General Service Agreement
I. Terms Used in the Agreement
- The Institution (or “we”, “us”) is UAB “Pervesk”, company code 304186270, registered address Rinktinės str. 5, 09234 Vilnius, Lithuania (e-mail address [email protected]), acting as an electronic money institution licensed in the Republic of Lithuania (electronic money institution license No. 17, Issuing and Supervisory Authority – Bank of Lithuania, www.lb.lt; data about the Institution are collected and stored in the Register of Legal Entities of the Republic of Lithuania, the registrar – State Enterprise Center of Registers).
- Electronic signature is a means of safe electronic and mobile electronic signature issued by third parties, which the Institution deems to be the Means of Identification and which are used instead of the written signature of the Client and are intended to identify the User and to confirm the Orders submitted by the User to the Institution using Electronic Channels.
- Electronic Money is money deposited/transferred to the Account managed by the Institution on behalf of the Client for the purpose of making payments (in the Agreement or other agreements, Electronic Money can be simply referred to as funds).
- Means of Identification are the login or code, registration password, or other means of authentication provided to the Client by the Institution for the purpose of verifying the User’s identity.
- Workday of the Institution is the day when the Institution carries out the activities necessary for the execution of payment transactions.
- Client (or “you”) is a natural or legal person or relevant organization that has concluded this Agreement and any other relevant agreement with the Institution.
- User is a Client or a representative of the Client specified in the Agreement (a natural person) who has the right to manage the Client’s Account using electronic channels and whose details are specified in the Special part of the Agreement.
- Order is an instruction issued by electronic channels to the Institution regarding management of funds in the Account or an instruction related to other actions regarding management of the Account or the services provided by the Institution.
- Account is an electronic money and payment account in the IBAN (International Bank Account Number) form opened by the Institution on behalf of the Client to which the Client can deposit/transfer funds and store them, execute fund transfers and other payment transactions allowed by the Institution.
- Password Generator is an electronic device for generating unique passwords that are used instead of written Client’s signature and intended to identify the User and confirm the Orders sent to the Institution by the User using electronic channels.
- The Agreement is this General Services Agreement.
- Website is the website of the Institution, found at www.pervesk.lt.
- Standard Rates (or “Pricing”, or “Fees”) are the rates approved by the Institution for the provision of services and transactions that are an integral and inseparable part of this Agreement.
- Unique Identifier is the Account number assigned to the Client by the Institution, which uniquely identifies the electronic money and payment account used for the payment transaction.
- Consumer is a natural person seeking to conclude or enter into the Agreement for a purpose not related to his business, trade or professional activity.
- Other terms used in the Agreement or other agreements are in accordance with the terms defined by the Law on Payments of the Republic of Lithuania and the Law on Electronic Money and Electronic Money Institutions of the Republic of Lithuania.
- Other agreements (including specific service agreements) are agreements on Electronic money and payment accounts, payment cards or other services provided by the Institution.
II. Application and interpretation of the Agreement
- The Agreement applies to all Clients, who concluded this Agreement or any other agreement with the Institution, regardless of what kind of Institution’s services the Client uses, including one-time electronic money and payment services, as well as services provided according to the specific service agreement or any other Institution’s Electronic Money and Payment Services used by the Client.
- The Agreement, together with all annexes, amendments, supplements and references to the Website or other websites, is an integral and inseparable part of each Agreement concluded between the Institution and the Client regarding provision of a particular service and is applicable to the Client from the moment of its conclusion.
- As the Agreement has been approved by the Institution and the Client has been provided with the possibility to get acquainted with it in the electronic space before concluding the Agreement, the signatures of the parties are not required for the fact of concluding the Agreement. Such Agreement shall be treated as a document drawn up in writing and shall have the same legal consequences as a document signed by the Institution and the Client on each of its pages. The Agreement shall be deemed concluded when the Account is opened for the Client.
