rules” mean the Rules for Electronic Fund Transfers as detailed in Annexure A to this Agreement;
1.1.15 “the Token” means the E-Secure Hardware Token which generates a once-off password (E-Secure Code) digital generating device which is an optional Internet Banking security feature offered by the Bank;
1.1.16 “the Token PIN” means the confidential PIN chosen by the Client and which is used as a security and authentication measure and which must be entered on the Token before the once-off password (E-Secure Code) can be generated;
1.1.17 "a valid mandate" means a legitimate instruction given to the Bank by a third party authorising the Client to act on behalf of the third party;
1.1.18 "authority to debit" means a legitimate instruction given to the Client by a third party authorising the Client to debit his/her account for payments/instalments due to the Client; (This is only applicable to Clients who have chosen the Bureau Upload Facility).
1.1.19 "User Name" means the user name chosen by the Client for use on the Facility;
1.1.20 “the Customer” means a person or corporate entity dealing with the Client in respect of whom Electronic transactions are submitted to the Bank in terms of this Agreement for the processing of debit or credit transactions. (This is only applicable to Clients who have chosen the Bureau Upload Facility);
1.1.21 “unauthorised transaction” means any transaction conducted on the Client’s account without authorization, permission or consent of the Client;
1.1.22 “software protection” means an additional security measure such as anti-virus, anti-spyware, anti-spam, malware and/or any form of software program to protect the Client’s computer from any malicious intrusion by a third party and/or unauthorised person.
1.1.23 “Activities” means the actions conducted on the client’s account for which the client shall receive sms and/or email notification. These actions are defined on the “Notification Service Disclaimer” that the client is prompted to acknowledge on the Bank’s Internet Banking website.
1.1.24 In this Agreement –
1.1.24.1 references to or expressions in the singular also denote the plural and vice versa;
1.1.24.2 words and phrases denoting natural persons refer also to juristic persons and vice versa; and
1.1.24.3 pronouns of any gender include the corresponding pronouns of other genders.
1.2 RECORDAL
1.2.1 The Client wishes to conduct banking business from the Client's own premises.
1.2.2 The Bank will provide a Facility known as Bank Windhoek Internet Banking to the Client upon the Terms and Conditions as set out below. The Bank may vary the Terms and Conditions, insofar as they relate to the Client’s use of the Facility, after giving the Client not less than one (1) month's written notice, except in circumstances where legislation requires an immediate change.
1.2.3 In pursuance of the foregoing the Client confirms that –
1.2.3.1 he is aware that all changes to this Agreement shall be reflected on the Bank’s Internet Banking site;
1.2.3.2 by entering the Client’s Password to gain access to the Bank’s Facility, he is bound to the terms and conditions in force at that time;
1.2.3.3 the Bank may, in its sole discretion, compile an audit trail of all transactions made by the Client using the Facility, and the same shall be prima facie proof of any instruction given or request made to the Bank.
1.2.4 The Bank will make reasonable effort to ensure that the Facility will be available at all times specified by it from time to time, subject to the availability of the Internet connection and to any periods required for necessary maintenance of the Facility or the accounts.
1.2.5 The provision of the Facility will not entitle the Client to overdraw the account if borrowing arrangements have not been made with the Bank, nor to overdraw in excess of any borrowing limit agreed to by the Bank.
1.2.6 Use of the iBank interface is subject to the right of the Bank to return as "unpaid items" any transactions authorised by the Client in the event of there being insufficient funds on the account.
1.2.7 Provided that the transactions submitted by the Client to the Bank -
1.2.7.1 comply with this Agreement and the Rules; and
1.2.7.2 are suitable for processing by the Facility,
1.2.8 The Bank shall on or after the operative date process such transactions in accordance with the Rules.
1.3 INTERNET
1.3.1 The Client must obtain access to the Facility via the Internet. For this purpose, the Client must, where applicable, register with an Internet Service Provider, before the commencement date.
1.3.2 The Client will be solely responsible for:
1.3.2.1 the acquisition, installation and maintenance of the connection to the Internet and any related costs or expenses will be borne by the Client;
1.3.2.2 the acquisition, installation and maintenance of software protection onto the Client’s computer and any related costs or expenses will be borne by the Client.
1.3.3 The Bank shall not be liable whatsoever for any loss or damage, whether direct, indirect or consequential arising from any malicious intrusion onto the Client’s computer, unless such intrusion are due to a culpable mistake or internal fraud on the part of the Bank.
