Welcome to U Business Solutions (UBS). Kindly read the forgoing Terms and Conditions before completing your subscription and registration for an account with UBS. The following Terms and Conditions shall regulate your subscription, access, and usage of the products and services offered under the UBS System. Upon acceptance of these Terms and Conditions, you hereby agree to be bound and abide by the same, including any changes or amendments that may be implemented subsequently.
These Terms and Conditions shall take effect immediately upon your acceptance and shall remain effective until terminated by you or UMSI, under the provisions provided herein, and without prejudice to those provisions that remains effective even after the said termination by virtue of laws, regulations, and/or these Terms and Conditions.
You hereby agree that UMSI has the right to amend and modify these Terms and Conditions, on its own discretion, at any time without giving you prior notice. You further agree that, unless a specific date for its effectivity is provided, the changes and amendments to the terms and conditions shall take effect immediately upon posting the same on UMSI's website page at ubusiness.ussc.com.ph. You hereby affirm that it is your sole responsibility to keep yourself updated and informed of any and all changes or amendments in these terms and conditions.
Should you fail to comply with the Terms and Conditions provided herein, UMSI has the right to suspend, limit, or terminate your UBS account without further notice, and without prejudice to any other remedy provided by law or as stated in these Terms and Conditions.
These Terms and Conditions may be provided or translated in any other languages; in case of discrepancy between the English version and the translated version, the English version shall prevail.
Except as specifically provided to contrary under these Terms and Conditions, the words "we", "us", and "our" shall refer to USSC Money Services, Inc.
1.1. By accepting these Terms and Conditions, you hereby represent that you have the legal capacity to enter into contractual relations.
1.1.1. If you are entering into this engagement as an individual, you hereby warrant and represent that you are at least Eighteen (18) Years old;
1.1.2. If you are a business entity, you hereby warrant that the persons signing or entering into this engagement on your behalf, has full power and authority to bind you as the Party being represented hereof.
2.1. 'UMSI' means USSC Money Services Inc., an entity duly licensed by the Bangko Sentral ng Pilipinas as an Electronic Money Issuer (EMI). UMSI is wholly owned by USSC and primarily engaged in the business of e-money and other activities related or incidental to the business of e-money such as the issuance/creation of UMSI accounts and e-wallets and acquiring merchants to accept payments through various channels like cards and other electronic means.
2.2. 'USSC' means Universal Storefront Services Corporation, a corporation primarily engaged in the business of sending, processing, and distributing money remittances through its company-owned service stores and sub-agents nationwide. USSC serves as the main servicing station of UMSI for its E-Money products, which includes Cash-in and Cash-out Transactions, among others.
2.3. 'U Business Solutions (UBS)' is a system service powered by UMSI's e-money platform, wherein, business owners can efficiently distribute salaries or wages to its employees, and avail other products such as budget insurance, directly through their own account on the UBS Online Portal.
2.4. 'USSC NETWORK ACCOUNT KARD ("UNA KARD")' is a co-branded prepaid, non-interest bearing, debit, reloadable, multi-purpose, Bancnet accredited, QRPh equipped electronic value card with mobile functionalities, linked to the U Mobile Wallet issued by UMSI, and which can be used as an ATM and Debit Card. As a Debit Card, it is capable of doing transactions at any BancNet ATMs. It can also be used to purchase goods and services via Point-of-Sale (POS) at all accredited Bancnet merchants, and other lawful transactions.
2.5. 'U VISA Card' shall refer to a reloadable cash card issued by UMSI under license with VISA linked to a U Mobile Wallet which may be used for payment of goods and services and ATM cash withdrawals. The U VISA Card is also accepted in all VISA accredited merchants worldwide.
2.6. 'VISA' means a global payments technology company that serves individual and commercial clients, financial institutions, government entities, and merchants to use electronic payments recognized and accepted by major establishments in the Philippines and other countries and territories where VISA is accepted. UMSI is a participant in Visa's Payment Network.
2.7. 'U Cash Card' or "Card" refers to any/all co-branded prepaid/cash cards issued and powered by UMSI. This includes the UNA Kard and the U VISA Card, and for purposes of this Terms and Conditions, shall refer to the Card particularly availed by the Customer.
2.8. 'U Mobile Wallet' is an electronic wallet in which, its account holders may send and receive money electronically, or put cash in an electronic account that may be withdrawn by them over-the-counter in any of the storefronts of USSC and other authorized partners of UMSI, or may be used for payments for transactions electronically. The U Mobile Wallet is linked to the U Mobile Application and the Mobile Number of the User and/or is represented by a U Cash Card.
2.9. 'U Mobile Application', a medium or mobile technology wherein a person can do his/her regular transactions of UMSI and its partners' products and services, through an application designed to run on a mobile device or a tablet computer.