- If there are contradictions or inconsistencies between the specific service agreement (Annex) and this Agreement, then the terms of the specific service contract (Annex) shall apply, unless otherwise specified therein.
- The provisions of this Agreement shall apply to the Agreement itself and to any other agreement (specific service contract), as long as it does not contradict to the conditions of the other agreement (specific service contract). The conditions of other agreements are special to this Agreement. The terms of this Agreement are general provisions that apply to all agreements (annexes) for the provision of a specific service. Cases that are not covered in the agreement (annex) for the provision of a specific service are subject to the terms of this Agreement. In this case, the term Agreement means the corresponding agreement for the provision of a specific service.
- The Client confirms that in case this Agreement or any other agreement is concluded in English, it is understandable to the Client. The Client agrees that this Agreement or any other agreement is concluded in English.
III. Subject of the Agreement
- The Institution hereby undertakes to issue, hold and redeem electronic money, provide the payment services specified on the Website, and provide the User with the opportunity to submit the Orders by electronic digital means and thus manage the funds in the Account. Unless otherwise specified in the Agreement, the User, who has signed this Agreement, shall be entitled, using electronic communication means, to manage all Client’s Accounts opened at the Institution, including the Accounts which the Institution will open for the Client in the future after the signing of this Agreement, in which the Institution is authorized to perform operations, and to use other services provided by the Institution (including the electronic signing of contracts) if the Institution permits such actions.
IV. Know Your Customer
- By signing this Agreement, the Client is informed that the Institution, both by itself and through third parties, can verify and evaluate the Client’s and its beneficiaries’ identity, activity, origin of the funds, risks and any other information required to properly know the Client. The Client undertakes to provide the Institution with all information and documents requested by it for the purposes of getting to know the Client within the deadline specified by the Institution and in the form and language specified by the Institution. If the Institution cannot properly and fully get to know the Client, this Agreement is not concluded, and, if it has been concluded, it is immediately and without notice terminated.
- The Client agrees and undertakes at any time at the request of the Institution to update and/or submit to the Institution additional information and documents about the identity of the Client and its beneficiaries, origin of the funds used, activities and other information requested by the Institution to get to know the Client, within the timeframe specified by the Institution and in the form and language indicated by the Institution.
- Upon change of any data indicated by the Client during the last procedure of getting to know the Client, the Client undertakes to notify the Institution immediately and not later than within one working day in writing, including by e-mail, and provide the documents related to such changes. In case of failure to fulfil the obligations provided for in this clause, the Client is solely responsible for all consequences arising out of non-communication in a timely manner and agrees that the actions of the Institution, carried out using the last contact details known to the Institution and power of attorneys, shall be deemed to have been performed properly.
V. The Institution Undertakes:
- to provide the services established in the Agreement or other agreements, including Electronic Money and Payment Services, to issue or change the Means of Identification for the Client or the User that are used for accessing the Account by electronic communication means and submission of Orders, applying the Standard Rates approved by the Institution and valid at that time, unless the Parties agreed upon otherwise. Information on Standard Rates and their fluctuations are available on the Website. If the Client does not submit a written request to terminate the Agreement within the time period specified in the Agreement from the moment updated information (Standard Rates) was provided, the Client shall be deemed to have consented to the changed Standard Rates.
- to deem the User’s identity to be confirmed and allow the User to use the remote electronic services, provided the correct User Identification Means were used during the login to the Account. Orders, applications, notices or other actions performed by the User by electronic communication means shall be separately approved using appropriate Identification Means;
- to provide on paper or on another durable medium (including e-mails) information on the terms and conditions of this Agreement and the provision of Electronic Money and Payment Services to the Client.
