Terms and Conditions of Use

TERMS AND CONDITIONS OF USE

What you need to know to access our services and operate an account with the Vanuatu Financial Services Commission.

These terms and conditions set out what is required when you use our online services. They help to ensure the information you provide to us is kept secure, and that the information that we are required to make available to the public is accurate and as up to date as possible.

You are being asked to agree to these terms and conditions for the use of our services, so please read them carefully and ensure you understand them. If you choose to accept them and continue on to create an account, these terms and conditions will form an agreement between you and the VFSC.

ACCESS TO SERVICES

Access to our services is governed by your logon which provides us with security over access to our sites and identifies who you are. You are responsible for keeping your user name and password confidential. Any actions on our sites from your user name and password will be considered by us to have been made by you.

Your user name and password lets you access our registers and connects you to your user account with the VFSC. Your user account then provides us with associated information, including:

• details about you – for example, your email address;
• services you have opted to use;
• organisations you are linked to (if any);
• details you are authorised to edit on the sites – for example, companies for which you are able to file documents;
• whether you are an administrator for an organisation; and
• whether you have been delegated the authority to act on behalf of any other user(s).

If you are an administrator for an organisation, you are able to set up other accounts for other users attached to that organisation, to use our services. Any users you create will need to obtain their own logon before they can activate their user account with us.

If you agree to our terms of use, we will use all reasonable care and skill to:

• provide online services that are easy to use, with online help and tutorial facilities;
• make these services available to you as close to 24 by 7 as we can;
• provide you with voice and email support during normal business hours (except for public holidays);
• keep secure from unauthorised access all non-public information stored on our services;
• only allow authorised users access to amend information you have provided to us; and
• ensure that information we provide about our services is kept up to date.

The VFSC does not accept any responsibility or liability for any loss, including any costs and expenses, you incur in connection with your use of these services.

YOUR COMMITMENT TO US

The purpose of your commitments to us (set out below) is to protect the integrity and security of our services, as well as the integrity and security of the information provided by you and other people who use our services. If you do not honour your commitments, third parties may be able to take actions apparently on your behalf that may cause loss to you or other people, and for which those other people may try to hold you responsible.

YOU AGREE THAT YOU WILL:

• abide by the terms of use governing your use of the logon service by which you access our services;
• not knowingly or recklessly use, or attempt to use, any of our services for a purpose for which it was not intended, including any unlawful purpose; and
• notify us immediately if you know, or have reason to believe, that there has been, or is about to be, fraudulent or other unlawful use of any of our services.

If you are an administrator of an organisation account, then you also agree to:

• manage access to our services by other users, who are connected to your organisation, by keeping user information updated and closing user accounts where they no longer need access to our services via your organisation; and
• manage delegated authorities, which provide your organisation with the ability to make use of our services on behalf of other users.

If you grant delegated authority to allow another user to access our services on your behalf, you agree to:

• acknowledge that you are granting that user the right to make use of our services on your behalf, including but not limited to, the amendment of data in relation to the entity that has had delegated authority applied to it; and
• accept that any action performed by users to whom you have granted delegated authority is, in effect, being done on your behalf and that you are responsible for any actions they perform on your behalf.

If you accept delegated authority to make use of our services on behalf of another user, you agree to:

• acknowledge that you are accepting the right to make use of our services on their behalf, including but not limited to, the amendment of data for an entity over which you have delegated authority ; and
• acknowledge that any action performed by you in relation to any delegated authority you have been granted, is made in the knowledge that you are acting on behalf of the user who has granted you that authority.

FEES AND CHARGES

Please refer to our fee schedules for online services. Fees must be paid at the time an online service is rendered. The fee may be paid with reference to a pre-funded account established by the registry or another means (such as credit card) which may be established from time-to-time.

You will be able to locate all fee-based transactions charged to your user account. You will have access to your transactions either through our online fees search facility, or you can download a data file containing the list of transactions.

DIRECT CREDIT/DEBIT PAYMENT OPTION

The Companies Office offers a direct credit/debit payment option which allows customers to make use of our services and authorise a direct credit/debit payment from their selected bank provider.

