Westpac Business Online Terms and Conditions

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1 Westpac Business Online Terms and Cnditins 1. Intrductin These terms and cnditins cntain imprtant infrmatin, including infrmatin abut: use f Westpac Business Online; respnsibility fr prtectin f Security Details; Yur rights, respnsibilities and bligatins nce Yu are registered fr Westpac Business Online; Westpac's rights, respnsibilities and bligatins as the prvider f Westpac Business Online; and Yur grant f authrity t Westpac t act as instructed n Yur Nminated Accunts thrugh Westpac Business Online. Yur and Yur Authrised Persns access and use f Westpac Business Online is subject t: these terms and cnditins; any terms and cnditins that apply t Yur Nminated Accunts; and Westpac s General Terms and Cnditins, as may be amended frm time t time, and use f Westpac Business Online by Yu r Yur Authrised Persns signifies bth Yur and Yur Authrised Persns acknwledgement and acceptance f the abve terms and cnditins. With this in mind, We ask Yu and each Authrised Persn t please read these terms and cnditins carefully befre Yu r they access and use Westpac Business Online. Cnflict f Terms T the extent that any f these terms and cnditins cnflict with the Westpac General Terms and Cnditins, then these terms and cnditins apply. Sme accunts, transactins, r ther services are cvered by additinal and separate terms and cnditins (fr example, terms cntained in lan agreements, mrtgages etc.). T the extent such additinal terms and cnditins cnflict with the terms and cnditins set ut here, the additinal terms and cnditins apply. If any prvisin in these terms and cnditins cnflicts with any ther prvisin, Westpac will decide which shall apply. Amendment Westpac may amend these terms and cnditins at any time by giving Yu at least 14 days ntice by way f ntice n the Westpac Website, press advertisement r ntices in Our branches. We may als advise Yu f the changes via the Internet upn Yur lg-in t Westpac Business Online. 2. Availability While We endeavur t minimise any service utages, We may stp, suspend r alter access t Westpac Business Online at any time withut ntice.

2 3. Authrised Persns Westpac Business Online is structured s that there are different levels f Authrised Persns authrised t act n Yur behalf. Thse Authrised Persns and their authrities are as fllws: Administratrs: When setting up Yur Westpac Business Online facility Yu must appint at least ne Administratr t act n Yur behalf (this culd be Yu). Yur Administratr has the highest level f rights and respnsibilities in regard t the Westpac Business Online facility, with cmplete access t all Nminated Accunts. Yu can select either single r dual administratin fr Yur Westpac Business Online facility. Dual administratin requires tw Administratrs t apprve every Administratr functin in relatin t Yur Westpac Business Online facility. If Yu have a multiple authrisatin rule (see belw under Authrisers ) then We strngly recmmend dual administratin. T change t dual administratin Yu need t cmplete the Making Changes Frm. In the event that there is n Administratr allcated t Yur Westpac Business Online facility, Westpac may, in its discretin, act as a temprary Administratr and/r suspend r withdraw Yur access t the Westpac Business Online facility. Every Administratr is als an Authriser f Yur Westpac Business Online facility (see belw under Authrisers ). The functins f Yur Administratr include: administering the set up f ther Authrised Persns; designating levels f access rights fr each Authriser and Creatr/Viewer; resetting Passwrds fr Authrised Persns; disabling r restricting access fr Authrisers and Creatrs/Viewers; and receiving all ntices frm Westpac in relatin t Westpac Business Online. Due t this high level f respnsibility we strngly recmmend that ne Administratr shuld be the business wner, r in the case f cmpanies, nt fr prfit rganisatins r clubs, be nminated by the bard r ther relevant gverning bdy. Access rights granted t Authrisers and Creatr/Viewers by Yur Administratr are at Yur Administratr s sle discretin, unless Yu have dual administratin (see abve) set up n Yur Westpac Business Online facility, in which case such access rights are at the discretin f the Administratrs acting jintly. Westpac may take instructins frm any Administratr acting alne, unless dual administratin is set up n Yur Westpac Business Online facility, in which case Westpac will nly take instructins frm any tw Administratrs acting jintly. Westpac is nt respnsible fr any fraudulent acts r disclsure f infrmatin ccurring due t an inapprpriate allcatin f these rights by Yur Administratr. Authrisers: Yu can select either a single r multiple authrisatin rules. A multiple authrisatin rule requires at least tw Authrisers t authrise any payment. We strngly recmmend a multiple authrisatin rule as a means f minimising the risk f fraud in Yur Westpac Business Online facility. Upn receipt f all required dcumentatin, each Authriser will be set up by Westpac and will have the ability t authrise transactins n Nminated Accunts within the limits (if any) established by Yur Administratr and any limits set by Westpac frm time t time.

