ICBC E-banking Corporate Customer Service Agreement

This agreement is drafted and executed in chinese. It is translated into english for reference only. In case there are any discrepancies between the Chinese version and the English Version, the Chinese Version shall prevail. ICBC reserves the right of final interpretation. Click here to read Chinese Version agreement.

Party A: ___________________________________

Party B: Industrial and Commercial Bank of China Limited (ICBC)

With a view to articulate the rights and responsibilities of both parties and to regulate both parties' business activities, Party A and Party B reached the Agreement herein regarding E-Banking services and relevant issues on the basis of equality and mutual benefit.

Article I Definitions
The following terms in the Agreement herein mean:

"E-Banking" refers to the virtual bank providing self-service banking for customers by means of Internet and electronic terminals. Through benefit of Telephone Banking, Internet Banking, and Mobile Banking, ICBC E-Banking provides capital services including enquiry, transfer, payment and settlement, and financing.

"Customer Certificate" refers to E-files storing customer ID and attaching digital signatures to E-Banking information sent by customers. Customer Certificates are classified by the Issuer: ICBC Certificate Or CFCA Certificates(China Financial Certification Authority)

"Corporation" refers to enterprises and other entities that opened an account at ICBC.

"Affiliate" refers to entities that have business relationship with or are administratively subordinate of Party A and that have opened an account at ICBC. They include branch offices, subsidiaries, business partners, and administrative subordinates.

"E-Banking Instruction" refers to commands of enquiry, transfer and others that are sent to ICBC through Internet by the customer and are tracked according to the customer number (card number) or Customer Certificate as well as relevant passwords.

"E-Banking Customer Authorization Letter" is the written evidence that is provided by Party A's affiliates when it authorizes Party B to disclose account information to Party A or at the same time authorizes Party B to transfer fund from its accounts as per Party A's E-Banking Instructions.

Article II Party A's Rights and Responsibilities
I. Rights
(I) After applies and registers Party B's E-Banking on a voluntary basis and obtains approval of Party B, Party A is entitled service items corresponding to its registered choices.

(II) Party A has the right to enquire or transfer fund from accounts at its affiliates with whom the "E-Banking Customer Authorization Letter" was signed. The enquiries and transfers are executed through E-Banking channels according to the power of rights authorized to the affiliate.

(III) During the service period, Party A has the right to cancel its E-Banking services.

(IV) Party A holding Customer Certificate or Card Reader is not necessary to return both upon termination of the Agreement or before the expiration of the Service.

(V) In case Party A's service requests is denied by Party B's E-Banking system due to Internet or communication failure, Party A or its affiliates can proceed the corresponding banking activities at Party B's business offices.

(VI) In case Party A has questions, advices, or complaints about Party B's E-Banking services, Party A may make enquiry or complaints by dialing "95588" or logon Party B's website or visit any of Party B's business offices.

II. Responsibilities
(I) Party A shall, during its usage of E-Banking, comply with ICBC E-Banking Regulation and transaction rules published on Party B's website.

(II) Should Party A apply for the Certificate, read carefully and abide the rules stated in the CFCA Digital Certificate Service Agreement (see http://www.cfca.com.cn/), Party B only liable for any wrong doings within the specified range.

(III) Upon Party A picks up the Customer Certificate, it shall confirm the content and return the Corporate Customer Certificate Receipt Form before inform the bank for Customer Certificate activation.

(IV) Party A holding Customer Certificate is liable for all operations related to the use of customer certificate, Registration Card No. (Logon ID) and respective password. Party A must keep the customer certificate, Registration Card No. (Logon ID) and respective password under the care of dedicated personnel without any disclosure to any others. Party A shall set privileges and limit in using the customer certificate on account of its own internal control requirement. Any mass payments shall applied first from Party B customer certificate with authorization privilege for the protection of monies in the account from any risks.

No changes or cancellation of electronic payment instruction from Party A after Party B's execution through security procedure.

(V) During the valid period of Customer Certificate, in case the Customer Certificate is damaged or destroyed, locked or lost, or in case the Customer lose or forget the password, Party A holding Customer Certificate shall timely change, unlock, make loss report, or reset the password at an ICBC business office. Party A is liable for all consequences occurring before the completion of above procedures.

(VI) During Party A's usage of E-Banking, in case it needs to revise its submitted information including change of basic registration information, affiliates addition (cancellation), account addition (cancellation), change in affiliates' account-opening banks, account numbers, account names, etc., Party A shall complete the relevant filings. Party A is liable for all consequences occurring before the completion of above filings.

(VII) Party A shall retain adequate balance in its E-payment accounts and shall strictly comply with the relevant laws and regulations covering payment and settlement activities.

(VIII) Party A shall warrant that E-banking instructions submitted shall be true, complete and accurate. Party A shall state clearly the purpose of any single payment from Company Bank Account to Personal Bank Account over RMB 50,000. Party A is liable for the truth and lawfulness of the payment.

(IX) In case Party A finds error as to Party B's handling of E-Banking Instructions, it shall timely inform Party B of the errors.

(X) Party A shall pay fees as per relevant ICBC E-Banking charging standards upon its usage of Party B's E-Banking services and permits Party B for direct charge deduction from Party A's accounts.

(XI) Party A shall not refuse payment to Party B on ground of third-party dispute.

(XII) Party A shall not intentionally decry or damage Party B's reputation or attack Party B's E-Banking system with malice.

(XIII) Upon Party A's usage of E-Banking, in case the employed service function relates to Party B's other service regulations or rules, Party A shall comply with them at the same time.

(XIV) In case Party A may stop using E-Banking for a long period of time, Party A shall initiate the cancellation procedures.

Article III Party B's Rights and Responsibilities
I. Rights

(I) Party B has the right to determine the acceptance of Party A's registration application in accordance with Party A's credit standing.