2.10. 'Customer' means "You", the person, whether an individual or a juridical person, who accepted these Terms and Conditions and availed and subscribed to the UBS service of UMSI.
2.11. 'Beneficiary' means the recipient of the money sent by the Customer.
2.12. 'Cash in' means a transaction which allows a person to load or send money to his/her own, or another person's e-wallet or bank account.
2.13. 'Cash out' means a transaction which allows a person to withdraw cash from his/her own e-wallet or bank account through a USSC branch or a Partner location.
2.14. 'Partner location' refers to any USSC branch or other duly registered and authorized agents engaged by UMSI as its servicing station for any of its E-Money products, which includes Selling of U Cash Cards, and Cash-in and Cash-out Transactions, among others.
2.15. 'First Line Ambassador (FLA)' means a USSC or other authorized partner's personnel that handles UMSI's transactions in USSC branches or other partner locations.
2.16. 'Admin User' – The main user of the UBS portal who is capable of performing all tasks and having access to all UBS modules available.
2.17. 'Sub-users' – These are users added by the admin user that has restricted access and UBS capabilities depending on what was set by the admin user.
3.1. You acknowledge that during the process of registration for UBS, personal and/or sensitive personal data ("data") shall be asked from you, or forms shall be filled up requiring these data. The collection, use or processing of these data shall be in accordance with Data Privacy Act of 2012. In addition to these data, you shall be required to undergo electronic fingerprint scanning or biometrics for personal identification and security purposes of your mobile application. You give your consent to the collection and necessary use of these data, such as but not limited to the following purpose/s:
3.1.1. Personal identification for enrollment, access, and/or use of your UBS Account;
3.1.2. Personal identification or Know-Your-Customer (KYC) procedures pursuant to the law on anti-money laundering;
3.1.3. Business or commercial purposes related to the U Store Mobile App and U Mobile Wallet and/or third party commissioned studies or analytics related to the UBS, U Store Mobile App, U Cash Cards, and U Mobile Wallet; and
3.1.4. Other legitimate, business or commercial purposes which UMSI may determine from time to time.
3.2. In compliance with the Know-Your-Customer ("KYC") requirements of the Bangko Sentral ng Pilipinas (BSP), and depending on the specific UBS Product or Service that you are availing, you will be asked to provide information, such as, but not limited to, your complete name, residential and/or office address, date of birth, nationality, source of funds, photo of yourself/authorized representative, and signature. Verification of these information may be made through a third-party verification representative, as we may deem necessary. In some cases, depending on your transaction, we may ask you to provide additional information that can help us in verifying your identity. You hereby agree to cooperate and provide the necessary information in order for us to complete our verification.
3.3. You hereby agree and acknowledge that UMSI reserve the right to limit, suspend, or deny your access to your UBS Account and/or any product or service thereof, in the event that we are unable to acquire the information being sought, or verify your identity and/or data provided.
4.1. Users of the UBS shall be comprised of the Admin User and the Sub-users. The Admin User must be the individual Proprietor or the authorized representative of the partnership, corporation, or any other legal entity. The Admin User may add, edit, and deactivate sub-users of the UBS Account. The Admin User can also set the modules that the Sub-users may access to process UBS payroll transactions.
4.2. Subject to our verification, Both the Admin User and the Sub-users may only access or transact in the UBS after they accepted the forgoing Terms and Conditions.
Prior to the onboarding of beneficiaries in the UBS Portal, UMSI shall perform a centralized enrollment process and wallet creation for the Customer's intended beneficiaries through a USSC site enrollment or a mobile caravan.
5.1.1. During the enrollment process, Customer or its authorized representative, and its intended beneficiaries shall acknowledge and agree that personal and/or sensitive personal data ("data") shall be asked from the intended beneficiaries, or forms shall be filled up by them, requiring these data. The collection, use or processing of these data shall be in accordance with Data Privacy Act of 2012. In addition to these data, Customer's intended beneficiaries shall be required to undergo a risk-based face-to-face Know Your Customer (KYC) / Customer Due Diligence (CDD) procedures, including electronic fingerprint scanning or biometrics for personal identification and security purposes of their respective E-wallets and personalized U Cash Cards.
