Terms and Conditions

IOSS Terms and Conditions

This IOSS Terms and Conditions governs Customer’s acquisition and use of the Service. Capitalized terms have the definitions set forth herein. By accepting this Agreement either by clicking a box that indicates your acceptance or by executing an Order Form that references this Agreement, you (hereafter “Customer” or “you” agree to the terms of this Agreement. If you are entering into this Agreement on behalf of a company or other legal entity, you represent that you have the authority to bind such entity and its Affiliates to this Agreement. If you do not have such authority, or if you do not agree with these terms and conditions, you must not accept this Agreement and may not use the Service. This Agreement is effective as of that date that you accept it. Customer and Creative Collisions Limited t/a My Duty Collect (hereinafter referred to as “MDC”) hereby agree as follows:

Terms and Conditions:

DEFINITIONS

In this Agreement, the following terms shall have the following meanings:

“Administration Fee” the fees as set out in the Order Form, which include third party fees such as bank fees;

 “Agreement” means the Order Form and these IOSS Terms and Conditions;

"Confidential Information" means all information (whether oral or written) acquired by either party as a result of negotiating, entering into or performing or receiving the Service under this Agreement, which relates to the affairs or business of the other party and without prejudice to the generality of the foregoing, its products, operations, pricing structures or know-how;

“Customer Data” means all electronic data submitted by or on behalf of Customer to the Service;

“Data Protection Legislation” means all applicable laws relating to data protection, the processing of personal data and privacy, including:

(a) the Data Protection Acts 1988 to 2018, the General Data Protection Regulation (EU) 2016/679 (“GDPR”) and all implementing and associated legislation in Ireland or in any other Member State of the European Union; and

(b) any other laws, regulations and secondary legislation enacted from time to time relating to data protection, the use of information relating to individuals, the information rights of individuals and/or the processing of personal data, including without limitation any legislation giving effect to GDPR or otherwise replacing current data protection legislation,

and references to “data subjects”, “personal data”, “process”, “processing”, "supervisory authority", “controller” and “processor” have the meanings set out in, and will be interpreted in accordance with the GDPR;

“Deposit Amount” means the amount set out in the Order Form which is required to be deposited by the Customer into MDCs account for the purposes of payments to be made under the IOSS Service or paid electronically by the Customer to MDC or Third-Party accounts as instructed by MDC in line with the Service

“Documentation” means MDC’s user guides and other end user documentation for the Service available on the online help feature of the Service, as may be updated by MDC from time to time;

“End Date” means the date on which the subscription to the Service ends as specified in the Order Form;

“Fee” means the fee set out the Order Form (excluding applicable taxes);

"Intellectual Property Rights" means patents, utility models, rights to inventions, copyright and related rights, trade marks and service marks, trade names and domain names, rights in get-up, goodwill and the right to sue for passing off or unfair competition, rights in designs, rights in computer software, database rights, rights to preserve the confidentiality of information (including know-how and trade secrets) and any other intellectual property rights, including all applications for (and rights to apply for and be granted), renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist, now or in the future, in any part of the world;

“Module(s)” means the individual modules which make up the Service purchased by the Customer as set out in the Order Form;

“Order Form” means an ordering document that specifies the Service, Support Services, purchased by Customer under this Agreement that is entered into by Customer and MDC (or any Affiliate). Order Forms shall be subject solely to and incorporate by reference the terms of this Agreement. By entering into an Order Form hereunder, the Customer agrees to be bound by the terms of this Agreement;

“Primary Representative” means the MDC representative assigned as the main point of contact for the Customer;

“Registered Users” means individuals who are authorized by Customer to use the Service, for whom a subscription to the Service has been procured. Registered Users may include, for example, Customer’s employees, and individuals authorised by the customer to act on its behalf.

“Service” means the MyDutyCollect IOSS Intermediary Service purchased by Customer and provided by MDC as further described in Appendix A and the Order Form which will specify which services are purchased.

“Software” means the unconfigured core object code of computer program(s) (including Product Updates) developed and owned by MDC, its affiliates, subcontractors or suppliers (as appropriate) and used to provide the Service;

“Subscription Date” or “Start Date” means the date on which the Service commences which is stated in the Order Form;

“Support Services” means the support and maintenance of the Service as set out in Appendix B;

“Term” means the period set out in the Order Form which begins on the Start Date and ends on the End Date;

“Use” means use of the Service in accordance with and subject to the terms of this Agreement.

