Based on the principle of equality and mutual benefit, Party A (Client) and Party B (Shanghai Pudong Development Bank) reach the agreement of Personal Online Banking service to comply by both parties. The agreement is for clarifying both parties' rights and obligations, and standardizing both parties' business operation.
Article 1 Business Definition
The meanings of the following terms in the agreement are:
"Personal Online Banking" refers to an online financing software system developed by Shanghai Pudong Development Bank (hereinafter referred to as "SPDB") for customer. Through the system SPDB provides customer with various services (such as account management, investment and financing, loan financing, remitting payment and so on).
"Password" refers to the character information for verifying customer identity, including customer inquiry password, vouchers (card/passbook/certificate and so on) transaction password, and dynamic key. The dynamic key will be sent to customer's reserved mobile phone by SMS.
"Digital certificate" refers to an electronic document used to keep customer identification and carry out digital signature for transaction information of Personal Online Banking sent by client.
"Business order" refers to the electronic order (such as inquiry, transfer and so on) sent by client via Personal Online Banking system.
Article 2 Rights and Obligations of Party A
(I) Party A shall have the right to enjoy the corresponding services after getting Party B's approval as per types of registering items.
(II) Party A shall have the right to transact the cancellation procedure of Personal Online Banking during the period of registration.
(III) If Party A has any question, suggestion or opinion on Personal Online Banking of Party B, he/she can dial 95528 (customer service telephone) or go to SPDB outlets for consultation and complaint.
(I) Party A shall comply with the provisions of Personal Online Banking Constitution of Shanghai Pudong Development Bank while operating Personal Online Banking business.
(II) In case of transacting the registration, cancellation and changing procedures of Personal Online Banking at bank outlets of Party B, Party A shall provide the relevant information to fill out the application form as per Party B's request , and shall affirm by signature. Business application form, provide by Party A to Party B, is the indivisible part to this contract. Party A shall guarantee the application filled out and data provided by oneself are true, correct and complete. Party A shall undertake losses caused by the untrue, inaccurate or incomplete information provided by Party A.
(III) Party A shall directly log on Party B's website to transact Personal Online Banking business (Website address: http://www.spdb.com.cn,http://ebank.spdb.com.cn), and shall undertake the disadvantageous consequences resulted from accessing Party B's website via linking address provided by email or other websites.
(IV) Party A shall promise to keep well the important factors (such as banking ID, card/passbook No., password, digital certificate and the mobile phone for getting dynamic password) for operating Personal Online Banking transaction, and shall not provide or reveal the documents or goods to the third party. If documents or goods are used by others due to providing, revealing, being stolen or losing by Party A, it shall be deemed as the action completed by Party A. Party A shall undertake liabilities for any consequence caused by the above actions. Party A shall not change or cancel business order after Party B executes the business order sent by Party A via Personal Online Banking.
(V) Party A shall set up and keep password based on the confidential principle, and shall avoid using information associated with oneself (such as birthday, telephone No. and so on).
(VI) In case of losing card/passbook, digital certificate, mobile phone for getting dynamic password, or revealing password by Party A, Party A shall go to bank outlets of Party B to transact loss report procedure. Otherwise various risks (such as unable to use Online Banking function regularly or funds security decreasing in the account) could occur. Party A shall undertake all consequences before completing relevant procedures in Party B's bank outlets, and before the procedures become effective.
(VII) In case the provided registration information needs to be revised during the operation of Personal Online Banking service, Party A shall timely transact the relevant procedures as per Party B's demand, and shall undertake all consequences before completing relevant procedures, and before the procedures become effective.
(VIII) Party A shall ensure account payment ability for transacting Personal Online Banking business, and shall comply strictly with the relevant laws and regulations of payment and settlement business.
(IX) Party A shall not refuse to pay various types of payable funds to Party B with the excuse that Party B has dispute with the third party.
(X) Party A shall not slander, libel Party B's reputation purposely or hostilely attack Personal Online Banking system of Party B.
(XI) When transacting Personal Online Banking business, in case the service function used by Party A is involved in other business regulations or rules of Party B, Party A shall comply with the relevant regulations or rules as well.
(XII) If Party A has not operated Personal Online Banking service for a long time, he/she shall initiatively apply for transacting the Personal Online Banking cancellation procedure to Party B. Otherwise Party A shall undertake various possible risks.
Article 3 Rights and Obligations of Party B
(I) Party B shall have the right to decide whether to accepting Party A's registration application or not as per the Party A's credit position.
(II) Party B shall have the right to decide the Personal Internt Banking service charge standard, which will be effective after announcing at website or bank outlets.
(III) Party B shall have the right to upgrade and alter Personal Online Banking system.
(IV) In case of Party A's hostilely operation, or slandering, libeling Party B's reputation, Party B shall have the right to unilaterally terminate Party A's Personal Online Banking service, and shall reserve the right of investigating and affixing Party A's liability. In case Party A engages in action of violating the State Law or Regulations via Personal Online Banking, Party B shall stop transacting Personal Online Banking business for Party A as per the request of authorities.