(II) Party B has the right to set E-Banking charging standards and publish them on its website and at its business offices.

(III) Party B has the right to upgrade and modify the E-Banking system.

(IV) Under circumstances where Party A fails to pay relevant fees timely or fails to comply with relevant business regulations, or operates the system with malice, or decries or damages Party B's reputation, Party B has the right to unilaterally terminate E-Banking service against Party A and reserves the right to accuse Party A. In case Party A commits activities in violation of the State laws and regulations through channel of Party B's E-Banking, Party B will suspend Party A's E-Banking activities as per requirement of relevant public authorities.

(V) In case some Affiliates of Party A are listed in Party A's application form yet they do not sign "E-Banking Customer Authorization Letter", Party B is not obliged to provide unauthorized E-Banking services for Party A.

(VI) Party B performs in accordance with Party A's E-Banking Instructions. The Party B's execution time recorded in its E-Banking system is regarded as the time when Party A makes the relevant trade. Party B shall consider the use of Customer Certificate held by Party A related to Customer No. (Card No.), Password or Customer Certificate are operations on its own. All electronic records shall be treated as valid vouchers for using E-banking services.

(VII) Under the following circumstances, Party B is not accountable for any liabilities when it fails to correctly perform in accordance with E-Banking Instructions submitted by Party A:

1. The instruction received by Party B is not clear, contains garbled characters, or is incomplete;

2. Party A's account has insufficient balance or insufficient credit line;

3. Part A's fund in account has been legally frozen or deducted;

4. Party A fails to correctly operate the transaction as per Party B's relevant regulations;

5. Force majeure or other circumstances beyond Party B's control.

(VIII) Party B will not return relevant fees paid by Party A upon Agreement termination or service suspension of service period.

(IX) In the event of any improper profit gained by Party A arising from the error or failure in Party B' s E-Banking System or out of other reasons, Party B reserves the right to deduct such improper profit from Party A' s account or suspend the E-Banking services to Party A.

II. Responsibilities
(I) Party B is responsible for the legitimacy as to relevant software employed in E-Banking.

(II) Party B is obliged to timely complete Party A's E-Banking registration procedures and open relevant E-Banking services in accordance with Party A's registered service items.

(III) Party B is responsible for furnishing E-Banking Consultation to Party A and publish information of business introduction, answers to frequently asked questions, and transaction rules on Party B's website.

(IV) Party B shall utilize Party A's information and transaction records within legitimate limit of laws and regulations. Party B is responsible for the confidentiality of application materials submitted by Party A unless otherwise stipulated by laws and regulations.

(V) Party B shall immediately deliver the Customer Certificate and Password to Party A upon approval on Party A's application and warrant that the Customer Certificate is in frozen state before delivery to Party A.

(VI) Under Party B's normal system operation, Party B shall timely execute E-Banking Instructions sent by Party A. The services include:

1. Providing 24-hour Internet Enquiry service for Party A.

2. Immediate executing and real-time booking for Intra-City Payment instructions within system sent by Party A.

3. Immediate executing and booking within 2 hours for Inter-City Payment instructions within system on urgent request; the intra-day execution and next-day booking for instruction on normal request.

4. Executing as per relevant People's Bank of China stipulations for Intra-City/Inter-City Payment instruction outside system sent by Party A.

(VII) Upon receipt of Party A's problem reports and complaints on E-Banking, Party B shall make timely investigation and inform Party A of the investigation outcome.

(VIII) In case the execution for Party A's payment instruction is delayed due to Party B's fault, Party B shall compensate Party A in accordance with relevant stipulations set forth in Payment and Settlement Measures.

Article IV Applicable Laws
The P. R. C. laws are applicable to the formation, legal effect, execution, and interpretation of the Agreement herein; the issues not covered in written laws can be handled as per common financial practice.

The agreement is supplementary to and does not replace Party B's other existing agreements and stipulations. In case there are conflicts between the Agreement herein and other existing agreements and stipulations, the Agreement herein dominates in conflicts regarding E-Banking.

Article V Resolution for Dispute and Errors
In case Party A finds itself conduct business irrespective of regulations, or cause non-execution, improper execution, or delayed execution of E-Banking Instructions due to its own reasons, it shall timely inform Party B of the errors through service hotline "95588" or at Party B's business offices. Party B shall launch active investigation and inform Party A the outcome thereof.

In case the execution for Party A's payment instruction is delayed due to Party B's fault, Party B shall compensate Party A in accordance with relevant stipulations set forth in Payment and Settlement Measures.

Article VI Suspension and Termination
The E-Banking service provided by Party B is bounded by the Party A's registered account status. The relevant services are automatically suspended in the event the account is stopped due to loss report, payment suspension, and account closing. Party B will re-activate the relevant services upon Party A's registered account is reinstated back to normal status.

The Agreement herein is terminated after Party A completes the E-Banking cancellation procedures.

Party B has the right to suspend or terminate the Agreement in the event Party A violates the stipulations of the Agreement or Party B's other banking stipulations. The termination of the Agreement does not imply the recession of unexecuted transaction orders that were placed before termination, nor it eliminates any legal consequences arising from transactions before the termination.

Article VII Validity and Legal Effect
The nullification of any terms of the Agreement herein due to any reasons does not impact the validity of other terms of the Agreement.

The Agreement herein shall enter into force once Party B delivers the Customer Certificate and password to Customers applying for Customer Certificate. Customers not applying for Customer Certificate will have the Agreement herein entered into force starting from the date of registration of the services by Party A.

Signed or Stamped by Party A's Legal Representative (Authorized Agent):

Signed or Stamped by Party B:
Company Seal:

Date (MM/DD/YY):
Date (MM/DD/YY):


 

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