“VAT” means IOSS VAT in relation to Import-One-Stop-Shop

In this Agreement, Clause headings are for ease of reference only and shall not affect construction and the singular shall include the plural and vice versa.

1 LICENCE TO USE THE SERVICE

Subject to the terms of this Agreement and any Order Forms, MDC grants to Customer a limited, non-sublicensable, non-exclusive, non-transferable right during the Term to access and use the Service in accordance with the Documentation, solely for Customer’s business purposes. Customer agrees that its use of the Service is neither contingent upon the delivery of any future functionality or features nor dependent upon any oral or written public comments made by MDC with respect to future functionality or features of the Service.

1.1 The Customer shall be responsible for the acts and omission of directors, employees, contractors or agents with respect to their Use of the Service and this Agreement, and all such acts or omissions shall be deemed acts or omissions on the Customer’s part.

1.2 The Customer is responsible for all activities conducted under its and its Registered Users’ logins on the Service. Customer shall use the Service in compliance with applicable law and shall not:

  • copy, rent, sell, lease, distribute, pledge, assign, or otherwise transfer, or encumber rights to the Service, or any part thereof, or make it available to anyone other than its Registered Users;

  • send or store in the Service any personal health data, or other such sensitive data which may be, without limitation, subject to Data Protection Legislation ;

  • send or store infringing or unlawful material in connection with the Service;

  • send or store viruses, worms, time bombs, Trojan horses and other harmful or malicious code, files, scripts, agents or programs to the Service;

  • attempt to gain unauthorized access to, or disrupt the integrity or performance of, the Service or the data contained therein;

  • modify, copy or create derivative works based on the Service, or any portion thereof;

  • access the Service for the purpose of building a competitive product or service or copying its features or user interface; or

  • delete, alter, add to or fail to reproduce in and on the Service the name of MDC and any copyright or other notices appearing in or on the Service or which may be required by MDC at any time.

1.3 Any use of the Service in breach of this Agreement or Documentation, by Customer or Registered Users that in MDC’s reasonable judgment threatens the security, integrity or availability of the Service, may result in MDC’s immediate suspension of the Service; however, MDC will use commercially reasonable efforts under the circumstances to provide Customer with notice and an opportunity to remedy such violation or threat prior to such suspension.

1.4 This Agreement entitles the Customer to services such as functional enhancements which are available to the Customer under terms.

1.5 MDC may by written notice agree to extend the number of Registered Users on the terms of this Agreement subject to payment of additional standard Fees. The Registered Users and the applicable Fees will be adjusted accordingly for the term of this Agreement.

2 DELIVERY OF SERVICE

MDC shall use commercially reasonable efforts to make the Service available within office hours in Ireland 9am-5pm Monday to Friday, 5 days a week, except for: bank holidays (i) planned downtime (of which MDC shall give advance electronic notice), and (ii) any unavailability caused by circumstances beyond MDC’s reasonable control, including, for example, an act of God, act of government, flood, fire, earthquake, civil unrest, act of terror, strike or other labor problem (other than one involving MDC employees), Internet service provider failure or delay, Non- MDC Application, or denial of service attack, and (d) provide the Services in accordance with laws and government regulations applicable to MDC’s provision of its Services to its customers generally (i.e., without regard for Customer’s particular use of the Services), The Customer shall cooperate with, assist and make available all information reasonably required by MDC as necessary to enable MDC to carry out its obligations under this Agreement.

3 OWNERSHIP OF SERVICE AND RESTRICTIONS ON USE

3.1 MDC and/or its licensors retain all title and ownership to the Service.  MDC and its licensors reserve all rights in the patents, copyrights, trade secrets and other Intellectual Property Rights in the Service.

3.2 The Customer may copy the Documentation solely to facilitate the Customer’s use of the Service in accordance with, and subject to, the terms and conditions contained herein.

3.3  As between MDC and Customer, Customer owns its Customer Data. Customer grants to MDC, its Affiliates and applicable contractors a worldwide, limited-term license to host, copy, transmit and display Customer Data, as reasonably necessary for MDC to provide the Service in accordance with this Agreement. Subject to the limited licenses granted herein, MDC acquires no right, title or interest from Customer under this Agreement in or to any Customer Data. Customer shall be responsible for the accuracy, quality and legality of Customer Data and the means by which Customer acquired Customer Data.