3 The functins f each Authriser include: viewing Nminated Accunts; setting up Value Transactins; and authrising transactins n Westpac Business Online based n the authrisatin rule selected by Yu. Creatr/Viewers: Creatr/Viewers are set up by Yur Administratr. Each Creatr/Viewer is able t view and/r create (but nt authrise) transactins n Westpac Business Online, within the limits established by Yur Administratr. Each transactin must be separately authrised by an Authriser r Authrisers in accrdance with the authrisatin rule selected by Yu. Nminated Accunts Westpac Business Online is nly available fr the Nminated Accunts. Westpac reserves the right t specify which accunts can be Nminated Accunts, t vary the accunts available fr nminatin and t restrict access t Nminated Accunts. Adding and remving Authrised Persns and Nminated Accunts in Westpac Business Online Yu can add and remve Administratrs, Authrisers and Nminated Accunts by cmpleting and submitting the relevant frm and prviding the required dcumentatin r by therwise instructing Westpac in a manner deemed acceptable by Westpac. All instructins prvided t Westpac by Yu r Yur Administratr in regard t the lading f Nminated Accunts and/r the adding f new Authrised Persns r Administratrs must be cnfirmed t Westpac in writing. Westpac may, in its discretin, agree t actin certain requests n the basis f verbal instructins. Hwever, shuld We nt receive cnfirmatin f instructins in writing within 10 Business Days frm (and including) the date the instructins were initially received by Westpac, We are entitled t cancel thse instructins. Authrisatin Rules Yu initially tell us Yur authrisatin rule in the Westpac Business Online applicatin frm. Yu can change that rule by cmpleting the Making Changes Frm. Only ne authrisatin rule will be applied t all Nminated Accunts. That authrisatin rule will apply t all Nminated Accunts when they are accessed using Westpac Business Online, ntwithstanding any different (including mre limited) signing/authrisatin rules that may apply t such Nminated Accunts when accessed ther than via Westpac Business Online. Yur respnsibility fr Authrised Persns Yu are respnsible fr: ensuring that all Authrised Persns are aware f, and cmply with, these terms and cnditins; and all acts and missins f all Authrised Persns in respect f Westpac Business Online.

4 Yu must ensure that any Authrised Persn wh is n lnger authrised t access Westpac Business Online is immediately disabled frm accessing and using Westpac Business Online. Westpac is nt respnsible fr any Lss arising frm Yu nt disabling an Authrised Persn s access immediately upn that Authrised Persn n lnger being authrised. Fraud preventin Yu must ensure that nly thse peple authrised by Yu can use Westpac Business Online and/r access the Nminated Accunts thrugh Westpac Business Online. In cnnectin with this, Yu must: ensure that Yur business r financial recrds are recnciled with Yur bank transactins at least mnthly (including withut limitatin checking payee names against accunt numbers t ensure the payment has gne t the crrect accunt) s that transactins cnducted thrugh Yur Westpac Business Online facility can be effectively mnitred; ensure that Yur accunts are regularly audited; as sn as an Authrised Persn is n lnger authrised by Yu, r Yu becme aware f any breach f these terms and cnditins by the Authrised Persn, an Administratr must remve their access t Yur Westpac Business Online facility, r alternatively cntact the Westpac Business Online Helpdesk n ; and adpt apprpriate best practice internal cntrls t ensure unauthrised, frged r fraudulent instructins are nt given t Westpac. We als strngly recmmend that Yu adpt the fllwing security measures t reduce the risk f fraud: at least ne Administratr shuld be a business wner, r in the case f cmpanies, nt fr prfit rganisatins r clubs, be nminated by the bard r ther relevant gverning bdy; Yu shuld set up dual administratin in Yur Westpac Business Online facility s that any Administratr functins require the apprval f tw Administratrs; and Yu shuld set up multiple authrisatin s that all payments cnducted thrugh Yur Westpac Business Online facility require the authrisatin f at least tw Authrised Persns. 4. Details abut Yur Business ID, Lgin IDs, Passwrds and Administratr Verificatin Yu gain initial access t Westpac Business Online by cmpleting the Westpac Business Online applicatin which can be fund by visiting the Westpac Website and dwnlading and cmpleting the applicatin frm. Once the Westpac Business Online applicatin has been prcessed and accepted, the Administratrs nminated by Yu and set ut in the Westpac Business Online applicatin frm will be issued with a unique Business ID, and each will be issued with a Lgin ID and Initial Passwrd. Each Administratr will als be prvided with, r will prvide Westpac with, an additinal unique means f Administratr Verificatin. This will be used by Westpac t identify Yur Administratr when cmmunicating with them by telephne. Each Authriser and Creatr/Viewer nminated in the Westpac Business Online applicatin frm will als be prvided with a Lgin ID and Initial Passwrd by Yur Administratr. Yur Administratr must ensure that each Authrised Persn is assigned a separate Lgin ID and Passwrd. Use f the same Lgin ID and Passwrd by mre than ne persn is nt permitted. Each Authrised Persn will be prmpted t change their Passwrd as part f their first lgin t Westpac Business Online and fllwing any Passwrd reset. Once an Authrised Persn has changed their Passwrd, he r she must memrise this and use it with the Business ID and their Lgin ID t access Westpac Business Online.

