Last modified: Mar 28, 2023 02:08 (UTC+08:00)
DNBC ACCOUNT – BUSINESS TERMS
This is the DNBC Account – Business Terms (“Business Terms”) for your Business Account. This forms part of your Legal Agreement with us in respect of your Business Account. Except where otherwise defined in this Business Terms, terms defined in the General Terms will have the same meaning in this Business Terms.
Parties to our Agreement
In respect of your Business Account, the terms of our Legal Agreement apply to each Authorised Individual in their individual capacity and to the Company
Confirmation Statements – Your Company
You confirm that:
- you are an Authorised Individual (and will provide reasonable written evidence of such authority promptly on request);
- any details (including personal data) of People of Significant Control of the Company and of Authorised Individuals are accurate and have been lawfully supplied to us by you for the purposes of commencing the registration of their details for your Business Account;
- the Company is not registered or has its center of main interest in the “rejected jurisdiction” list;
- no other company, partnership or unincorporated association has any holding or control in the Company;
- neither you and (where relevant) other People of Significant Control of your Company, nor the Company, nor any of the Company’s other directors, officers, employees, representatives or shareholders are the subject of any sanctions administered or enforced by any Sanctions Authorities;
- your Business Current Account is for business purposes and use only; and
- your Business Current Account is the Company’s only Business Current Account with us.
You may use DNBC Services only for lawful purposes. You may not use DNBC Services:
- in any way that breaches or intended to breach any applicable local, national, or international law or regulation, or causes DNBC to breach any applicable law;
- in any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect;
- for the purpose of harming or attempting to harm minors in any way;
- for anything that is abusive, harmful, violent or seductious or does not comply with our content standards;
- for any unsolicited or unauthorised advertising, promotional material, or any other form of spam;
- in relation to harmful programs such as viruses, spyware, or similar computer code designed to adversely affect the operation of any computer software or hardware;
- in any way that would locally or internationally evade any applicable taxes or promote tax evasion.
- engaged in or linked in any way to any of the business activities listed in the Prohibited Industries
If any of the confirmations listed above become false, inaccurate or misleading, you must inform us immediately
Operation of your Business Account
Each Authorised Individual will have equal and full rights in respect of the operation of the Business Account and we will not require authorisation from all Authorised Individuals before carrying out an instruction from one of you. However, if you wish to close your Business Account you will need to follow the procedure as set out below at Closure of your Business Account.
You may only use your Account number (as we provided to you) to receive funds for the following purposes:
- receiving payouts from an approved e-commerce and marketplace platforms;
- receiving payments from your clients and other third parties for the purpose of business payments;
- receiving your own funds from other legitimate business sources.
Access to your Business Account
Each Authorised Individual will have access to the Business Account through the Payment Platform and will have full permission to use any of the features without having to seek permission from any other Authorised Individual, including in relation to granting Third Party Providers access to, and authority to make payments from, the Business Account. All Authorised Individuals will be able to see all payment transactions made on the Business Account and access all other features of the Payment Platform in relation to the Business Account and this may include seeing the full support history on the Business Account for all Authorised Individuals.
Change or Transfer a Shareholder’s Beneficial Status
If an individual is in a position of influence to the shares of the company, or all or substantially all of the business assets. The company is sold or transferred in any situation that there is a significant change in any position of Significant Control of the company, you must immediately make notifications to us which confirm that the change has occurred.
We require any new present of Significant Control in the Company that has been undertaken to our standard identification and verification procedures “Onboarding KYC – Internal Controls” (“KYC Procedures”). More importantly, we may have to close the Business Account immediately if the requirements of Identification have not been completed instantly by the companies.
a- The changes of the companies are subject to the requirements of identifications from us, the Clients are required to make notifications to us as soon as possible (in 10 days during which changes have been made).
b- The changes of information or company structures may enable us the right to accept or refuse your Account. If a refused decision is made, the Client is required to close the Account and set up a new Account opening profile. If an approved decision is made, it is noticeable that depending on the case, Fees will be applied in conjunction with the opening account process.
If you inform us or we become aware of a dispute within the Company or between the Persons of Significant Control of the Company, we will go through the following process:
- We will place a restriction on the Business Account to state that we will only take written instructions from all Authorised Individuals of the Company in respect of the Business Account (this means we will not process payment instructions from the Business Account unless authorised to do so by all the Authorised Individuals of the Company); and
- We will only remove the restriction when all the Authorised Individuals have confirmed in writing that the dispute has been resolved.
It is your responsibility to inform us if there is any such dispute.
Following notification of a dispute, we will continue to allow existing direct debit mandates unless all the Authorised Individuals confirm in writing otherwise.
Closure of your Business Account
You may request that we close the Business Account, by providing written instructions from at least one Authorised Individual to do so.
In addition to our rights set out in the paragraph entitled “Closing your Account” in Section 3: Managing your Account of the General Terms, we may close or suspend your Business Account immediately on notice and terminate our Legal Agreement in respect of your Business Account if:
- any of the confirmation statements listed in the section entitled “Your Company” above are or become false, inaccurate or misleading or we reasonably suspect they are;
- your Company is wound up and removed from the company registry for any reason;
- your Company goes into insolvency, has a winding up petition filed against it, has a receiver or administrator appointed in respect of it, is unable to pay its debts as they fall due or, in respect of any of the foregoing, any analogous or similar procedure is instituted against it;
- we become aware of any dispute between the People of Significant Control of the Company or Authorised Individuals; or
- in the event of a change of control of your Company, any new Person of Significant Control does not pass our KYC Procedures.
Suspension and termination
If you conduct or attempt to conduct any transaction in violation of the prohibitions contained in this section we reserve the right to issue a written warning and/or reverse the transaction and/or close or suspend your DNBC Account and/or report the transaction to the relevant law enforcement agency and/or claim damages from you and/or remove any posting or material uploaded by you.
The Content Standard are set out as our DNBC Financial Group Legal Notices
Changes to the DNBC Account – Business Terms
We may revise this Business Terms from time to time to reflect a change of regulatory requirements or a change of our risk appetite by updating this page. Such changes may affect the services we are currently providing you. You are encouraged to review this Business Terms periodically and regularly to avoid any interruption of your services. This Business Terms, as amended, is legally binding on you.
“Authorised Individuals” means all individuals, who are both Persons of Significant Control and directors of the Company, who are authorised to operate and manage the Business Account on behalf of the Company (an “Authorised Individual” means any one of them).
“Person of Significant Control” means the person or those people listed in your Company’s public persons of significant control register.
“Sanctions Authorities” means the following national and supra-national authorities including but not limited to: United Nations Security Council (“UN”), the United Kingdom (“UK”), the Hong Kong Special Administrative Region (“HK”), the European Union (“EU”), Canada (“CA”), and the United States of America (“US”), as well as all applicable sanctions laws and regulations in the jurisdictions in which we operate.