3.4 The Customer understands that the Service, Documentation and the terms and pricing under this Agreement constitute valuable properties and trade secrets of MDC, which are proprietary and confidential.  The Customer agrees to maintain the confidentiality of such information and to protect the information as a trade secret by preventing any unauthorised copying, use or disclosure of such information.  In doing this the Customer agrees to maintain at least the same procedures that it maintains with respect to its own confidential information, which in any event shall not be less than reasonable care.  The Customer may not disclose the results of any benchmark test of the Software or Service to any third party without MDC's prior written approval. Under no circumstances shall the Customer give any known competitor of MDC access to the Service, Documentation or other Confidential Information of MDC provided under this Agreement.

3.5 The Customer shall affect and maintain adequate security measures to safeguard the Service from unauthorised access or use by any person.   The Customer will promptly notify MDC upon becoming aware of any unauthorised use of the Service or Documentation.

3.6 The Customer is solely liable and responsible for, and shall timely remit funds for, all of its VAT Obligations. This includes the timely and correct remittance of any VAT Obligations due, including any penalties and interest incurred in relation to any late VAT filing, payment or otherwise. The Customer will ensure that its systems are properly configured to ensure that all VAT Obligations in the EU are managed correctly through the Service. The Customer will keep its IOSS VAT identification number confidential and secure at all times, use it solely for the Customers transactions, and will not share it with any other party other than with its customs agent and with MDC for the duration of this Agreement. The Customer is responsible for the correct customs declarations, labelling of consignments, and any other customs requirements falling under IOSS. Customer must not falsely declare the value of consignments with intrinsic value above EUR 150.

3.7 The Customer shall not conduct any activities in the EU that may give rise to any VAT Obligations that are not reported to MDC, or that may give rise to any other form of tax representation. If at any time during the Term the Customer becomes aware of any such prohibited activities that may require another form of tax representation, the Customer will immediately notify MDC in writing.

3.8 The Customer will immediately upon request, provide MDC with (a) proof of funding for any applicable VAT Obligation or other obligation, including for the period after termination of this Agreement during which a tax authority may impose tax assessments retroactively; or (b) security for Customer’s VAT Obligations, or for any other payment obligations to MDC, a tax authority, or any third party arising under this Agreement. MDC will determine the form and amount of security necessary in its discretion and may require security to be made in the form of one or more payments made to Third-Party PSP pursuant to Section 3(d)(i), or a first demand bank guarantee, in form and in amounts MDC determines to be appropriate in its discretion. If requested by MDC, Customer shall provide MDC with such additional security as MDC deems appropriate in its discretion, taking into account MDC’s potential liabilities.

3.9 Customer will provide MDC information, in the format and manner specified by MDC, for all transactions giving rise to VAT Obligations, as required under relevant VAT regulations, and in response to all other requests MDC determines to be appropriate in connection with the Service.  The Customer will respond promptly, and no later than 7 days from the date of the request, to all information requests from MDC related to the Service. The Customer will ensure its invoices are compliant with the EU VAT Directive 2006/112/EC, as amended from time to time, and will provide VAT-compliant invoices to MDC promptly upon request, and will follow all compliance-related requirements specified by MDC. 

3.10 If the Customer fails under this Agreement to (i) pay Customer’s VAT Obligations to MDC, Third-Party PSP or tax authority in whole or in part, or (ii) timely provide to MDC the information or documentation required by MDC to determine Customer’s VAT Obligations, MDC may take action it deems appropriate with respect to Customer’s VAT requirements, including reporting no VAT Obligations for a period (filing a “nil return”) or filing additional or supplementary VAT returns. Any such activities MDC undertakes, and any related VAT Obligations that arise will be at Customer’s expense and risk.