5 The Passwrd each Authrised Persn chses must be a minimum f 8 characters and must include at least 1 letter and 1 number. It may als include sme special characters and spaces. This will be that persn s wn cnfidential Passwrd t access Westpac Business Online. Safety f Security Details Yu must, and must ensure that each Authrised Persn: takes respnsibility fr, and takes steps t reasnably safeguard, Security Details; des NOT leave a Westpac Business Online sessin unattended while lgged in; des NOT allw anyne t btain, bserve r verhear passwrd r ther banking security details; subject t any permissible disclsure in accrdance with these terms and cnditins, des NOT disclse r allw Passwrd r Administratr Verificatin t becme knwn t anyne else, including any ther Authrised Persn, ther emplyees, family r thse in apparent authrity such as management, the Plice r Westpac staff; des NOT write dwn, recrd r stre Yur r their Passwrd r Administratr Verificatin details anywhere in written r electrnic frm, including in a file n Yur r their cmputer(e.g. in a sent items flder), including any passwrd saving facility (unless it is a Secure Passwrd Facility); and chses Security Details that are unique and/r are nt the same as r similar t passwrds used fr any ther services (including any nn-banking services), equipment r cards. Each Authrised Persn is respnsible fr the security f their respective Security Details. If Yu r any Authrised Persn believe fr any reasn that Yur r their Security Details culd be knwn r accessible by smene else, r if Yu r an Authrised Persn discver any unauthrised use f Security Details has taken place, Yu r they must change the affected Security Details immediately r disable the lgin and then call the Westpac Business Online Helpdesk (n ) r cntact Yur Westpac business manager. Each Authrised Persn may change their Passwrd at any time. We will als prmpt each Authrised Persn t change their Passwrd every 90 days. Anyne accessing Westpac Business Online by using Yur Security Details, r the Security Details f an Authrised Persn, may be able t effect transactins n Yur Nminated Accunts. Westpac will have n bligatin t verify r take any steps t verify any instructin received frm Yu r an Authrised Persn, r which appear t be sent frm Yu r frm an Authrised Persn, thrugh Westpac Business Online. Westpac has n way f checking, and shall nt be held liable fr ensuring, payee names entered in Westpac Business Online are matched t the payee accunt number. Please nte: There is n legitimate reasn fr Yu r an Authrised Persn t disclse Yur r their Security Details t anyne, including Westpac staff, ther emplyees r management, Plice, etc. If anyne frm Westpac r claiming t be frm Westpac asks fr this infrmatin, Yu r the Authrised Persn shuld refuse t prvide Yur r their Security Details and let Us knw immediately (by calling Us n ). If requested by Westpac, Yu agree t: prvide all available infrmatin f any actual r pssible disclsure f Security Details r unauthrised access t Yur Nminated accunts; assist Westpac t recver unauthrised amunts withdrawn r paid frm any f Yur Nminated Accunts r therwise transferred t r frm any ther accunt(s); and ntify the Plice f any unauthrised access t Yur Nminated Accunts.