VI. The Client or the User Undertakes:
- to comply with the obligations and requirements of the Agreement and the legal acts;
- to ensure that the Account and the Means of Identification provided will only be used and accessed by the Users specified in the Agreement;
- to deem that the User’s Identity is established and the Orders, notices or other actions submitted to the Institution using the electronic communication means are properly authorized and assume all obligations arising from such actions if the appropriate User Means of Identification were used at the time of the remote login to the Account and the submission of the Orders;
- to ensure the security of the Means of Identification and payment instruments provided by the Institution, to take actions to protect the individual security features of the Means of Identification and payment instruments; not to write down the data of the Means of Identification and payment instruments on the items hold together with them in one place; not to allow third parties to access and/or manage them. If the User suspects that the Means of Identification or the payment instrument is or can be used without authorization, the User has lost it, it has been seized by other person, or the User cannot manage it for other reasons, the User shall immediately, and not later than within one working day, inform the Institution about it;
- to pay to the Institution the applicable fees under Standard Rates or individual agreements for issuing and changing of the Means of Identification and payment instruments, for the execution of Orders submitted by electronic computer means, for the execution of payment orders and other services provided by the Institution and to ensure that there are sufficient funds in the Account to execute the Orders and pay the applicable fees. The Institution has the right to debit all such fees from the Account on the day of the transaction. If there are insufficient funds in the Account to debit the Institution’s fee on the day of the transaction, the Client agrees that the fee for the performed transaction or provided services shall be debited on any other day when there is a sufficient balance in the Client’s Account;
- to ensure that the Account has sufficient funds to execute the Orders, and cover fees for the performed operations and provided other services. If there are insufficient funds in the Account to debit the fee for the provided services and performed operations, the Client agrees and the Institution has the right to debit this fee from the Client’s other Accounts with the Institution;
- upon expiry of the Agreement and/or its termination or at the request of the Institution, to return the Means of Identification to the Institution;
- to provide the Institution with the right to record communication between the Institution and the Client/User using telephone or other communication means, when the Client/User requests to block the provision of remote electronic services or to cancel this blocking. Communication records are considered evidence in possible disputes.
- in the event of any change in the data provided to the Institution by the Client (name, surname, name of legal entity, residence or registration address, registration data, persons authorized to manage the funds of the Account or their data or other information previously provided to the Institution), immediately, but not later than within 3 (three) working days, report this to the Institution and provide supporting documents. The Client, having failed to properly fulfil the obligations provided for in this clause, is solely responsible for all the consequences arising therefrom and may not claim or retaliate that the Institution’s actions performed according to the Client’s latest requisites and contact details do not comply with the Agreement or have not received notifications, which were sent according to such requisites and contact details;
- at his own expense, upon request of the Institution, to submit all documents and information required by the Institution within the deadline specified by the Institution. The Client undertakes to submit the documents in the form and language as requested by the Institution. If the Client violates the obligations stipulated in this clause, the Institution has the right to demand that the Client compensates for losses caused by the violation (including, but not limited to, the costs for the translation, delivery, and approval of the documents).
- to guarantee and to ensure that any documents and information submitted by the Client or the User to the Institution are correct, accurate, and complete.
- to actively participate in any investigation related to the Client’s or User’s Account, activity or payment transactions, to cooperate in providing the Institution with all information and documents requested by the Institution.
- to prevent any other unauthorized persons and persons unknown to the Institution from using the Account and/or services on behalf of the Client.
VII. The Client Is Entitled To:
- in compliance with this Agreement or other agreements concluded with the Institution to execute payments and other operations with funds in the Account and use other services provided by the Institution;
- to submit a request to the Institution for concluding the agreements for services provided by the Institution.
- to conclude additional agreements with the Institution regarding application of the special conditions.
VIII. Provision, Use, Change, and Blocking of the Means of Identification
- The Institution and the Client agree that the Means of Identification provided to the User by the Institution are used to confirm the User’s identity. If a valid Means of Identification of the User have been used at the time of login to the Account, the User’s identity is deemed to have been confirmed. Orders, requests, messages or other actions carried out by the User using electronic means of communication will only be executed when they are confirmed by the Electronic Signature or other Mean of the Identification, the Institution required to apply. Orders electronically submitted to the Institution and approved using the Means of Identification, are in all cases deemed equivalent to the orders signed by the Client and submitted to the Institution; and the agreements concluded with the Institution using electronic means of communication are in all cases deemed equivalent to the signed agreements concluded between the Client and the Institution.