1.3.4 Should the Internet software and hardware requirements be modified with a view to improving or upgrading the Internet and/or the Facility, the resultant cost of any hardware, software or Internet connection required so as to use the Facility will be for the Client's account.
1.4 FEES
1.4.1 The Client authorises the Bank to:
1.4.1.1 debit the Billing Account with the fees for the services selected by the Client from time to time.
1.4.1.2 amend the Billing Account, should the Billing Account be changed to any status other than “active”
1.4.2 The fees may be amended by the Bank from time to time.
1.4.3 The fees charged for the Facility includes Value Added Tax, which is for the Client's account.
1.5 AUTHORIZATION AND SECURITY
1.5.1 The Client authorises the Bank to carry out any and all instructions given via the Facility, provided that the instructions are authenticated by the use of:
1.5.1.1 The Client’s username.
1.5.1.2 The Client’s Password.
1.5.1.3 The once-off password (E-Secure Code) generated by the Token (only if Client elects to be issued with a Token).
1.5.1.4 The Client’s Bureau upload code (Bureau only).
1.5.1.5 Any other procedures which may be agreed to in writing between the Client and the Bank.
1.5.2 On request of paying of accounts/third party payments, the Client will not hold the Bank liable for any loss, damage or liability which may arise out of the non-payment or late payment.
1.5.3 The Client indemnifies the Bank in respect of any loss or damage or claim that may be instituted against the Bank arising from non-payment or late payment.
1.5.4 The Client accepts the financial limits imposed on transfer and collection of funds, which limits may be altered at any time by the Bank.
1.5.5 It is the Client's responsibility to control and restrict access to the Facility. The Bank will supply the Client with the means to register Client’s Passwords for each nominee.
1.5.6 The Client must keep the details of his Password secret. The Client must notify the Bank immediately on becoming aware that his Client’s Password may have fallen into the hands of an unauthorised person.
1.5.7 If any unauthorised person obtains the Client’s Password and the Client’s Token with its PIN, such person shall be deemed to be the Client's duly authorised agent.
1.5.8 The Bank shall not be liable whatsoever for any loss or damage arising from unauthorised transactions unless due to a culpable mistake or internal fraud on the part of the Bank.
1.5.9 The Client must take all reasonable precautions to prevent unauthorised use of the Facility.
1.5.10 The Client warrants his authority to deal with the accounts in the name of a third party on the basis of a valid mandate.
1.5.11 The Client warrants his authority to debit a debtors account on the basis of a signed and legitimate mandate.
1.5.12 Transactions made through the Facility will be recorded electronically.
1.5.13 The Client understands and accepts that any confirmed instruction given by the Client via the Facility is irreversible.
1.5.14 The Client understands that telephone conversations with the Bank's Client Care Centre may be recorded for security purposes.
1.6 E-SECURE TOKEN
The following conditions apply:
1.6.1 The Bank will issue a Token to the Client, if the Client elects to be issued with a Token.
1.6.2 The Client understands that the Token is an additional security measure and not a complete safeguard.
1.6.3 The Client must keep his Token in a safe and secure place and keep his Token PIN secret.
1.6.4 The Client must notify the Bank immediately if the Token is lost, broken, or compromised.
1.6.5 The Client understands that once activated, the Token is required for every log in.
1.6.6 The Client shall be responsible for ensuring the Token is available when logging in and not stored with other log in details.
1.6.7 The Token is powered by an irreplaceable battery; the Client is responsible for requesting a replacement when it becomes defective.
1.6.8 The Bank shall not be liable for losses arising from unauthorised transactions unless due to internal fraud or culpable mistake by the Bank.
1.7 NOTIFICATION SERVICE
1.7.1 The Client has the option to receive notification via sms, email, or no notifications.
1.7.2 The Bank will alert the Client via sms and/or email when certain Activities are conducted.
1.7.3 The Client must provide a valid cell phone number and email address for these notifications.
1.7.4 The Notification Service is an additional security measure, not a complete safeguard.
1.7.5 The Bank does not take responsibility if the Notification Service is unavailable due to circumstances beyond its control.