6 Online Guardian Challenge Service T cmplete sme banking activities nline and reset Passwrds, Authrised Persns may be prmpted t answer Challenge Questins r enter a Verificatin Cde that We send t their Registered Mbile Phne Number by txt as part f the Online Guardian Challenge Service. Txts sent as part f this service may als cntain certain infrmatin relating t a prpsed transactin t enable Yu t cnfirm the transactin by entering the Verificatin Cde during Yur Westpac Business Online sessin. Yu cnfirm that Westpac may use the Registered Mbile Phne Number fr the purpses f Westpac Business Online and that Yu have btained the cnsent frm the wner f the Registered Mbile Phne Number t such use. We may require Authrised Persns t chse and answer Challenge Questins when accessing Westpac Business Online. We may permit an Authrised Persn t reset their frgtten Passwrd by answering Challenge Questins crrectly. The replacement passwrd will be ed t the Authrised Persn at the address that has been registered with Westpac Business Online, and the Authrised Persn by giving their address cnsents t receiving this cmmunicatin by Liability Yur liability t Westpac What Yu are nt liable fr Regardless f any ther prvisin in these terms and cnditins, s lng as Yu ntify Westpac f the Lss, have nt wilfully r fraudulently caused r cntributed t the Lss, and have nt failed t cmply with these terms and cnditins r any ther applicable terms and cnditins, Yu will nt be liable fr: any amunts payable t Yu under Westpac s Online Banking Guarantee (details f which are available n the Westpac Website); any reasnably freseeable Lsses which result frm the fraudulent r negligent cnduct f a Westpac emplyee r agent; any unauthrised transactin n Yur Nminated Accunts where Yu culd nt have cntributed t the Lss, including Lsses cnnected with: Yur Security Detail(s) being knwn, r ptentially being knwn by anther party; r unauthrised access t Yur Nminated Accunts accessible by using Westpac Business Online; r faults that ccur in the Westpac Business Online system r sftware, excluding any fault that is bvius r has been advised t Yu by messages r ntices displayed in Westpac Business Online; r unauthrised transactins ccurring prir t any Authrised Persn accessing Yur Nminated Accunts via Westpac Business Online fr the first time. What Yu are liable fr Withut limiting the duties Yu we t Westpac at law, Yu are liable t Westpac and indemnify Westpac fr all Lsses arising frm r relating t Yur Nminated Accunts and Yur (and Yur Authrised Persns ) access r use f Westpac Business Online. Yur liability and indemnity is subject nly t Yur specific exclusins f liability under these terms and cnditins as set ut abve.

7 Yu agree t indemnify Westpac against: all Lsses suffered by Westpac and/r ther peple that are caused by Yu r Yur Authrised Persns acting fraudulently, either alne r tgether with any ther persn; sme r all Lsses arising frm unauthrised access t Yur Nminated Accunts if Yu r Yur Authrised Persns have wilfully r fraudulently caused r cntributed t such Lsses r have failed t cmply with these terms and cnditins r any ther applicable terms and cnditins; all Lsses Westpac incurs in acting n unauthrised, frged r fraudulent instructins given by Yu r n Yur behalf that Westpac culd nt reasnably detect; and all Lsses suffered by Westpac, Westpac s custmers r a third party, r fr any claim r actin brught against Westpac by a custmer r third party which results either frm Yur r Yur Authrised Persns misuse f Westpac Business Online r failure t cmply with these terms and cnditins r any ther applicable terms and cnditins. Westpac's liability t Yu What Westpac is liable fr Westpac will be liable t Yu fr: any amunts payable t Yu under Westpac s Online Banking Guarantee (the terms f which are available n the Westpac Website); and any reasnably freseeable Lsses which result frm the fraudulent r negligent cnduct f a Westpac emplyee r agent. What Westpac is nt liable fr Irrespective f any ther term r cnditin in any agreement between Yu and Westpac, Westpac will nt under any circumstances be liable fr: any Lsses arising as a result f Westpac acting in accrdance with these terms and cnditins r any ther applicable terms and cnditins; Lsses due t Yu, r anyne acting n Yur behalf, prviding Westpac with incrrect infrmatin; Lsses due t user errr; Lsses arising ut f unauthrised access t Yur Nminated Accunts r services r fraud cmmitted by Yu r Yur emplyee, fficer r agent (including any Authrised Persn); Lsses caused by unauthrised, frged r fraudulently given instructins that Westpac culd nt reasnably have detected frm the instructins; the accuracy f the infrmatin Yu enter in the payment infrmatin fields n the transactin instructin. Yu will be slely respnsible fr ensuring such infrmatin, including the ther party s bank accunt number, is accurate. We accept n respnsibility r liability if the infrmatin is incrrect; any Lsses resulting frm Yur failure t advise Westpac immediately f any inaccurate infrmatin abut payments shwn n Yur bank statements r transactin recrds; Lsses caused by circumstances beynd Westpac s cntrl, machine r system failure, r any strike r dispute; Lsses arising frm Yur r Yur Authrised Persns use r inability t access Westpac Business Online at any time, inaccurate cntent r infrmatin in Westpac Business Online, r any failure r delay in prviding the Westpac Business Online service; any Lss, delay r errr in the transmissin f an Internatinal Payment; Lsses arising frm faults in, r a malfunctin f, any equipment (including telecmmunicatins equipment) which supprts Westpac Business Online; r paying r delivering the balance f an accunt r ther prperty t a jint accunt hlder(s) n the death f a jint accunt hlder.