The direct credit payment option is only available to individuals who agree to the Direct Payment Solutions (DPS) Terms and Conditions prior to authorising the payment. Details of these Terms and Conditions can be found below:

• DPS will not be liable to you or any other party for any loss (including indirect, consequential or special loss), damage, cost or expense, however caused (including through negligence), suffered or incurred by you or any other party arising out of, or in connection with, your use of Payment Express.
• DPS disclaims all warranties, conditions and representations, express or implied, in respect of your use of Payment Express, and in any event your sole and exclusive remedy for any breach by DPS of an implied warranty, condition or representation is the re-supply of the Payment Express service.
• Payments made by you using Payment Express will be subject to your financial institution’s terms and conditions. By using Payment Express you warrant and agree that you are the owner of the account from which you are making a payment, you are authorised to make payments from that account, and any refunds agreed to be paid should be credited to the same account from which the initial payment was made.

EMAIL ADDRESS

The email address you supply online will not be shown to others, however, may be used to update you with information regarding our services. If you supply an email address on a paper filing received by the office this address may be disclosed to searchers.

SUSPENION OF ACCOUNT

For the protection of users, other people or the VFSC itself, we may suspend or disable your account without notice to you if we consider that:

• disabling your account is necessary to maintain the integrity or security of our services or any organisation or person; or
• the account is being misused or has otherwise been compromised; or
• you breach these terms of use.

Where appropriate, we will notify you of any suspension or disabling of your account as soon as practicable after doing so.

UNLAWFUL ACCESS OR USE

If you knowingly access or use, or attempt to access or use (or allow an unauthorised person to access or use), any of our services for an unlawful purpose (including but not limited to fraud or attempted fraud or hacking or attempted hacking), you will be liable to pay any party (or the VFSC on its behalf) the amount of the loss suffered by them caused directly or indirectly by your unlawful actions. For the avoidance of doubt, this clause is not intended to confer benefits enforceable by third parties.

PRIVACY STATEMENT

The privacy statement found elsewhere on this site for our services applies to your personal information collected by the VFSC. By registering for an account and agreeing to these terms of use, you will be regarded as having read and agreed to the terms of that privacy statement. Therefore, please ensure you have read and are comfortable with the statement before agreeing to these terms of use.

DISPLAYING INFORMATION ON THE REGISTER WHICH IS NOT REQUIRED BY LAW

Information about a company, in addition to that required to be provided to the Registrar by legislation, may be able to be displayed on the register (referred to as “non-legislative data”). For example, a company’s trade mark/brand or website address could be displayed on the register as non-legislative data if supplied to the VFSC.

Any non-legislative data displayed on the companies register does not form part of the register and it is voluntary whether any is displayed. If you supply any non-legislative data on the register you agree that:

• no information/material that will infringe any person’s or organisation’s intellectual property (including copyright and trade marks) will be displayed;
• no defamatory, offensive or inappropriate material will be displayed;
• you are responsible for all information submitted to the VFSC and must ensure that it complies with all legal requirements;
• in the event that incorrect, false, defamatory, offensive or inappropriate information or material is displayed on the register, or a security breach of any kind occurs, you will notify the VFSC immediately;
• the VFSC is not liable/responsible for any information provided and displayed by you or other users of the registry services;
• responsibility for the content of non-legislative data placed on a company’s record on the companies register rests solely with the company;
• the display of any non-legislative data on the register does not constitute the VFSC’s recommendation or endorsement of any product or service. Each company is solely responsible for any representation made in connection with its non-legislative data;
• the VFSC may remove non-legislative data without consultation with the company.

DISPUTES

If you have a dispute with the VFSC in connection with these terms of use or any of our services you must first contact the VFSC. Both you and the VFSC agree to use all reasonable efforts in good faith to resolve the dispute.

INVALIDITY OR UNENFORCEABILITY

If any of these terms of use or their application to any person or circumstances is, to any extent, held to be invalid or unenforceable:

• the remainder of these terms of use or the application of such terms of use to any other person or circumstances shall not be affected;
• each term shall be valid and enforceable to the extent permitted by law; and
• the invalid or unenforceable term will be deemed to be amended to reflect, as nearly as possible, the original intention (as determined from this website)

AMENDMENTS TO TERMS OF USE AND PRIVACY STATEMENT

We can revise these terms of use and the privacy statement from time to time. We will advise you of any changes by a notice on this website. Your continued use of our services through the act of making use of your account with us, indicates your acceptance of those changes.

PUBLIC INFORMATION

The Register is a public register and therefore, the VFSC is required to make some of the information supplied by you, available to the public. This includes director and shareholder names and addresses which may appear when searched on the internet.

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