1.7.6 The Client must notify the Bank of any change in contact details.
1.8 DETERMINATION OF RISK AND INDEMNITY
1.8.1 The Client understands that the use of the Facility is at the Client's own risk. The Bank shall not be liable for damage resulting from:
1.8.1.1 Hardware malfunctions;
1.8.1.2 Notification Service unavailability;
1.8.1.3 Software defects used to access the Facility;
1.8.1.4 Malicious intrusion into the Client’s computer;
1.8.1.5 Acts or omissions of the Internet Service Provider;
1.8.1.6 Facility downtime or communication network breakdowns;
1.8.1.7 Late execution of instructions due to the above;
1.8.1.8 Industrial action;
1.8.1.9 Acts of God, terrorism, or events beyond the Bank's control;
1.8.1.10 Issues related to lost or stolen Tokens.
1.8.2 The Client indemnifies the Bank against any claim resulting from wrong or unauthorised instructions.
1.8.3 The Client accepts risks associated with communication via email or facsimile.
1.8.4 The Client is responsible for liaising with the ISP regarding connection issues.
1.8.5 The Bank may suspend the Facility if used contrary to this agreement or for security reasons.
1.8.5.1 The Facility is being used contrary to the terms of this Agreement; or
1.8.5.2 The Bank has reasonable grounds to believe that the Facility may be used negligently, illegally or fraudulently; or
1.8.5.3 The Bank believes that the security of its systems used to provide the Facility may be compromised.
1.8.6 The Client warrants that every Customer has authorised debits/credits.
1.8.7 The Client furthermore:
1.8.7.1 The Client indemnifies the Bank and the Customer’s bank from losses arising from:
1.8.7.1.1 Payment of debits originated by the Client;
1.8.7.1.2 Failure to pay transactions, except in cases of gross negligence by the Bank;
1.8.7.1.3 Disputed transactions by the Customer.
1.8.8 The indemnity remains operative after termination of the Agreement.
1.8.9 The Bank is not indemnified in the event of gross negligence or intentional misconduct.
1.9 NOMINEES
1.9.1 The Client must provide written authorization for nominees.
1.9.2 The Client may re-assign nominees via an authorized amended resolution.
1.9.3 Resolutions shall be attached to this Agreement.
1.10 DURATION
1.10.1 This Agreement commences on the signature date and terminates upon 30 days written notice.
1.10.2 The Bank may terminate immediately for breaches or security concerns.
1.10.2.1 the Bank deems it necessary and on, but not limited to, the grounds referred to in clause 1.8.5 above;
1.10.2.2 the Client breaches any of the terms and conditions of this Agreement without prejudice to any rights it may have to recover any amounts due to it, or any losses or damages suffered in consequence of such breach.
1.10.3 The Client remains liable for all transactions up to the termination date.
1.10.4 If the Facility is not used for 6 months, the Bank may terminate it without notice.
1.11 COMPLIANCE WITH RULES
1.11.1 Parties agree to adhere to the Rules prescribed by the Bank.
1.11.1.1 Publishing such changes on the Bank’s Internet Banking Site.
1.11.2 If the Client is dissatisfied with Rule amendments, they may terminate the Agreement with 1 month notice.
1.12 NOTICES
1.12.1 The parties choose the addresses quoted in the Agreement as their legal domicilium.
1.12.2 Notices are deemed received: 5 days for registered mail; on delivery for hand; at transmission for telefax/email.
1.12.2.1 If by prepaid registered letter, five (5) days after having been posted.
1.12.2.2 If delivered by hand, on date of receipt.
1.12.2.3 If by telefax, at the time of transmission.
1.12.2.4 If by e-mail, by way of authorized messaging using the Facility, on the date of transmission of such message.
1.12.3 The Client must notify the Bank in writing of any address changes.
1.12.4 The Bank may notify the Client of amendments via the Facility's messaging system.
1.12.5 The Bank is not liable if the Client fails to read electronic notices.
1.13 GENERAL
1.13.1 This document constitutes the sole agreement between the parties.
1.13.2 The Client shall not cede or assign rights without the Bank's prior written consent.
1.13.3 Disputes shall be resolved via the Arbitration Act of 1965, unless the Client is in breach.
1.13.4 The Client consents to the jurisdiction of the Magistrate’s Court but the Bank reserves the right to use the High Court.
1.13.5 A certificate signed by a Bank manager shall be sufficient proof of amounts owing.
1.13.6 The Bank is not responsible for the confidentiality of documents sent to the Client's email.
1.13.7 Conflicting clauses shall be interpreted to give effect to the intention of the parties.
1.13.8 The Bank shall use best endeavors to preserve the confidentiality of Client data.
1.13.9 Neither party is liable for failure due to force majeure (acts of God, war, national emergency).
1.13.10 This Agreement is governed by the laws of the Republic of Namibia.