- The User uses the services of the Institution via the Website, by accessing the server specified by the Institution. The Institution identifies the Client by the login name or code given to the User or the Electronic Signature or other Mean of Identification, the Institution accepts. The login name or code is given to the User upon signing the Agreement and is valid for the whole period of validity of the Agreement.
- The Client undertakes to ensure that the Means of Identification will only be known to the Clients specified in the Agreement, and neither the Client nor the User will transfer them to third parties. If, due to the fault of the User, the Means of Identification are used by a person who does not have such right, the Order received by the Institution, its change or cancellation is deemed to be submitted by the User.
- If the User has lost mobile phone with the electronic signature certificate installed, and if there is a possibility that it has been or can be unlawfully used by third parties to access the Account, the Client or the User undertakes to immediately, but not later than within one business day, submit to the Institution a request to block the Account and the provision of services. The request can be presented orally, by phone indicated in the Website, in writing, by e-mail or remotely submitting a request signed by the Electronic Signature. When submitting the request, the Client or the User must indicate his/her full name, personal identification number and the reason for which the provision of services is requested to be blocked. The Institution is entitled to require additional information to identify the person submitting the request. The Institution blocks the provision of services on the basis of the received request.
- The Institution also has the right to block the use of the Account and the provision of services:
- If the Institution has been notified of the loss or disclosure of the Means of Identification to a third party, or there are reasonable grounds for believing that the Means of Identification or other sensitive information of the Client may become known or has become known (available) to third parties;
- If incorrect verification passwords from the Means of Identification were submitted three times in a row before the use of the Institution’s services;
- If the Client does not provide the Institution with the information and/or documents which he/she is required to submit to the Institution in accordance with this Agreement or other agreements between the Institution and the Client or legal regulations;
- If there are objectively justified reasons related to the security of the Client’s funds;
- If it is suspected that the Account, the payment instruments and/or funds are used or may be used for illegal, fraudulent or criminal conduct;
- If the Client violates the terms of this Agreement or other agreements between the Institution and the Client and/or legal acts;
- If it is suspected that the Account, payment instruments and/or funds may be unlawfully used by unauthorized third parties;
- If the Institution has suspicions about the identity of the Client and/or his representative and/or origin of funds;
- In other cases provided for in this Agreement, other agreements between the Institution and the Client and legal acts.
- The blocking of the access to the Account and services is revoked upon submission of a written request or upon remote submission of the request verified by the Electronic Signature. The Institution has the right to refuse revoke the blocking if there are reasons to believe that the reasons for blocking have not been removed. If the access to the Account and services has been blocked at the Institution’s initiative, the blocking is only revoked when, according to the Institution’s evaluation, there are no more reasons for blocking.
- The Institution is not liable for Client’s losses arising from the use of the Account and its blocking and revoking thereof, if the Institution has acted in compliance with the terms and conditions stipulated in the Agreement or legal acts.
- The Client undertakes to pay for the issuance or change of the Means of Identification, to pay for the use of electronic services the fees specified in the Standard Rates and/or rates specified in the agreements concluded between the Institution and the Client; and the Institution shall be entitled, without a separate notice and Client's consent, during or after the execution of the payment transaction to debit the fees from any Client’s Account opened at the Institution.
- The fees for the specific services of the Institution, the currency exchange rate, their calculation, as well as other amounts payable to the Institution (including, but not limited to, the costs incurred by the Institution) are specified in the Standard Rates and on the Website.
- The Client declares that, at the time of conclusion of this Agreement, he is familiar with the rates for the Institution’s services and operations (including, but not limited to, the Standard Rates) and, when initiating services and operations, agrees to pay the established fee, and, in addition, undertakes to hold in the Account an amount of funds that would cover the fees to be paid to the Institution and other amounts. If the Account does not have enough funds to execute the payment transaction and pay the fee for its execution, the Institution shall have the right not to execute such a payment transaction.