3.11 Prior to acceptance of this Agreement and at all times thereafter upon request, Customer will provide all information requested by MDC regarding Customer’s legal existence, equity owners and other affiliated persons, and otherwise related to its operations or circumstances, to conduct “know your customer,” anti-money laundering, customer suitability, tax information exchange requirements or related checks or inquiries based on MDC’s legal and regulatory obligations or commercial considerations (“KYC Screen”).  MDC may engage Third-Party PSP or another third party for this purpose (the “Screener”). Customer expressly authorizes all such activities, will provide additional information and otherwise cooperate with MDC or the Screener in connection with the KYC Screen.  If Customer provides any information related to its KYC Screen directly to the Screener, Customer expressly authorizes MDC to obtain copies of, transmit to its Affiliates and third parties for processing, and use such information and data from the Screener in connection with such KYC Screen as MDC determines to be appropriate. Customer also expressly authorizes the Screener to provide to MDC, and MDC to obtain, any analyses, conclusions or assessments made by the Screener regarding Customer relating to or arising out of the KYC Screen process.  At any time during the KYC Screen process and the Term, MDC may, in its discretion, refuse to provide Customer with the Service or terminate the Service; provided that if MDC refuses to provide the Service or terminates the Service under this Section 3,other than for failure to provide documentation required for the KYC Screen, MDC will refund any prepaid unused fees related to the Service  (excluding any registration, de-registration or other one-time fees).

3.12 At any time, in MDC’s discretion and in accordance with Applicable Laws, and without notice to Customer, MDC may report any information related to Customer’s use of the Service or its Background Screen process to a regulator, law enforcement agency, government department or unit.

3.13 The Customer agrees to deposit the Deposit Amount into MDCs bank account as detailed in the Order Form, no later than 7 days from the Start Date. The Customer must ensure that this amount or any sums greater than this amount that may be due from time to time in relation to monthly IOSS VAT returns will be paid directly to account and topped up by the Customer on or before the 20th of each calendar month. The Deposit Amount may be increased as conditions change and as instructed by MDC from time to time. The Deposit Amount may be decreased as conditions change and IOSS VAT Return amounts change over a minimum of 2 months recurring period. Any decrease in the Deposit Amount shall be authorised at the sole discretion of MDC.

3.14 The Customer will ensure that all relevant persons co-operate with MDC in order to ensure that all information required by MDC to undertake its role as IOSS Intermediary are conducted efficiently, effectively and on time. MDC reserves the right, in all cases, to terminate the Service where the Customer fails to present accurate data, repeatedly provides inaccurate data and/or  fails to make payment to MDC, which includes providing adequate funds, bank deposit, or similar escrow arrangement as agreed between the parties and outlined in the Order Form to cover IOSS VAT returns in relation to the service.

3.15 MDC shall have a royalty-free, worldwide, transferable, sublicensable, irrevocable, perpetual license to use or incorporate into the Service any suggestions, ideas, enhancement requests, feedback, recommendations or other information provided by Customer or its Registered  Users relating to the features, functionality or operation of  the Service( the “Feedback”). MDC shall have no obligation to use Feedback, and Customer shall have no obligation to provide Feedback.

3.16 MDC owns the statistical usage data derived from the operation of the Service, including anonymised trend data relating to how the Service is being used, data regarding web applications utilized in connection with the Service, configurations, log data, and the performance results for the Service (“Usage Data”). Nothing herein shall be construed as prohibiting MDC from utilizing the Usage Data to optimize and improve the Service or otherwise operate MDC’s business; provided that if MDC provides Usage Data to third parties, such Usage Data shall be de-identified and presented in the aggregate so that it will not disclose the identity of Customer or any Registered  User(s) to any third party.

3.17 MDC may select the jurisdiction in which the Customer will be registered for IOSS and from which to administer Customer's IOSS requirements. MDC may engage any or any third party, including Third-Party PSP, as subcontractor to perform certain obligations under this Agreement. MDC is responsible for such sub-contractors compliance with and performance of this Agreement when acting as agent or subcontractor. Customer will provide third parties with any documentation or agreement required to permit them to perform the Service obligations.

4 COMPLIANCE WITH LAWS

The Customer shall be responsible at its own expense for complying with all applicable laws and regulations and obtaining any applicable licences and consents relating to the use or operation of the Service in the Territory.

5 CHARGES AND PAYMENT

5.1 The Customer agrees to pay MDC the Fee and Administration Fee specified in the Order Form. Unless otherwise specified in the Order Form, all sums payable by the Customer to MDC shall be paid, without discount, set-off, counterclaim or other deduction within 7 days from the date of MDC’s invoice. The Administration Fee may be increased as volumes and charges (including bank charges) change and as notified by MDC from time to time upon giving 10 working days’ notice.

5.2 Applicable taxes (including value added tax, sales, use and similar taxes of any kind) may also be payable by the Customer at the prescribed rate at the time of invoicing.