5.1.2. In the conduct of its KYC procedures, UMSI shall verify the identity of the respective intended beneficiaries of the Customer, through their valid identification documents and corresponding KYC procedures. Without prejudice to the application of the UMSI's processes against money laundering and terrorist financing, including those provisions on customer acceptance and due diligence requirements, the following are the acceptable identification documents that may be presented by the intended beneficiaries:
| ID Description | Full Name |
|---|---|
| NATIONAL ID | Philippine Identification System National ID |
| TIN ID | Tax Identification Card (TIN) |
| PASSPORT | Passport |
| BARANGAY CERTIFICATE | Barangay Certificate |
| SSS ID | Social Security System (SSS) Card |
| UMID | Unified Multi-Purpose ID |
| COMPANY ID | Company ID (issued by private entities or institutions registered with or supervised or regulated either by the BSP, SEC or IC) |
| PHICB | Philhealth Insurance Card ng Bayan (PHICB) |
| GOVERNMENT OFFICE AND GOCC ID | Government Office and Government Owned Corporation (GOCC) ID |
| VOTER'S ID | Voter's ID |
| DRIVER'S LICENSE | Driver's License |
| POLICE CLEARANCE | Police Clearance |
| NBI CLEARANCE | National Bureau of Investigation (NBI) Clearance |
| PRC ID | Professional Regulation Commission (PRC) ID |
| ACR/ICR | Alien Certification of Registration / Immigrant Certificate of Registration (ACR/ICR) |
| SENIOR CITIZEN CARD | Senior Citizen Card |
| SCHOOL ID | School ID |
| GSIS ID | Government Service Insurance System (GSIS) E-card |
| OWWA ID | Overseas Workers Welfare Administration (OWWA) ID |
| NCWDP CERTIFICATE | Certification from the National Council for the Welfare of Disabled Persons (NCWDP) |
| PWD ID | Person With Disabilities ID |
| DSWD CERTIFICATE | Department of Social Welfare and Development (DSWD) Certification |
| SEAMAN'S BOOK | Seaman's Book |
5.1.3. Customer's intended beneficiaries shall give their consent to the collection and necessary use of these data, such as but not limited to the following purpose/s:
5.1.3.1. Personal identification for enrollment and access or use of their U Mobile Wallet and/or U Cash Card;
5.1.3.2. Personal identification or Know-Your-Customer (KYC) procedures pursuant to the law on anti-money laundering;
5.1.3.3. Enrollment in group personal insurance program, as may be applicable;
5.1.3.4. Business or commercial purposes related to the U Cash Card, U Mobile Wallet, and/or third party commissioned studies or analytics related to the U Cash Card, and U Mobile Wallet; and
5.1.3.5. Other legitimate, business or commercial purposes which USSC may determine from time to time.
5.1.4. After the centralized enrollment, the list of U Mobile wallet account numbers and the corresponding names of intended beneficiaries shall be submitted by UMSI to the Customer.
5.1.5. KYC for Minors. U Mobile Wallet Enrollment shall be allowed for minors provided that a legal guardian will agree to the terms and conditions. Minors are defined as people under the age of 18 years old.
5.1.5.1. In addition to the standard KYC of the customer, the applicant must provide:
5.1.5.2. A Frontline Ambassador shall conduct a verification of identity through the legal guardian.
5.2.1. Under the UBS Payroll, the Admin User can enroll beneficiaries in the portal. In this process, the e-wallet account number, and the full name of the intended beneficiaries, as reflected in the list submitted by UMSI, shall be encoded by the Customer.
5.2.2. After encoding, the customer shall confirm its request for the processing and printing of U Cash Cards. The U Cash Cards shall be released to the Customer's intended beneficiaries through a team formed for such purpose and with the assistance of the Customer.
5.3.1. Admin and Sub-users may initiate payroll processing by either encoding the individual account numbers of the beneficiaries or uploading a payroll batch file, in accordance with the format provided in the UBS.
5.3.2. For each payroll file, the user initiating the process shall accept the Terms and Conditions for processing, sending, and disbursement of funds for the intended beneficiaries.
5.3.3. You hereby agree that the payroll file shall only be processed, and the corresponding amount be sent and disbursed to the U Mobile Wallet Accounts of your intended beneficiaries if your UBS account has ample funds, at least equivalent to the amount reflected in the payroll file you upload, and whatever fees and charges applicable.
6.1. You are responsible for and must take all reasonable care to ensure the information you supply is accurate. We accept no responsibility and liability for the accuracy of the information or for failure to process or transmit such information in the manner requested by you.
6.2. In case of changes to the data and/information you provided, it is your sole responsibility to notify us of such changes in order for us to make the necessary amendments or alterations.
6.2. You acknowledge that the collection and use of your data and information by us is further subject to the Privacy Policy of UMSI.
7.1. You will be responsible for keeping the confidentiality of your User IDs and Passwords. You take full responsibility for protecting your personal information and account once you are enrolled in the UBS and/or U Mobile Wallet and using secure communication lines and internet connection when utilizing the UBS and/or U Mobile Wallet. You agree that your Passwords is known only to you, and/or your authorized representative, and as such any transaction done using your login credentials is presumed to be done by you or authorized by you.
7.2. You acknowledge and attest that you, as the UBS and U Mobile Wallet Admin User, are the legitimate sender of the transaction that you are processing or have processed with the UBS.