- The Institution has the right to unilaterally change the fees and fees set forth in the Institution’s agreements and/or the Standard Rates and undertakes to publish them in accordance with the procedures established by the Institution’s agreements and/or legal acts. The Parties agree that these changes are publicly available on the Website immediately after their entry into force.
- When the Institution’s refusal to execute a payment order is objectively justified, the Institution may charge a standard fee specified in the Standard Rates for such a refusal.
- The Institution is entitled to charge a fee from the Client for the refund of funds if the payment transaction has not been executed or failed due to an incorrect unique identifier, other incorrectly provided/inaccurate Client’s or User’s information for execution of the payment transaction or if the refund arises from a violation of the Agreement by the Client or the User.
- The Institution, in accordance with this Agreement, other agreements concluded between the Institution and the Client and legal acts, has the right to charge fees defined in the Standard Rates for the cancellation of the Order or the notice of refusal to execute the Order.
- Additional or more frequent information provided at the request of the Client’s or the transmission of information by means of communication other than those specified in this Agreement, may be subject to an extra fee specified in the Standard Rates.
X. Non-compliance fee
- A non-compliance fee is applied to Clients who are not considered Consumer when a non-compliance event is identified.
- The non-compliance event is considered to be:
- if the Institution has substantial grounds to believe that the Client is engaged in licensed activities without having proper license or is engaged in any illegal activity or other activity which because of its nature might cause reputational damage to the Institution, and performs operations related to any of these activities;
- if the terms of the additional agreement concluded with the Client restricting certain types of operations are violated;
- if any confirmation, made by the Client regarding its activities, origin, source of funds or wealth, ultimate beneficiaries or other statement that significantly affects the Client's risk turns out to be knowingly false;
- execution of payments on behalf of the Client's customers or users or for the benefit of the Client's customers or users through the Account and/or Institution's infrastructure without the Institution's permission, i.e. processing payments on behalf of third parties when this is not explicitly agreed upon.
- Upon establishment of any of the non-compliance events specified above, the Institution shall charge the Client a non-compliance fee equal to EUR 50,000 (fifty thousand euros).
XI. Liability of the Parties
- The Client is liable for all losses incurred by the Institution due to incorrect information provided to the Institution, invalid documents, false payment orders and/or non-performance of other obligations stipulated in the Agreement.
- The responsibility of the Institution for the identification of the User shall be limited only to verifying the Means of Identification provided to the User.
- It is prohibited for the Client and the User to use the Means of Identification to perform or to allow third parties to perform any actions aimed at altering, disrupting or otherwise influencing the provision of the Institution’s services (operation). In the event of such modifications or attempts, the Institution is exempted from any liability or obligation arising from the execution of this Agreement.
- The Institution accepts no liability and is not responsible for the compliance of the Client’s payment documents received using electronic communication means with their originals and the accuracy or veracity of the data contained therein.
- The Institution is not responsible for the fact that the Means of Identification chosen by the User was not functioning or was functioning improperly, the User did not have phone, computer, software or other equipment or because of the failure of this equipment or if the Client did not protect his/her passwords or the Means of Identification and, therefore, passwords or the Means of Identification have become known to other persons.
- The Institution is not responsible for the fact that due to a failure in telecommunication networks the Client is unable to use the services of the Institution or because of the failure in telecommunication networks the information was corrupted, lost, etc.
- The Institution is not responsible for the fact that due to technical works and/or disruption related to the use of the information technology used by the Institution, the Client is not able to use the services of the Institution, except for cases when that lasts for more than 24 hours and occurs due to the intentional or gross negligence of the Institution.
- In the event of an executed payment transaction received from the Client by electronic communication means failing to correspond to the printed statement of this payment submitted by the Client, the Parties, in resolving their disputes, shall refer to the Client’s payment transaction received by electronic communication means and the data defining it as the true indicator.