5.3 The Customer may not deduct or set-off any sums which are due under this Agreement.   If any sum payable to MDC under this Agreement is in arrears for more than 10 days after the due date, MDC reserves the right, without prejudice to any other right or remedy, to terminate (without liability on our part) this Agreement or suspend the Service on 5 days’ prior written notice. A late fee shall be payable on past amounts due at the rate of 1.5% per month (or the highest amount permitted under applicable law, whichever is less) from the due date of such amounts until the date that they are actually paid.  The prevailing party in any legal action to recover or collect Fees shall be entitled to its attorney’s fees and costs incurred in the action from the other party.

6 WARRANTY

6.1 MDC warrants that it has the right to enter into this Agreement and to grant to the Customer a licence as contemplated by Clause1.1.

6.2 MDC warrants that during the Term:

  • the Service shall perform materially in accordance with the applicable Documentation,

  • it will exercise reasonable and professional skill and care in providing the Service to Customer;

  • it will use sufficiently experienced and qualified personnel to provide the Service to the Customer;

  • MDC will employ then-current, industry-standard measures to test the Service to detect and remediate viruses, Trojan horses, worms, logic bombs, or other harmful code or programs designed to negatively impact the operation or performance of the Service, and

  • it owns or otherwise has sufficient rights in the Service to grant to Customer the rights to use the Service granted herein.

As Customer’s exclusive remedy and MDC’s entire liability for a breach of the warranties set forth in this Clause 6.2, MDC shall use commercially reasonable efforts to correct the non-conforming Service at no additional charge to Customer, and in the event MDC fails to successfully correct the Service within a reasonable time of receipt of written notice from Customer detailing the breach, then Customer shall be entitled to terminate the applicable Service and receive an immediate refund of any prepaid, unused Fees for the non-conforming Service. The warranties set forth in this Clause shall apply only if the applicable Service has been utilized in accordance with the Documentation, this Agreement and applicable law.

6.3 MDC DOES NOT WARRANT THAT THE SERVICES, OR THIRD-PARTY MATERIALS WILL BE UNINTERRUPTED, ERROR FREE OR FREE OF HARMFUL COMPONENTS.  EXCEPT FOR THE EXPRESS WARRANTIES IN CLAUSE 6.2, THE SERVICE IS PROVIDED "AS IS", AND TO THE FULLEST EXTENT PERMITTED BY LAW. MDC AND ITS LICENSORS EXCLUDE ALL OTHER EXPRESS AND IMPLIED TERMS, CONDITIONS, WARRANTIES OR REPRESENTATIONS REGARDING THE SERVICE ARISING BY LAW OR OTHERWISE.

6.4 The Customer represents and warrants that neither it nor any of its Affiliates, or any of their respective officers, directors, owners, employees, representatives or agents (the “Customer Affiliated Parties”) is or has engaged in, been charged with or indicted for, or convicted of, any “criminal activity” as defined in Article 2 of the Directive (EU) 2018/1673 of the European Parliament and of the Council of 23 October 2018 on combating money laundering. 

6.5  The Customer represents and warrants that it is not (i) registered for VAT purposes under IOSS with another IOSS Intermediary, nor that it is in the process to do so, unless such establishment or registration is agreed to in writing by MDC. Customer will take all actions requested by MDC to transition any prior IOSS registrations to MDC in order for MDC to provide the Service.  Unless the Customer separately has notified MDC to the contrary in writing prior to entering into this Agreement, Customer represents and warrants that it has no outstanding tax liability in the EU.

6.6 he Customer represents and warrants that none of the Customer Affiliated Parties are under sanction, prohibition, or restriction from the United Nations, the EU, any other EU member states, Canada, or the United States.

6.7 The Customer represents and warrants that all information and documentation provided to MDC under this Agreement including in relation to Payment Services and to fulfil its obligations under Section 5, are true, correct and complete.

6.8 Customer’s representations and warranties in this Section 6 are deemed to be made continuously throughout the Term, and Customer will immediately provide written notice in reasonable detail to MDC at any time that such statement ceases to be true, correct, or complete during the Term.