7.3. In case the transaction is initiated by your Sub-User, you hereby acknowledge and attest that the said Sub-User is duly authorized by you to initiate such transaction, and you hereby confirm and affirm to be bound by the said transaction processed by your Sub-User.
7.4. In the event that, in your use of the UBS Account and/or U Mobile Wallet, any wallet transfer or inbound remittance that is intended for another person has been erroneously paid to you, UMSI shall have the right to demand payment and collect from you the amounts that were erroneously processed in your favor and UMSI, its affiliates, agents, partners, officers, and employees shall be free and/or harmless from any suits, liabilities, damages and/or criminal action in relation to any payout error thereof. In addition to rights mentioned, you hereby authorize UMSI to deduct from your UBS Account and/or U Mobile Wallet, without prior notice, the amount erroneously paid to you, as contemplated in this paragraph. UMSI may also pursue criminal actions against you at any time, if it is exposed by the E-money or remittance system, company records, or another customer's written or verbal complaint that you have processed a wallet transfer or an inbound remittance in your favor even if it was not intended for you.
8.1. For your protection, you agree, at all times, to: (a) safely keep any information about UBS Account and/or U Mobile Wallet and not disclose access or otherwise make them available to anyone, except for your authorized representatives, in all circumstances; (b) immediately report to UMSI any loss, theft, and known or suspected unauthorized use of your UBS Account and/or U Mobile Wallet.
8.2. You likewise agree that in the event you have a due and demandable obligation to UMSI, its affiliates and/or subsidiaries, you hereby authorize UMSI to automatically debit from the funds available in your UBS Account and/or U Mobile Wallet amount/s owing to UMSI, its affiliates and/or subsidiaries. Within fifteen (15) days from the date of debit, UMSI shall notify you via registered mail of the debit made and the obligation/s satisfied as a consequence of the debit.
9.1. Your UBS Account may be funded through the following methods:
9.1.1. Over-the-counter funding or in-store cash-in at USSC and other UMSI Authorized Partners Nationwide;
9.1.2. Online Transfer from banks or other e-wallets via Instapay; and
9.1.3. Such other methods that may be introduced or implemented by UMSI.
9.2. You hereby agree that UMSI may impose limits on the maximum or minimum funds that may be loaded to your UBS Account.
10.1. Products and services, such as budget insurance, shall be available for purchase within the UBS. Such products and services shall be further subject to its individual terms and conditions. Once the transaction is initiated, you bind yourself with the merchant's terms of sale such as but not limited to how you will receive the goods and/or services that you purchased. UMSI is not liable and accountable for any undelivered goods and services, defects, damages, and after-sales services of such products and/or services.
10.2. You are liable and accountable with every transaction done through your UBS Account, whether initiated by your Admin User or Sub-User. All transactions will be funded by your UBS Account and/or U Mobile Wallet and it is your responsibility to ensure sufficient funds are available in your UBS Account and/or U Mobile Wallet account at all times to cover any of your transactions and its corresponding transfer fees.
10.3. Any charges or penalties as a result of an unsuccessful transaction due to insufficiency of funds or dormancy of the account will be your sole responsibility and shall be for your account. You also acknowledge that there are services wherein once transactions are completed, may no longer be reversed or reinstated.
10.4. UMSI may introduce other products, services, and features within the UBS. Moreover, UMSI may also deactivate, suspend, or discontinue offering existing products, services, and features in the UBS at its option. UMSI may also opt to suspend or discontinue a customer's privilege to use a particular feature, whenever it deems appropriate and necessary, particularly, but not limited to occasions when there are fraudulent transactions. In such cases, UMSI may charge a fee upon reactivation of the said feature, as per request of the Customer. The approval of the request for reactivation shall be at the sole discretion of UMSI.
11.1. UMSI will charge a card fee of ONE HUNDRED PESOS (Php 100.00) for each Payroll Beneficiary. In case of loss or destruction, a replacement card shall be issued by UMSI to the payroll beneficiary, upon payment of ONE HUNDRED PESOS (Php 100.00) replacement card fee.
11.2. For every payroll disbursement made to a beneficiary, USSC shall be entitled to Twenty Pesos (P20.00) Disbursement Service Fee.
11.3. UMSI reserves all rights to charge fees for your UBS Account. You hereby authorize UMSI to debit your UBS Account and/or U Mobile Wallet balance the amount of any fees and charges related to the use of the UBS.
11.4. The rate of such charges, period and method of payment shall be based on UMSI's announcement which shall be communicated to you by posting notice of such amendment in UMSI's website at ubusiness.ussc.com.ph, all the branches of USSC and other authorized partners or in such other form or manner as may be determined by UMSI.