8 6. Value Transactins Any transactins Yu r any Authrised Persn cmplete via Westpac Business Online are subject t Westpac's terms and cnditins, authrities, specified Cut-Off Times and any fees r charges applying at that time. When Yu r any Authrised Persn uses Yur unique Business ID, and an Authrised Persn s Lgin ID and Passwrd t set up a Value Transactin this is Yur authrity t Us t carry ut transactins in accrdance with Yur instructins. We reserve the right t impse r change maximum r minimum transactin values r daily transactin limits frm time t time as We see fit. Over time new r varied functinality may be added t Westpac Business Online. Yu must ensure that Yu are satisfied fr Value Transactins t be carried ut using this service. If any new r existing functinality invlving Value Transactins causes Yu cncern please advise Us straight away s that We can discuss ther alternatives that may suit Yur needs. We will be entitled t rely n Yur authrity t affect Value Transactins thrugh Westpac Business Online, ntwithstanding Yur death r bankruptcy r any ther revcatin f this authrity, unless ntice f Yur death r bankruptcy, r ther revcatin is received by Us. It is Yur respnsibility t make sure there is enugh mney in Yur accunts t ensure all Value Transactins can be made. We may refuse at Our sle discretin t actin a Value Transactin if We believe there is nt (r will nt be) enugh available mney in Yur accunt. Unless we infrm Yu therwise, Yu r an Authrised Persn cannt cancel an instructin made by using Westpac Business Online nce it has been fully authrised and Westpac has acknwledged that it has prcessed it. Prir t prcessing instructins fr direct debits, Yu must be apprved as, and execute the necessary dcumentatin required t becme, a direct debit initiatr in accrdance with the requirements f the rules issued by Payments NZ Limited frm time t time. 7. Transactin infrmatin Infrmatin prvided thrugh Westpac Business Online will in nrmal circumstances reflect the state f an accunt as at the clse f business n the previus banking day. Hwever, all infrmatin btained thrugh Westpac Business Online is subject t verificatin and authrisatin by Westpac in accrdance with nrmal banking practice and, in particular, the prceeds f cheques will nt be available until cleared. Yu r any Authrised Persn will be able t btain histrical transactin and accunt balance infrmatin thrugh Westpac Business Online (subject t availability). If Yu require mre infrmatin Yu can cntact Yur branch r relatinship manager. Yu acknwledge that third party prviders f services t Westpac, wh are invlved in delivering Westpac Business Online, may stre transactin and accunt balance infrmatin fr future reference in the event f disputes. Exchange rate infrmatin prvided by Us t Yu via Westpac Business Online is indicative nly unless expressly specified therwise.

9 8. Internatinal Transactins When Yu use the Internatinal Transactins functinality in Westpac Business Online the terms in this sectin apply in additin t all ther applicable terms and cnditins and prevail ver such ther terms and cnditins t the extent f any incnsistency. Westpac New Zealand is the prvider f Westpac Business Online. WBC NZ Branch is the prvider f Internatinal Transactins made thrugh Westpac Business Online and freign currency exchange services. Internatinal Payments rely n third parties, including Other Banks, and may take lnger t be credited, r fail t be credited, t a payee if any such third party r Other Bank delays r fails t prcess the payment. Westpac is nt respnsible fr any Lss, delay r errr in the prcessing f an Internatinal Transactin. Internatinal Transactins are subject t a specific daily transactin limit which Westpac New Zealand can amend at its discretin. Internatinal Transactins cannt be amended r cancelled nce they have been fully authrised (except fr Scheduled Internatinal Transactins - see Dealing Custmers using Westpac Business Online belw). When Yu request an Internatinal Payment thrugh Westpac Business Online Yu can nminate up t tw addresses t which an autmated ntificatin will be sent regarding the payment. Ntificatin (s) cntain details f the payment (including Yur details, the beneficiary s details and the relevant bank accunt details f Yu and the beneficiary). We have n way f mnitring whether any is received by the intended recipient and accept n liability fr nn-receipt by the intended recipient. Yu are respnsible fr ensuring the accuracy f any address entered and cnsent t the disclsure f such payment infrmatin by Westpac t the address nminated by Yu. Internatinal Payment Fees Westpac Fees Westpac New Zealand will charge Yu a fee fr Internatinal Payments. The fees will be charged mnthly and reprted in Yur Westpac Business Online Charge Reprt. Other Bank Fees Westpac prcesses Internatinal Payments thrugh Other Banks. Payment and handling charges and cmmissins are ften levied by Other Banks. Westpac has n cntrl ver the charges levied by Other Banks and these charges are subject t change. Please nte these charges can be substantial, particularly fr payments in a currency ther than that f the receiving cuntry. Yu can chse whether t pay these charges Yurself r if they are t be brne by the payee and deducted frm the Internatinal Payment but fr the avidance f dubt Westpac will in n circumstances be liable fr any charges levied by Other Banks in respect f Internatinal Payments. Value Date Sme currencies and cuntries d nt have a tday Value Date ptin. When prcessing Yur Internatinal Transactin instructin, Westpac will prvide Yu with the earliest Value Date available fr the currency and cuntry chsen, dependant n applicable Cut-Off Times.