7 INDEMNIFICATION

7.1 (a) MDC and Customer may have joint and several liability for Customer’s fulfilment of VAT Obligations. If MDC incurs any liability, or is compelled to pay any amount related to Customer’s actions, omissions, or obligations, Customer shall indemnify and hold harmless, and at MDC’s option shall defend, MDC, each of its Affiliates, and each of its and their officers, directors, owners, employees, representatives and agents (each, an “MDC Indemnitee”) from and against any liability, loss, settlement payment (including any settlement an MDC Indemnitee agrees to pay), interest, award, judgment, damages (including punitive damages), fines, fees, penalties, filing fees and court costs, witness fees, reasonable attorneys’ and other professionals’ fees, other reasonable investigation and defense costs, and any other fees, costs, expenses and charges (“Losses”) incurred by, or pending or threatened against, any MDC Indemnitee that arise out or relate to any (i) any VAT Obligations, or (ii) any third-party claim or action arising out of or related to Customer’s actions or omissions or the provision of the Service to Customer (including any claims or actions in connection with MDC’s termination of Customer under this Agreement ), except to the extent such claim or action results directly from the gross negligence or intentional misconduct of MDC, or (iii) breach of any of Customer’s representations or warranties, or any failure or omission of Customer to meet or perform any of its covenants, undertakings or obligations pursuant to this Agreement, including without limitation the payment of any VAT Obligation or other liability hereunder or the provision of accurate VAT identification numbers and correct documents, information and data. 

7.2 (b) If any MDC Indemnitee incurs any liability in connection with the VAT Obligations or Customer’s actions or omissions under the Agreement, that MDC Indemnitee shall have full recourse against Customer and all other rights available at law and in equity to recover such liability.  In order to secure the payment of any amount that is may be due from Customer to any MDC Indemnitee under the Agreement or otherwise, MDC has a right of retention and offset, and a right of pledge over, all moneys and other items of value that MDC or Third-Party PSP may hold on behalf of Customer, or that may be due from MDC to Customer under the Agreement or under any other current or future arrangement Customer may enter into with MDC or any of its Affiliates. Each MDC Indemnitee is an intended third-party beneficiary under the Agreement.

7.3 In no circumstances shall MDC be liable for any costs or expenses incurred by the Customer without MDC’s written authorisation. 

7.4 Clauses 7.1 to 7.4 state the entire liability and obligation of MDC and exclusive remedy of the Customer for claims that any Deliverable infringes a third party’s intellectual property rights.

7.5  Customer will defend MDC from any and all claims, demands, suits or proceedings brought against MDC by a third party in relation to any payments due to be paid to relevant tax authorities by the Customer or claims made against the Customer or MDC in relation to incorrect or inaccurate data provided by Customer. Customer will indemnify MDC for all damages, costs, reasonable attorneys’ fees finally awarded by a court of competent jurisdiction or paid to a third party in accordance with a settlement agreement signed by Customer.

8 LIMITATION OF LIABILITY

8.1 Subject as herein provided, the parties hereto specifically agree that except for amounts properly payable to MDC hereunder, the total liability of either party to the other for damages whether under this Agreement, in contract, tort (including negligence), misrepresentation or otherwise, even if the party has been apprised of the possibility of such damage, will not exceed 100% of all Fees actually paid by the Customer  to MDC hereunder for the Service in the immediately preceding 12 month period.

8.2 Subject as herein provided, the parties agree that, to the fullest extent permissible under law, in no event shall a party be liable to the other for:

  • defect in any third-party material including: packaged, shrink-wrapped or off the shelf software (including software supplied on line), firmware, hardware or any other equipment;

  • any incidental, consequential, indirect, special or punitive damages or losses;

  • any error or interruption of use;

  • any direct or indirect loss of profits; or

  • any lost savings, loss of use or loss of data

arising out of or related to this Agreement or with respect to the installation, use or operation of the Service, whether under this Agreement, in contract, tort (including negligence), misrepresentation or otherwise even if the party has been apprised of the possibility of such damages

8.3 Each party acknowledges that each of the provisions of this clause shall be severable from the other and that the exclusions and restrictions set out herein are reasonable and fair in all the circumstances.   The parties further agree that to the extent that any restrictions or exclusions of liability in respect of any loss or damage incurred by reason of performance or receipt of the Services be considered by a court of competent jurisdiction to be unreasonable or unenforceable, then, to the extent permitted by law, that party’s liability for such losses or damages howsoever caused or arising shall be limited to the amount set out at Clause 8.1.