11.5. The charges shall be binding and payable by you if you continue to use your UBS after the announcement whether you have knowledge of the announcement or not. If in cases of reversals, charges may be refundable as long as transaction has not yet been consumed.
11.6. UBS Accounts or U Mobile Wallets that have no monetary movement or have not been used for any monetary transaction, at least Twelve (12) months from the date of the last monetary movement or transaction, shall be deemed as Dormant Wallets and shall be charged with Dormancy Maintenance Fee which will be automatically debited from the customer's UBS Account and/or U Mobile Wallet every __ of the month. The rate of the Dormancy Maintenance Fee shall likewise be posted at the aforesaid UMSI website, as well as all the branches of USSC and other authorized partners, or in such other medium, form, or manner as may be determined by UMSI.
11.7. UBS Accounts and/or U Mobile Wallets that were deemed dormant, as specified in the immediately preceding sub-section, that has no further monetary activity or transaction for more than Twelve (12) months, and with zero or negative balances within that period, shall be automatically closed without further notice to the user.
12.1. You agree to promptly report to UMSI, your discovery of any unauthorized use or access of your UBS Account and/or U Mobile Wallet, by immediately calling Customer Service at (02) 8928-USSC (8772). UMSI shall inform you after the blocking of access to your UBS Account and/or U Mobile Wallet is done.
12.2. Any losses you incurred prior to the blocking of your UBS Account and/or U Mobile Wallet shall be for your account. You further agree that you can only claim for reimbursement of remaining amount in your UBS Account and/or U Mobile Wallet, after the thirty (30)-day period, from the time of reporting. Reimbursement can be done either through cash, or through a replacement of your UBS Account and/or U Mobile Wallet access, at your option, both of which may be subject to applicable service fees.
13.1. UBS Transaction and Wallet balance limits may be set or changed by UMSI on its own discretion, and as it may deemed necessary, subject to whatever applicable laws, and regulations. Such changes shall take effect Fifteen (15) days after posting an announcement in UMSI's website.
13.2. Transaction and Wallet limits shall be applied on a customer basis. Such limit shall be shared among all wallets of a Customer who has multiple UMSI Wallets and/or UBS Accounts under its name.
Customer and its beneficiaries agree that UMSI may disclose information to authorized third parties regarding the subject of this agreement (a) where it is necessary for completing transactions; (b) to verify the existence and condition of a transaction to an authorized third party; (c) to utilize services of third parties and affiliate entities who assist the UMSI in providing any of the Products and Services under this agreement; (d) to comply with the rules, regulations, administrative circulars and letter-instruction issued by the government or its agencies and instrumentalities, court orders, processes and writs; (e) for the establishment of any legal claim under this agreement where it may be released to attorneys, accountants, collection bureaus, financial institutions, and others involved in collection, adjustment, settlement or reporting; (f) to protect against potential fraud and other crimes involving the funds under this agreement; or (g) when otherwise permitted by law.
15.1. BOTH PARTIES expressly warrant and agree that they shall not, during the existence and after the termination of this Agreement, disclose nor reveal to any person or any other entity confidential information or records of the other parties which may come to their knowledge and/or possession, in the performance of, or in connection with this Agreement. Such confidential information shall include, but shall not be limited to the parties' respective trade secrets like customer and account list; and any other methods, processes, formulae, systems, and data pertaining to the products and/or business of either party whose disclosure may cause loss of trade secret, loss of opportunity or income, damage to reputation or loss of goodwill, or exposure to any form of risk or damage to either party. The parties agree to ensure that their nominees, employees, and/or agents are bound by the provisions of this paragraph.
The term "Confidential Information" shall include:
15.2.1. all information which has been conveyed or marked as "Confidential" or "Proprietary";
15.2.2. all technical, commercial, marketing, financial and other information, data, ideas, programs, processes and documents relating to the business or technology, any information analogous to the foregoing, of a party or of any of its affiliates and subsidiaries which is disclosed by such party or any of its affiliates and subsidiaries in connection with the Purpose, whether in writing, orally, in the form of samples, models, computer software, or otherwise;
15.2.3. analyses, compilations, studies and other document or machine readable information prepared by Either or Both Parties which contain or otherwise reflect or are generated from the information specified in (a) above and the disclosure of which would result in the disclosure of any information specified in (a) above;
15.2.4. All information that the Disclosing Party treats as confidential or proprietary;
15.2.5. All information that can be reasonably considered as confidential information based upon the nature of the information in relation to the business of the Disclosing Party;
15.2.6. All information that was received in confidence by the Receiving Party, its affiliates or its subsidiaries from the Disclosing party;
15.2.7. All information without designation or limitation, which is related to or is disclosed in connection with or pursuant to the Agreement.