10 Freign Currency Exchange Rates Where Yu request Us t make an Internatinal Transactin the rate used will be derived by WBC NZ Branch frm current freign exchange market rates (unless a Deal is attached - see belw). Yur exchange rate will nt be finalised until the Internatinal Transactin has been fully authrised (unless a Deal is attached - see belw). Until such time as the Internatinal Transactin has been fully authrised the exchange rate displayed is indicative nly and Westpac is nt bliged t transact at this rate. Cut-Off Times and Hurs f Availability Yu must fully authrise Yur Internatinal Transactin befre the Cut-Off Time t receive the Value Date, therwise the Internatinal Transactin will rll t the next available Value Date. There are bth currency and cuntry Cut-Off Times (dependent n the currency being used and the destinatin cuntry fr the Internatinal Transactin). The hurs f availability fr Internatinal Transactins are designated by Westpac and these Cut-Off Times may vary frm time t time. The relevant Cut-Off Time fr a prpsed Internatinal Transactin will be displayed via Westpac Business Online during the payment creatin and authrisatin prcesses. Internatinal Transactins nt prcessed When a fully authrised Internatinal Transactin des nt prceed, irrespective f the reasn (e.g. insufficient cleared funds), WBC NZ Branch may need t cancel the underlying freign exchange cntract(s). Depending n market mvements in the relevant freign exchange rates, a Lss r a gain may ccur as a result f the cancellatin. We will pass n t Yu any such Lss r gain. Dealing Custmers using Westpac Business Online Existing Deals can be viewed in Westpac Business Online and attached t an Internatinal Transactin. When Yu attach a Deal t an Internatinal Transactin the amunt f the Deal will determine the payment amunt. It is Yur respnsibility t check that the amunt f Yur Internatinal Transactin is crrect befre the transactin is fully authrised. Dealing Custmers d nt have t attach an existing Deal when using Westpac Business Online t carry ut Internatinal Transactins but if they d, the terms f the Deal will apply. When attaching a Deal Yu can ask Us t make Scheduled Internatinal Transactins up t 90 days in the future. Cleared funds must be available at 9am New Zealand standard time the day the Scheduled Internatinal Transactin is due. A Scheduled Internatinal Transactin may nt be prcessed if there are insufficient cleared funds available. Scheduled Internatinal Transactins may be cancelled by any Authrised Persn up until 9am New Zealand standard time n the Value Date, hwever the underlying Deal still remains in place which Yu are bliged t use. Depending n market mvements in the relevant freign exchange rates, a Lss r a gain may ccur in the event Yu cancel the Deal. We will pass n t Yu any such Lss r gain. 9. Equipment Yu are respnsible fr using, having r btaining equipment that is cmpatible with the Westpac Business Online service. Cmplying with any cnditins f use, including paying any charges assciated with Yur use f that equipment, is Yur respnsibility.

11 Yu are respnsible fr remedying any trjans, key lgging sftware, viruses, spyware r ther frms f malicius sftware that Yu r any Authrised Persn knw are n any cmputer befre using that cmputer t access Westpac Business Online. Westpac recmmends that Yu always adhere t manufacturers sftware and supprt guidance t ensure Yur equipment is cvered by the latest sftware and security updates available frm the manufacturer. If Yu are cnnecting t Westpac Business Online via a Wi-Fi netwrk, Westpac recmmends Yu use a trusted netwrk. 10. Charges Yu agree t pay any and all fees and charges relating t using Westpac Business Online. Westpac will debit these fees and charges frm the accunt Yu have nminated, tgether with any relevant taxes, charges r duties levied by any gvernment bdy. Fees change frm time t time. Details f the fees and charges applicable t Yu are available in the list available at 11. Transactin disputes If Yu dispute any transactin cmpleted via Westpac Business Online, fr assistance either cntact Yur business manager r Yur branch, with the fllwing infrmatin: Yur name and relevant accunt number(s) the amunt f the disputed transactin what srt f transactin it was e.g. payment, transferring mney etc. the transactin number(s), if these are available the date and apprximate time (if knwn) n which the disputed transactin ccurred. Other than where there is an bvius errr, Our recrds f Westpac Business Online transactins will be evidence f these transactins. 12. Remving Access, Suspensin r Cancellatin f Yur Westpac Business Online Facility Remving Authrised Persns Access t Westpac Business Online by individual Authrised Persns can be cancelled at any time by Yur Administratr remving them as an Authrised Persn r by Yu cmpleting the relevant frm. Suspensin r cancellatin f Yur Westpac Business Online facility Yur Administratr can suspend r cancel Yur Westpac Business Online access by calling Us at the Business Online Supprt team (n ) r by cntacting Yur relatinship manager r branch, either in persn r in writing. Once Yur Administratr has suspended r cancelled Yur Westpac Business Online access, all access by Authrised Persns will als be suspended r cancelled. Yu will remain respnsible fr any transactins made n Yur Nminated Accunts via Westpac Business Online until the time f cancellatin r suspensin. Westpac s right t suspend r cancel Yur access t Westpac Business Online