8.4 Each party undertakes to notify the other as soon as reasonably practicable upon discovering or suspecting the occurrence of any matter to which this clause applies, and save in respect of death or personal injury, the non-breaching party shall afford the other a reasonable period of time in which to remedy any matter for which a claim may be made under these provisions and where such matter is remedied in that time, the other shall have no further liability howsoever caused or arising in respect thereof. Each party agrees to use all reasonable endeavours to mitigate its exposure to damages or loss in the event of any claim.

8.5 The limits described in this Clause 8 shall not apply with respect to a breach of the obligations under Clause 15.

8.6 Nothing in this Agreement shall operate to exclude liability for:

  • death or personal injury resulting from negligence in the course of the performance of its obligations under this Agreement; or

  • any fraudulent misrepresentation upon which the other party can be shown to have relied; or

  • any other matter not capable of being limited or excluded in law.

9 ASSIGNMENT

The Customer may not licence, sub-licence, assign, sell, rent, lease, or otherwise transfer the Service or this Agreement without MDC’s prior written consent.

10 TERM AND TERMINATION

10.1 Subscription to the Service will begin on the Subscription Date and will continue for 12 months thereafter (“Term”). Upon expiration of the Term, the Service will automatically renew for additional terms equal in duration to the initial Term (each a “Renewal Term”), unless and until either party gives the other notice of non-renewal at least thirty (30) days prior to the end of the then-current Term or Renewal Term.

10.2 Either party may terminate this Agreement, in addition to any other remedies it may have, if the other party is in default of a material obligation under this Agreement and fails to cure such default within 20 days following its receipt of written notice of the default.

10.3 Either party may terminate this Agreement, effective upon notice, if

  • all or a substantial portion of the assets of the other party are transferred to an assignee for the benefit of creditors, to a receiver or to a trustee in bankruptcy;

  • the other is unable to pay its debts as they fall due;

  • a proceeding is commenced by or against the other party for relief under bankruptcy or similar laws and such proceeding is not dismissed within sixty (60) days;

  • the other party is judged bankrupt or insolvent or

  • an analogous event occurs to the other party in any jurisdiction. Within 30 days following termination of this Agreement, whether terminated by the Customer or MDC, the Customer will destroy all copies of Documentation, or else return all copies to MDC.

10.4 Upon request by Customer made prior to the effective date of termination of this Agreement, MDC will make available to Customer, at no cost, for a maximum of thirty (30) days following the end of the Term for download a file of Customer Data in .dmp format. After such 30-day period, MDC shall have no obligation to maintain or provide any Customer Data and shall thereafter, unless legally prohibited, be entitled to delete all Customer Data by deletion of Customer’s unique instance of the Service; provided, however, that MDC will not be required to remove copies of the Customer Data from its backup media and servers until such time as the backup copies are scheduled to be deleted in the normal course of business; provided further that in all cases MDC will continue to protect the Customer Data in accordance with this Agreement.

10.5 Upon termination of this Agreement for any reason, all rights and subscriptions granted to the Customer will immediately terminate and Customer will cease using the Service (except as otherwise permitted under Clause 10.4 (Retrieval of Customer Data) and MDC Confidential Information. Termination for any reason shall not relieve Customer of the obligation to pay all future amounts due under this Agreement including VAT and other payment obligations and information requirements. Once confirmation has been received by MDC from the relevant tax authorities that all VAT and related Tax obligations under the agreement owed by the Customer to such tax authorities are in order and up-to-date with relevant EU member states, MDC shall promptly return all amounts remaining on deposit and owing to the Customer, no later than 7 days following the last day of the reporting period.

10.6 If required under any Applicable Laws or requested by MDC, the Customer will appoint another IOSS intermediary that assumes MDC’s obligations under this Agreement immediately following termination of this Agreement, or at any other time specified by MDC in its discretion. During any period in which the Customer fails to comply with this obligation, Customer shall continue to comply with its obligations towards MDC and will be liable for all resulting losses.

10.7      MDC may suspend operations and activities on behalf of Customer at any time if (i) the Customer has not fully paid its VAT Obligations or performed its other obligations under the Agreement, (ii) while any Customer action or provision of information is outstanding after the relevant deadline,(iii) the Customer uses the Service in a manner that threatens the reputation or wellbeing of MDC or the integrity of the Service, or that (iv) impairs the use of the Service by other MDC customers; or if MDC has reasonable grounds to believe that Customer will not be able to comply with its obligations under the Agreement. If MDC invokes such right to suspend operations or activities, MDC will notify the Customer accordingly and may also notify affected third parties.