- The Client or the User specified by him shall be jointly and severally liable for non-performance or improper performance of the Agreement. If the Client grants the User the right to manage the Account, the User shall be obliged to execute properly all obligations assumed by the Client in accordance with this Agreement.
- The Client must fully compensate for the losses incurred by the Institution arising from the disclosure of the Means of Identification, mobile telephone (with the electronic signature certificate) or any other violation of this Agreement.
- The Client (the payer) is liable for unauthorized payment transactions up to €50 when these losses are incurred due to: 1) the use of a lost or stolen payment instrument; 2) the illegitimate acquisition of the payment instrument if the Client (the payer) failed to protect personalized security features.
- The Client (the payer) is liable for all losses arising from unauthorized payment transactions if the Client (the payer) has suffered from them acting in bad faith or due to gross negligence or willful misconduct of one or several of the obligations specified in the Law on Payments of the Republic of Lithuania.
- In no event shall the Institution be liable for indirect Client’s losses (including, but not limited to, loss of income) arising from the use of the services by the Client and/or on any other basis.
- Funds debited from the Account shall be refunded only if the Institution is notified immediately, but not later than within 13 (thirteen) months from the date of debiting, of an unauthorized or improperly executed payment transaction, for which claims may be submitted in accordance with legal acts and the relevant agreement; in case Client is a business client - not later than within 60 (sixty) days.
- If it is not precluded by the applicable law or otherwise stated in this Agreement, should the Institution breach this Agreement, the compensation payable to the Client by the Institution will not exceed the average of the fees paid by the Client the Institution in the last 3 months before the violation; but in any case not more than €5.
- The Institution is not liable for the fact that the user was not able to access the third party external portal due to failures of the telecommunication networks for which the Institution is not responsible, or such failures resulted in the loss or corruption of the Client’s authentication data transferred by the Institution to the third party.
- The Institution is not responsible for the actions and mistakes of financial institutions and other entities involved in the process of payment transactions, as well as for illegitimate actions of other third parties and losses incurred by the Client due to Account blocking and/or suspension of services.
- The Institution is not responsible for third party services and products and their quality, malfunctions of third party electronic systems while the Client is accessing third-party systems or is paying for the goods or services provided by third parties while using electronic services of the Institution; also, the Institution assumes no responsibility and does not guarantee that third parties will execute a transaction with the Client. Claims regarding electronic systems of third parties, their goods and services are not examined by the Institution; they must be provided directly to third parties.
- A Party is released from liability for non-performance of the Agreement if it proves that the Agreement has not been executed due to a force majeure. The parties must notify in writing (including e-mail) about the occurrence of force majeure circumstances that prevent the fulfilment of the Agreement within 14 (fourteen) calendar days from the date of the occurrence of these circumstances.
XII. Personal Data
- The Client understands that the Institution shall process the personal data of the Client which are necessary for the execution of this Agreement and the provision of services, as well as for the execution of other agreements between the Institution and the Client and the fulfilment of the aims provided for therein.
- The Institution undertakes to process the Client’s personal data in compliance with the legal acts regulating the processing of personal data.
XIII. Conditions for Correspondence Between the Institution and the Client
- The Agreement is concluded and all communications between the Parties are sent in Lithuanian or English, unless the Parties agree on another language acceptable to them or the Website indicates that another language is acceptable to the Institution. All notices (including information on payment transactions) to the Client are sent by the Institution to the Client by e-mail, submits to the Account, uploads on the Website or provides by other electronic channels. Information about the Account and payment transactions shall be provided to the Client on a regular basis, at least once a month. The Client is also able to access the information relevant to him when logged in to the Website and the Account.
- The Client has the right to receive information on the terms and conditions of this Agreement and payment services in writing or by e-mail; he can also find the terms of this Agreement and the provision of payment services on the Website at any time.