Confidential or Proprietary Information does not include information which:
15.3.1. the Receiving Party can show (i) was already in its possession or known to the Receiving Party at the time of disclosure by being in its use or by being recorded in its files or computers or other recording media prior to receipt from or on behalf of the Disclosing Party or was not previously acquired by the Receiving Party from or on behalf of the Disclosing Party or; (ii) was independently developed at any time by the Receiving Party, without using the Confidential or Proprietary Information;
15.3.2. was rightfully obtained at any time by the Receiving Party from a third party without restrictions in respect of disclosure and without breach by the Receiving Party or by such source of any obligation of confidentiality towards the Disclosing Party or any of its subsidiaries or affiliates; and
15.3.3. was already publicly known at the time of its disclosure or becomes thereafter publicly known otherwise than through the act or omission of the Receiving Party or of its directors, officers, employees, agents or advisors.
The Receiving Party shall:
15.4.1. Keep secret and confidential all the Confidential Information;
15.4.2. Not disclose the Confidential Information to any third party (which terms shall be understood to include any natural or individual person) other than to its affiliates, subsidiaries, directors, officers, employees, agents and professional advisors who are required in the reasonable course of their duties to know the Confidential Information in connection with the Purpose and who are bound by obligations of confidentiality no less effective than those contained herein;
15.4.3. Use the Confidential Information only to the extent necessary in connection with these Terms and Conditions;
15.4.4. Use all reasonable endeavors to establish and maintain satisfactory security measures to safeguard the Confidential Information from unauthorized access or use; and
15.4.5. Keep confidential the existence of this Agreement and the fact that the parties are meeting with or receiving Confidential Information from each other.
15.4.6. The Receiving Party undertake not to make or have made any copy, record or duplication of any of the Confidential Information or reduce it into writing or in any medium if disclosed orally, without the prior written consent of the Disclosing Party except to the extent that is reasonably necessary for the Purpose.
15.4.7. The Receiving Party shall be liable for inadvertent or deliberate disclosure of the Confidential Information; and unauthorized disclosure or improper use of the Confidential Information.
15.4.8. Notwithstanding the foregoing, the Receiving Party shall use the same degree of care in safeguarding the Confidential Information as it uses for its own proprietary information of like importance (but not less than reasonable care) and, upon discovery of any inadvertent or unauthorized disclosure, shall notify Disclosing Party and take reasonable measures to prevent any further disclosure.
15.4.9. In the event that any party is requesting or required in any legal or regulatory proceedings to disclose (a) any Confidential Information or (b) any information relating to its opinion, judgment or recommendations concerning the Disclosing Party or the Purpose as developed from the Confidential Information, the Receiving Party shall provide the Disclosing Party with prompt notice of any such request or reference in order that the Disclosing Party may seek an appropriate protective order or waive the Receiving Party's compliance with the provisions of this Agreement. From the receipt by the Disclosing Party of a protective order or the receipt by the Receiving Party of a waiver hereunder within the period that Receiving Party is required to make a disclosure, then, the Receiving Party will disclose only that portion of the Confidential Information, which its legal counsel advises in writing that it is compelled to disclose. In any event, the Receiving Party will not oppose any action by the Disclosing Party to obtain an appropriate protective order or other reliable assurance that confidential treatment will be accorded the Confidential Information.
15.5.1. In the event of breach of any provision of this Agreement, the Receiving Party shall immediately refrain and desist from disclosing, publishing, disseminating and/or using the Confidential or Proprietary Information and shall immediately return to the Disclosing Party or destroy all such information.
15.5.2. The parties acknowledge that damages are not a sufficient remedy for breach of this Agreement and that a party shall be entitled, aside from damages, to the remedy of injunction, specific performance and other legal and equitable relief for any threatened or actual breach of this Agreement, in addition to any other remedies available to the parties by law or in equity, the parties shall be entitled to damages which shall include without limitation all direct costs, litigation expenses and reasonable attorney's fees incurred by either party in the enforcement of its rights under this Agreement.
All proprietary rights in the Confidential Information shall remain vested with the Disclosing Party. Nothing contained in this Agreement shall be construed as granting or conferring upon the Receiving Party, whether expressly or by implication, any right by license or otherwise or any proprietary or statutory right over the Confidential Information, whether existing prior to, or coming into existence after, the effective date of this Agreement.
16.1.1. The party collecting, processing and sharing personal data is responsible for ensuring that it collected and processed Personal Data lawfully and in accordance with the principles of transparency, legitimate purpose and proportionality. Prior to collecting or sharing of Personal Data shall be responsible for providing the Data Subject with the following information:
16.1.2. It shall obtain the Data Subject's consent prior to the collection, processing and sharing of Personal Data, subject to any exemptions under the respective data privacy laws of the parties.
16.1.3. It warrants and guarantees that it is compliant with the Data Privacy Act and its IRR in relation to the collection of Personal Data and in obtaining the Data Subject's consent for sharing of Personal Data and that it has in place appropriate administrative, physical, technical and organizational security measures to protect Personal Data from security breach.
