Account2Account is a proprietary payment solution, offered and hosted by Windcave, which allows merchants to accept online payments directly into their bank accounts by creating one-off online payments using the online banking system.
Your use of the Windcave Account2Account solution is governed by the following terms and conditions:
1. Financial Institution Terms and Conditions: Payments made by you using Account2Account will be subject to your financial institution's terms and conditions. By using Account2Account you warrant and agree that you are the owner of the account from which you are making a payment, you are authorised to make payments from that account, and any refunds agreed to be paid should be credited to the same account from which the initial payment was made.
2. Comply with Law Generally: You agree to comply with all relevant laws and regulations in and in relation to your use of the Account2Account solution.
3. Intellectual Property:
Windcave owns all intellectual property rights in the Account2Account solution and any derivatives thereof. You acknowledge that there is no transfer of title, intellectual property rights or ownership of:
(a) The Account2Account solution or any part thereof; or
(b) Any derivative of the Account2Account solution
and you will not dispute Windcave's ownership of the intellectual property referred to in this clause.
4. To the fullest extent permitted by applicable law:
A. Liability: Windcave will not be liable to you or your affiliated and related entities for any loss (including indirect, consequential or special loss), damage, cost or expense, however caused (including through negligence), suffered or incurred by you or your affiliated and related entities arising out of, or in connection with, your use of Account2Account.
B. Warranties: Windcave disclaims all warranties, conditions and representations, express or implied, in respect of your use of Account2Account, and in any event your sole and exclusive remedy for any breach by Windcave of an implied warranty, condition or representation is the re-supply of the Account2Account service.
C. Indemnity: You will indemnify and hold Windcave harmless from and against all claims, losses, damages or injuries to Windcave or its affiliates arising out of your use of the Account2Account product, or arising out of your breach of these Account2Account terms and conditions.
5. Reverse Engineering: You must not, and must not permit any other person to, reverse assemble or decompile the whole or any part of the Account2Account solution.
6. Termination: Windcave may terminate your use of, and access to, the Account2Account feature at any time at its discretion. You may terminate your use of the Account2Account feature by providing written notice to Windcave of such termination.
7. Governing Law and Jurisdiction: Your use of Account2Account in Australia is governed by the laws of Australia, and the parties submit to the exclusive jurisdiction of courts in New South Wales in respect of all matters relating to this Agreement. For your use of Account2Account outside of Australia, this Agreement is governed by the laws of New Zealand, and the parties submit to the jurisdiction of the courts of New Zealand in respect of all matters relating to this Agreement.
8. Waiver: No waiver of any breach, or failure to enforce any provision, of this Agreement at any time by either party shall in any way limit or waive the right of such party to subsequently enforce and compel strict compliance with the provisions of this Agreement.
9. Severance: Any provision in this Agreement which is or becomes unenforceable, illegal or invalid for any reason shall be severed and shall not affect the enforceability, legality, validity or application of any other provision which shall remain in full force and effect.