- The Client submits his notices to the Institution by e-mail or via the Website, or he may also contact the Institution by telephone or other means specified on the Website. The Institution has the right to request the Client to send a message, information or documents at a particular time in any other manner and form requested by the Institution (e.g., by registered mail, etc.), and the Client undertakes to do so at his own expense.
- Notices, information or documents submitted by the Client are deemed received by the Institution when the Institution confirms to the Client that the relevant notice, information or document has been received.
- Notices sent to the Client by the Institution cannot be considered as an offer by the Institution to the Client to conclude an agreement or to use the services, unless the Institution’s statement expressly states that such a tender is offered.
XIV. Duration, Amendment and Termination of the Agreement
- The Agreement enters into force on the day it is signed and is valid indefinitely until the termination of the Agreement. The Agreement automatically expires on the same day when all other agreements concluded with the Institution are terminated.
- This Agreement may be terminated by settlement of the Parties or by unilateral declaration of one of the Parties as provided in this Agreement.
- The Client is entitled to unilaterally, out of court, terminate this Agreement by giving written notice to the Institution (e.g. by logging in through the Website) not later than 30 (thirty) days in advance, except in cases provided for in the Agreement or other agreements. In this case, the Client must fully settle with the Institution for the services started or provided. The Client is not entitled to a refund of the paid fees.
- Upon termination of the Agreement, the funds available in the Client’s Account (after deduction of fees payable to the Institution and other amounts) are returned to the Client in the account specified by him in another financial institution. If the Client does not indicate before the termination of the Agreement the account to which the Institution should transfer funds, the Institution is entitled to transfer the Institution’s funds to the last Client’s account known to the Institution in another financial institution.
- The Client, upon termination of the Agreement for more than 12 (twelve) months or for an indefinite term, shall not pay any fee to the Institution after 12 (twelve) months from the date of conclusion of the Agreement. In all other cases, the Client shall pay to the Institution the fee specified in the Standard Rates for termination of the Agreement.
- The Institution shall have the right, unilaterally, out of court and without giving reasons, to terminate this Agreement by giving the Client written notice on paper or using another durable medium (e.g. e-mail) no later than 60 calendar days prior to the termination of the Agreement, unless the Agreement or other agreements provide otherwise.
- The Institution has the right to unilaterally and out of court, given a prior 14 (fourteen) days notice to the Client, terminate the Agreement if the Client does not fulfil or improperly performs the obligations provided for in the Agreement, refrains from providing required information to the Institution or it becomes evident that the Client, at the time of concluding the Agreement or later submitted to the Institution incorrect or misleading information, or it becomes clear that the Client engages in activities unacceptable to the Institution, illegal activities related to money laundering and/or terrorist financing, or actions performed by the Client have damaged or could have damaged the Institution’s reputation or in other cases defined in the Agreement.
- The termination of the Agreement does not relieve the Client from the proper fulfilment of obligations arising from this Agreement before the day of its termination.
- The Parties agree that after the signing of this Agreement by the Client and the Institution, it will be deemed that the previous agreements governing the relations between the Parties arising from the use of electronic services by the Client will be terminated and, in the event of a dispute, the Parties will follow the latest agreement concluded between the Parties, governing the analogous relations.
- The terms of the Agreement may be changed by written agreement between the Parties, except in cases stipulated by the Agreement, where the Institution has the right to modify the Agreement unilaterally.
- The Institution has the right to unilaterally change the terms of the Agreement (including the fees of services) by giving the Client a written notice (by e-mail or otherwise) 60 (sixty) days in advance, except for the cases when the amendments are aimed at improving the terms and conditions for the provision of services to the Client. The amendments to the Agreement shall be deemed approved and agreed with the Client if the Client does not submit a written notice of disagreement before the date of entry into force of the amendment specified in the notice of amendment. The Client’s use of the services of the Institution after the effective date of the amendment of the Agreement terms constitutes the Client’s consent to the amendment of the Agreement terms. If the Client disagrees with the amendments, the Client may terminate the Agreement by notifying the Institution in writing, when all agreements concluded between the Institution and the Client shall cease to be effective from the day of entry into force of the corresponding amendment to this Agreement.