The party to whom Personal Data is shared agrees and undertakes:
16.2.1. to be bound by the respective data privacy laws of the countries of the contracting parties;
16.2.2. to use the Personal Data only for the purpose of use as stipulated in and to fulfill its obligations under the Agreement;
16.2.3. to ensure that its employees and agents observe the confidentiality of the Personal Data and will prohibit any unauthorized access, improper use, duplication, disclosure, destruction of any of the Personal Data in whole or in part;
16.2.4. to ensure that its employees and agents have received appropriate training in data protection prior to their access or processing of Personal Data and have signed a written undertaking that they understand and will act in accordance with their responsibilities for confidentiality under this Agreement;
16.2.5. to notify the other party immediately of any unauthorized possession, use or disclosure of Personal Data by any person or entity not authorized by this Agreement to have such possession, use or knowledge;
16.2.6. In fulfillment of its obligations under the respective data privacy laws of the parties, it shall have such systems in place to ensure:
16.3.1. The party who becomes aware of any suspected or actual breach of Personal Data on its personnel, premises, facilities, system, or equipment, shall promptly: (a) notify the other party of the Personal Data breach; (b) investigate the Personal Data Breach and provide the other party with information about the Personal Data breach; and (c) take reasonable steps to mitigate the effects and to minimize any damage resulting from the Personal Data breach.
16.3.2. Each party shall cooperate with the other in the investigation of any breach of Personal Data, including any litigation against third parties deemed necessary to protect the Personal Data.
16.3.3. Either party shall, within twenty-four (24) hours from knowledge or discovery of any suspected or actual breach of Personal Data, send a written notification to the Data Protection Officer designated by the other party. The written notification shall include:
17.1. The Parties undertake to ensure compliance, at all times, with relevant and prevailing Anti-Money Laundering laws, the Parties' respective applicable regulations and reportorial responsibilities according to their designated responsibilities as defined herein, including but not limited to the requisite face-to-face contact and customer identification/due diligence requirements. Further, the Parties commit that they shall, at all times, maintain the highest level of security to protect and prevent any unauthorized access to all customer data.
17.2. The Parties agree to maintain the information and pertinent documents in their custody required to be obtained from the clients and beneficiaries pursuant to the provisions of the Anti-Money Laundering laws, as amended and in the retention period as prescribed therein for both existing and closed accounts. Further, the Parties warrant that they have the ability to produce the relevant KYC/CDD documents, including identification documents pertaining to the beneficiaries within Fifteen (15) days upon receipt of request for the same.
18.1. The Parties shall be relieved from the performance of their obligations under this Agreement in the event of force majeure which is defined as (a) any event that is beyond the control and without the negligence of any party and (b) directly affects the performance of their obligations under this Agreement. For purposes of this Agreement, Force Majeure shall include, but shall not be limited to: (a) earthquakes, floods, typhoons, or epidemics; (b) war, rebellion, insurgency, riots, or invasion of the Philippines by another country; (c) strikes, lockouts, boycotts, or other forms of work stoppage; (d) government restriction; and, (e) order of competent court.
18.2. The burden of proof of such circumstance and its effect shall be on the party relying thereon. The party affected must give prompt notice to the other parties as soon as it becomes aware of such circumstances and shall provide to the other parties all reasonably necessary information for verification purposes.
Customer shall indemnify and keep UMSI and its authorized representatives fully indemnified against all claims, demands, actions and proceedings which may be made against UMSI and in respect of any and all damages, liabilities, losses, costs and expenses (including legal costs on a full indemnity basis) which may be incurred, sustained or suffered by UMSI, directly or indirectly, due to the use or misuse of the UBS Portal, negligence, misconduct or breach of any of these Agreement by Customer or its employees, and/or any other act, thing or matter arising out of or in connection with this Agreement.
20.1. UMSI makes no warranty, express or implied, regarding UBS Portal. You hereby agree that the UBS Portal is offered on an "as is", "as available" basis without warranties of any kind, other than warranties that are stated herein, or are incapable of exclusion, waiver, or limitation under the laws. Without limiting the generality of the foregoing, UMSI makes no warranty: (1) as to the content, quality or accuracy of data or information provided by UMSI hereunder or received or transmitted using the UBS Portal; (2) as to any service or product obtained using the UBS Portal; (3) that the UBS Portal will be uninterrupted or error-free; or (4) that any particular result or information will be obtained.
20.2. In no event will the UMSI be liable for any loss or actual, incidental, punitive, indirect or consequential damages, or any other similar claims under this agreement without the fault of the UMSI or its employees.