(V) Party A shall agree Party B to transact business as per Party A's Personal Online Banking business order, and shall agree that all operations using Party A's banking ID, card/passbook No., password or digital certificate are deemed as the action of Party A. The electronic record caused by the above operation shall be an effective voucher for Party B to transact Personal Online Banking business.
(VI) Party B shall not take any liability in case Party B can not execute Personal Online Banking business order submitted by Party A due to the following conditions:
1. Instruction information received by Party B is unclear, incomplete, or mess code.
2. Deposit balance or credit line of Party A's account is insufficient.
3. Fund in Party A's account is frozen or deducted legally.
4. Party A fails to operate correctly according to Party B's relevant business regulations.
5. Force majeure or other faults not caused by Party B, including but not limited to the situation like telecommunication interruption and so on.
(VII) Party B shall have the right to change the service range, regulation and service agreement of Personal Online Banking business at bank outlets or on website by means of notification.
(VIII) Party B shall have the right to keep all charges paid by Party A when agreement is terminated or is stopped at the period of validity.
(I) Under the circumstances that Party B's system works well, Party B shall be responsible for correctly and timely transacting Personal Online Banking business order sent by Party A, and shall be responsible for providing Party A with the service of inquiring transaction record , fund balance, account status and so on.
(II) Party B shall undertake liability of the relevant software used on Personal Online Banking.
(III) Party B shall be responsible for timely transacting registration procedure of Personal Online Banking for Party A, and shall provide the corresponding Personal Online Banking services as per the different function registered by Party A.
(IV)Party B shall be responsible for providing Party A with consultation service of Personal Online Banking business.
(V) Party B shall use Party A's information and transaction record authorized by law, regulations and by Party A. Party B shall have the duty of maintaining secrecy of Party A's application documents and other information, unless otherwise regulated by law and regulations.
(VI) Party B shall be responsible for compensating subscriber's economic losses if party A can provide sufficient evidence to prove that the fail or error of Personal Online Banking transaction operation is caused by Party B or by its gross negligence. But in any case, compensating liability of Party B is only limited in client's direct economic losses (i.e. bank handling charge) but not include client's indirect loss (for example: expected earning, commercial profit and so on).
Article 4 Clauses of Applicable Law The establishment, validity, implementation and explanation of this agreement shall be subject to the Law of the People's Republic of China (not including the laws of Hong Kong, Macao and Taiwan region). The common financial practice shall be applied to the agreement if the law has no express provision.
The agreement is the supplementation, not replacement document, of Party B's other existing agreements and appointments. If this agreement is conflict with other existing agreements and engagements, in case involving in the content of Personal Online Banking business, the agreement shall be subject to this agreement.
Article 5 Settlement of Mistakes and Disputes
When Party A discovers that due to his/her own reasons (not operate according to the provision, or other reasons) cause unexecuted, improperly executed, or delayed operation of Personal Online Banking business order, Party A shall dial 95528 (service hotline) or go to bank outlets of SPDB to inform Party B. Party B shall initiatively investigate and inform Party A of the result.
Both parties shall settle the dispute through negotiation if it occurs during the process of implementing agreement. If the dispute can not be settled by negotiation, any party has the right to lodge a complaint to the Court with jurisdiction where Party B is located.
Article 6 Suspension and Termination of Agreement
The agreement shall be terminated when Party A finishes cancellation procedures of Personal Online Banking.
Party B shall have the right to suspend or terminate the agreement on the condition that Party A violates the agreement or other business regulations of Party B. Agreement termination does not mean canceling Party A's pending business order prior to termination , and does not delete any Party A's legal liability due to transaction before terminating the agreement.
Article 7 Validity and Effectiveness of Agreement
The validity of other clauses in the agreement shall not be affected if any clause of this agreement is confirmed to be invalidity for any reason. The agreement shall become effective from the date of finishing subscription application procedures through bank outlets or Personal Online Banking by Party B.
Article 8 Others
The above unaccomplished matters and related term definition are applied to the provision of Regulation for Personnel Online Banking of Shanghai Pudong Development Bank. Party A shall promise to carefully read and accept Regulation for Personnel Internet Bank of Shanghai Pudong Development Bank before apply Personal Online Banking. The action that Party A operating Personal Online Banking is deemed as Party A has already understood and totally accepted Regulation for Personnel Internet Bank of Shanghai Pudong Development Bank.
Article 9 The agreement is signed by Party A and Party B. Both parties confirm that, before signing this agreement, they have made detailed description and discussion about all clauses. They have no questions on all clauses, and have correct understanding on the legal implication of rights and obligations, liabilities limit and exceptions clauses involved in this agreement.
Disclaimer: This Agreement is stated in both Chinese and English versions on SPDB Online Banking; in case there is any inconformity between them, the Chinese version shall prevail.