- The Client is not entitled to unilaterally change the terms of this Agreement.
- The Client has a right to get familiar with the current version of the Agreement, amendments to the Agreement and related information on the Website.
XV. Applicable Law and Dispute Resolution
- The law of the Republic of Lithuania is applicable to this Agreement. Execution of the Agreement is also regulated by the Civil Code of the Republic of Lithuania, the Law on Electronic Money and Electronic Money Institutions of the Republic of Lithuania, the Law on Payments of the Republic of Lithuania and other laws and legal acts, as well as other agreements concluded by the Parties and internal rules of the Institution regarding execution of the operations.
- Any dispute, not settled by negotiations or other pre-trial procedures, shall be settled in the competent court of the Republic of Lithuania according to the registration address of the Institution.
- Before contacting the court, the Client must, within 30 (thirty) days from the date of the violation, apply for a pre-emption procedure to the Institution for settlement of the dispute. The Client must submit his claim in writing and add to the claim detailed evidence supporting the claim and requests of the Client. The Institution shall respond to the Client's claim no later than within 14 (fourteen) days, unless other agreements between the Institution and the Client or legal acts provide for other terms for the settlement of pre-trial disputes.
- If the Client is a natural person – a consumer, and the Institution, according to the Client, has violated his rights or interests, the Client has the right to address consumer disputes outside the court to the Bank of Lithuania (address: Totorių str. 4, Vilnius; e-mail: [email protected]; website: www.lb.lt) according to the established procedure of the Law on the Bank of Lithuania and Consumer Rights Protection Act.
XVI. Final Provisions
- The Parties declare that at the time of signing the Agreement they are not aware of any circumstances prohibiting the conclusion of this Agreement or restricting the right of the Parties to conclude this Agreement. The Client declares that all the terms of the Agreement are in accordance with Client’s will, the terms of the Agreement, its content and the consequences of its conclusion are understandable and clear to the Client.
- The Means of Identification issued by the Institution becomes the Client’s property only if the Client has paid the price for them set by the Institution. Otherwise, upon termination of the Agreement, the Client must immediately return the Means of Identification or pay the price established to the Institution if the Means of Identification has not been issued free of charge.
- The Parties undertake to protect each other’s technical and commercial and other confidential information, except for publicly available information obtained in the course of performance of the Agreement, and not to transfer it to third parties without the written consent of the other Party or its authorized representatives. The terms of this Agreement are confidential and shall not be disclosed without the consent of the other Party, except in cases provided by the laws of the Republic of Lithuania.
- The Client’s representative may act on behalf of the Client if he/she has submitted to the Institution a proper power of attorney and identity document (with personal identification code, photo, signature) and other documents and information on representation requested by the Institution.
- The Client is not entitled to transfer the rights and obligations arising from this Agreement to third parties without the prior written consent of the Institution. The Institution has the right at any time to transfer the rights and obligations arising from this Agreement to third parties without the consent of the Client, unless such transfer of rights and obligations is in conflict with legal acts.
- The Agreement is made up electronically in English.
- The Client is obliged to comply with Law on Electronic Money and Electronic Money Institutions of the Republic of Lithuania and the Law on Payments of the Republic of Lithuania (and subsequent amendments thereto), and the Client undertakes to comply with it throughout the period of validity of the Agreement. The Client also undertakes to comply with other legal acts of the Republic of Lithuania related to the provision of electronic money and payment services, including the minimum security requirements for Internet payments issued by the Bank of Lithuania and other legal acts regulating the activities of the Client. These legal acts form an integral and inseparable part of the Agreement.
- If any provision of this Agreement is or becomes invalid, the validity of the other provisions remains unchanged. An invalid provision should be replaced by a valid provision, the economic and legal purpose of which should be as close as possible to the invalid provision.