20.3. UMSI shall not be liable for any loss, cost, compensation, damage or liability to you or third party arising from, directly or indirectly, or as a result of any or all of the following:
20.3.1. The Customer was not able to transact or complete a transaction due to the unavailability of the UBS service or system.
20.3.2. Inaccurate, incomplete or delayed information you receive due to disruption or failure of any communication facilities used for the U Mobile Wallet and/or the UBS Account.
20.3.3. Any delay, interruption or termination of the UBS transaction whether caused by administrative error, technical, mechanical, electrical or electronic fault or difficulty or any other reason or circumstance beyond UMSI's control, including fortuitous events or force majeure, which includes, but not limited to: strikes, lockouts, labor disputes, catastrophe, flood, deluge, fire, conflagration, civil disturbance, action of government, rebellion, armed-uprising, atmospheric conditions, lightning, interference or damage by third parties or any change in law, legislation, or regulation.
20.3.4. Loss or damage you may suffer arising out of any improper, fraudulent access or utilization of the U Mobile Wallet and/or the UBS Account due to theft or unauthorized disclosure of User IDs, passwords, MPINs or violation of other security measures with or without your participation.
20.3.5. any misrepresentation or fraud by or misconduct of any third party, including UMSI's partners and employees, acting beyond and/or without the authority of UMSI.
20.3.6. Such other circumstances or reasons which effectively prevent UMSI from implementing the transaction.
20.4. In the event of any action or case that you may file against UMSI or USSC, you hereby agree that UMSI and/or USSC's liability shall not exceed FIVE THOUSAND PESOS (Php 5,000.00) or the amount of the damages actually suffered by and judicially decided with finality in favor of you, whichever is higher.
21.1. Customer shall use all necessary efforts to prevent the occurrence of Fraudulent Activities within UBS Account. UMSI shall not be liable to Customer for any transactions caused by Fraudulent Activities or Abuse of the UBS portal or features not expressly authorized by UMSI under this agreement. Notwithstanding anything to the contrary in this Agreement, in the event that UMSI becomes aware of the occurrence of Fraudulent Activities, Abuse or unauthorized use of UBS portal by Customer, UMSI shall cancel a transaction, or suspend, terminate, or block the access of the Customer to the UBS portal without prior notice.
21.2. The Customer acknowledges the right and authority of UMSI to cancel a transaction or to suspend, terminate, or block the access of the Customer to the UBS portal. Thus, the Customer shall hold UMSI and USSC free and harmless against any and all consequences of such cancellation, termination, suspension, or blocking, or any loss, injury, or damage which the Customer may suffer as a result thereof.
21.3. UMSI's investigation and determination as to whether an activity amounts to Fraudulent Activity or an unauthorized use of UBS Portal shall be final and conclusive. In the event that any such unauthorized or unusual activity is not due to any wrongful act of the Customer, but is reasonably determined by UMSI to be due to circumstances or results that were unanticipated by UMSI and the Customer at the time these terms and conditions were accepted, UMSI and the customer shall work together in good faith to resolve the issue.
All trade names, trademarks, service marks, copyrights and other property rights of either UMSI will remain its exclusive property and you shall not assert any claim hereto during the Term of this Agreement, or thereafter. You shall not do any act or thing inconsistent with UMSI's ownership of such assets and rights and shall take reasonable care to protect them from infringement or damage.
You may communicate any complaint regarding the use of your UBS Account and its transactions by calling the UMSI Customer Service Hotline at (02) 8928-USSC (8772) and/or by sending an e-mail at [email protected].
This Agreement and the rights and obligations of the parties hereunder shall be governed by and interpreted and construed in all respects in accordance with the laws of the Republic of Philippines. The parties agree that any disputes which remain unresolved shall be brought in the proper court of Quezon City, Philippines, to the exclusion of all other venues.
The failure of a party to insist upon a strict performance of any of the terms, conditions, stipulations, or covenants hereof shall not be deemed a relinquishment or waiver of any right or remedy that such party may have, nor shall it be construed as a waiver of any subsequent breach or default of the terms, conditions, and covenants hereof, which terms, conditions and covenants shall continue to be in full force and effect. No waiver by a party of any of its rights under this Agreement shall be deemed to have been made unless expressed in writing and signed by the duly authorized representative of such party.
It is agreed that the rights and remedies herein provided in case of default or breach of a party to this Agreement are cumulative and shall not affect in any manner any other remedies that the non-breaching party may have by reason of such default or breach. The exercise of any right or remedy provided herein shall be without prejudice to the right to exercise any other right or remedy provided herein, at law or equity.
If any part, or provision of this Terms and Condition shall be declared or become invalid or unenforceable, the validity or enforceability of the remaining portions or provisions shall not be affected, and the rights and obligations of the parties shall be construed as if this Agreement did not contain the particular invalid or unenforceable part, terms or provision.