12 We may suspend r withdraw Yur access t Westpac Business Online upn seven days written ntice. We can als suspend indefinitely r cancel Yur access t Westpac Business Online withut prir ntice, and withut respnsibility fr any Lss Yu may suffer, fr any reasnable grunds including, but nt limited t: death; bankruptcy; fraud; lack f legal capacity; insufficient funds t cver payments r payment instructins given; prtect against any threats t the security f Yur Nminated Accunts r t Westpac Business Online; where, in Our reasnable pinin, Yu r any Authrised Persn have misused any Westpac Business Online service r therwise breached any f these terms and cnditins r any ther terms and cnditins frm time t time applicable t Westpac Business Online; r a reasnable perid f inactivity (determined at the sle discretin f Westpac) n Yur Westpac Business Online facility. Where access t Westpac Business Online has been suspended t prtect against any threats t the security f Yur Nminated Accunts r t Westpac Business Online (e.g. if the existence f any trjans, key lgging sftware, viruses r spyware is cnfirmed r suspected), We may refuse t reinstate access until We are satisfied that such threats have been remedied and n lnger exist. This may include seeking assurances frm Yu that any ffending sftware has been remved r that a specific item f equipment will n lnger be used t access Westpac Business Online. 13. Westpac Prperty Any unauthrised reprductin r mdificatin by Yu r any Authrised Persn f any prprietary infrmatin cntained in Westpac Business Online, r any part f such infrmatin, may result in legal actin being taken. 14. General A waiver by Westpac f any prvisin f these terms and cnditins shall be effective nly if given in writing, and then it shall be effective nly t the extent that it is expressly stated t be given. A failure, delay r indulgence by Westpac in exercising any pwer r right shall nt perate as a waiver f that pwer r right. A single exercise r partial exercise f any pwer r right by Westpac shall nt preclude further exercises f that pwer r right r the exercise f any ther pwer r right. If any part f these terms and cnditins is held t be unenfrceable, that will nt affect the enfrceability f the remaining parts f these terms and cnditins. These terms and cnditins and the cntract arising between Yu and Us thrugh Yur r any Authrised Persns use f Westpac Business Online are gverned by New Zealand law. Yur Authrised Persns and Westpac submit t the exclusive jurisdictin f the Curts f New Zealand. 15. Definitins Unless specifically stated therwise r the cntext therwise requires, the fllwing definitins apply t the use f the defined terms in these terms and cnditins and anywhere else n the Westpac Business Online web pages:

13 accunt means the bank accunt(s) Yu hld with Westpac. Administratr means the persn r persns appinted as Administratr f Yur Westpac Business Online facility in the applicatin frm cmpleted by Yu, and as may be amended frm time t time by Yu cmpleting the relevant frm. Administratr Verificatin means an additinal way f cnfirming the identify f Yur Administratr in additin t a Passwrd (fr instance, a Keywrd prvided by Yur Administratr t Westpac). Authrised Persn means each Administratr, Authriser and Creatr/Viewer. Authriser means the persn r persns appinted t authrise transactins thrugh Yur Westpac Business Online facility, initially in the applicatin frm cmpleted by Yu, and as appinted using the relevant frm. Authrisers can be remved by Yur Administratr r using the relevant frm. bankruptcy includes the lss f capacity, inslvency, receivership, administratin, liquidatin, remval frm the register, winding up, statutry management r any similar ccurrence, and petitin fr bankruptcy includes any step taken fr r twards any f these. Business Day means every day except Saturday, Sunday, and natinal public hlidays. Business ID means the identifier fr Yur business issued by Westpac t Yur Administratr. This enables Us t identify Yur business and accunts when Authrised Persns access Westpac Business Online. Charge Reprt means the mnth end reprt f Westpac Business Online charges, available in Westpac Business Online. Challenge Questins means persnalised questins chsen by the Authrised Persn and answers t thse questins given by the Authrised Persn when setting up the Online Guardian Challenge Service thrugh Westpac Business Online. An Authrised Persn may be asked t answer any Challenge Questins when cnducting certain nline activity. Creatr/Viewer means the persn r persns appinted with ability t view and create, but nt authrise, transactins thrugh Yur Westpac Business Online facility, initially in the applicatin frm cmpleted by Yu, and as remved and appinted by Yur Administratr frm time t time. Cut-Off Time means the time, applicable t the payment type cncerned, after which Westpac will nt prcess a transactin n a given Business Day. Deal means a transactin Yu and Westpac are parties t thrugh which ne currency is purchased by Yu in exchange fr the sale f anther currency at an agreed exchange rate. Dealing Custmer means Yu fr s lng as Yu have dealing limits in place with Westpac that enable Yu t enter int Deals directly with Our Dealing Rm. Dealing Rm means that part f the business f WBC NZ Branch that is respnsible fr the creatin and risk management f freign exchange transactins n behalf f Westpac New Zealand. General Terms and Cnditins means the Westpac general terms and cnditins t which Yu are subject, a cpy f which is available nline at r at any branch. Internatinal Payment - means a payment f funds made electrnically frm Yur accunt using Westpac Business Online either t an verseas accunt, r in a freign currency t an accunt held in New Zealand.

14 Internatinal Transactins means Internatinal Payments r Internatinal Transfers. Internatinal Transfers means transfers f freign currency made between (i) Yur freign currency accunts r (ii) Yur freign currency accunt and Yur New Zealand dllar accunt, laded n Westpac Business Online. Lgin ID means the identifier fr each Authrised Persn which enables Us t identify each Authrised Persn and the accunts he r she can access when using Westpac Business Online. Lss includes, withut limitatin, any expense, csts, liability, claims, damages, fees, taxes, duties, penalties, interest, legal csts (n a full indemnity basis), judgment, direct, cnsequential, special r indirect lss. Making Changes Frm means the frm t be used by Yu when Yu wish t make certain changes t Yur Westpac Business Online facility. The Making Changes Frm is available n the Westpac Website. Nminated Accunts means thse Westpac accunt(s) Yu have nminated t Access via Westpac Business Online. Online Guardian Challenge Service means a system by which Westpac can further safeguard Yur banking activity. This includes, but is nt limited t, the use f Challenge Questins, temprary Passwrds and Verificatin Cdes t enable Yu t cmplete nline banking activity in a mre secure envirnment. Other Banks means intermediary and beneficiary bank(s) f Westpac s chice thrugh which Westpac prcesses Internatinal Payments. Passwrd means a cnfidential passwrd used t prevent unauthrised access t and use f Westpac Business Online and Yur Nminated accunt(s). When used with Yur Business ID and an Authrised Persn s Lgin ID it gives access t Westpac Business Online. Registered Mbile Phne Number means a mbile phne number that is registered fr the purpse f Yur Westpac Business Online facility. Scheduled Internatinal Transactin means an Internatinal Transactin with a Deal attached and a Value Date later than a tday Value Date. Secure Passwrd Facility means a facility where the infrmatin in it is securely encrypted t an industry recgnised standard and which can nly be accessed with a passwrd r ther security device which meets the minimum standards required by Westpac when We ask an Authrised Persn t chse their wn Passwrd. Security Details means any prcesses r security prcedures We ask Yu t fllw r use, and the cnfidential infrmatin generated frm such a prcess r prcedure, including but nt limited t a Business ID, Lgin IDs, Administratr Verificatins, Passwrds, Challenge Questins and Verificatin Cdes. txt- means text message r SMS text message. Value Date means the date upn which an Internatinal Transactin instructin will be carried ut by Westpac fllwing final authrisatin f the Internatinal Transactin. Value Transactin means a transfer f funds between Yur accunts and/r t a third party s accunt which may include, but is nt limited t, a bill payment, tax payment, autmatic payment, direct debit r mney transfer.

15 Verificatin Cde means a temprary cde sent by txt t an Administratr s r Authriser s Registered Mbile Phne Number by Westpac, enabling cmpletin f certain actins in relatin t Yur Nminated Accunts. WBC NZ Branch means Westpac Banking Crpratin ABN , a cmpany incrprated in Australia (New Zealand divisin). Westpac Business Online means Westpac New Zealand s business-specific nline banking service which, thrugh the use f a cmputer r ther electrnic equipment, cnnects Yu t Us via the internet and enables Yu t carry ut a range f transactins and btain infrmatin abut Yur Nminated Accunts. Westpac, Bank, We, Us r Our means WBC NZ Branch, Westpac New Zealand and its r their related cmpanies. Westpac New Zealand means Westpac New Zealand Limited, a cmpany incrprated in New Zealand with cmpany number Westpac Website means Westpac New Zealand s website at Yu r Yur means the accunt hlder in respect f accunts accessed using Westpac Business Online. In these terms and cnditins, unless the cntext therwise requires, the singular includes the plural and vice versa.

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