10.8 MDC may, in its discretion, impose rules or limits for, or change, suspend, or discontinue any aspect of the Service at any time if MDC identifies any questions or ambiguities related to the application of VAT to Customer’s activities, MDC may apply VAT rates MDC determines to be appropriate in the filing of a VAT return or amendment of a VAT return previously filed. MDC may consult or negotiate with the applicable tax authorities concerning tax levies, or other costs and matters arising under the Agreement. MDC will charge for such services at its then-standard rates. MDC shall, after consultation with Customer, be entitled to engage third parties to handle claims and negotiations with the applicable tax authorities, all of which will be at the additional expense and risk of Customer.

10.9      MDC may change or modify this Agreement at any time with immediate effect (a) for legal, regulatory, fraud and abuse prevention, or security reasons; (b) to change existing features or add additional features to the Service (where this does not materially adversely affect Customer’s use of the Service); or  to restrict products or activities MDC(acting reasonably)  deems unsafe or inappropriate. Customer’s continued use of the Service after the effective date of any change to this Agreement will constitute Customer’s acceptance of that change. If changes are unacceptable to Customer, Customer shall cease using the Service and may terminate this Agreement by providing written notice to MDC at any time prior to the effective date of change.

11 SERVICE SUPPORT AND MAINTENANCE

Payment of the Fee entitles the Customer to receive the Support Services for the Term in accordance with MDC’s then-current support policy.

12  NOTICES

12.1 Any notice, report, request or other communication required or permitted hereunder shall be in writing and shall be deemed given when either:

  • delivered personally or received by commercial express courier with written verification of receipt, or

  • received by registered or certified mail, postage prepaid with written verification of receipt, or

  • sent by email to ioss@mydutycollect.eu.

In each case service shall be to the receiving party’s address as set out in the Order Form or to any other address that the receiving party may have given for such purposes in the manner specified in this Clause.

13 DATA PROTECTION

In the event that any personal data is supplied by one party to the other in connection with this Agreement, such personal data shall be processed by the other as data processor on behalf of the party providing the personal data and the latter party shall be the data controller of the personal data. Each party shall comply with the provisions of Data Protection Legislation and Appendix C hereto.

14 GENERAL

14.1 By using the Service or sending electronic messages to MDC, the Customer is communicating with MDC electronically. MDC may be required by law to send Customer communications about the Service or third-party products or services and will do so in accordance with its then-current privacy policy. By registering for the Service, sending MDC an electronic message, or otherwise communicating with MDC, Customer has agreed to communicate with MDC electronically.

14.2 Entire Agreement: This Agreement together with any document expressly referred to in it, contains the entire agreement and understanding of the parties relating to the subject matter covered and supersedes all prior statements, representations, discussions, negotiations and agreements both oral and written. Each of the parties hereto acknowledges and  agrees that  in entering into this Agreement, it does not rely on, and shall have no remedy in respect of, any statement,  representation, warranty or understanding  (whether negligently or innocently made) of any person (whether party to this Agreement or not) other than as expressly set out in this Agreement.  For the avoidance of doubt, the terms and provisions of this Agreement shall take precedence over any terms or representations appearing in any purchase order emanating from the Customer at any time.  Nothing in this Clause 14 shall however operate to limit or exclude any liability for any fraudulent misrepresentation upon which the other party can be shown to have relied.

14.3 Relationship of Parties: Nothing in this Agreement shall create, or be deemed to create, a partnership or the relationship of employer and employee between the parties may include the Customer’s name in our customer list.

14.4 Remedies and Waiver: All rights, remedies and powers conferred upon the parties are cumulative and shall not be deemed or construed to be exclusive of any other rights, remedies or powers now or hereafter conferred upon the parties by law or otherwise and any failure at any time to insist upon or enforce any such right, remedy or power shall not be construed as a waiver thereof.

14.5 Severability: If any Clause or part thereof of this Agreement shall become or shall be declared by any court of competent jurisdiction to be invalid or unenforceable in any way, such invalidity or unenforceability shall in no way impair or affect any other Clause or part thereof all of which shall remain in full force and effect.

14.6 Publicity: MDC may, upon Customer’s prior written consent, use Customer’s name to identify Customer as an MDC customer of the Service, including on MDC’s public website.

14.7 Force Majeure: Neither party shall be liable to the other party for any failure or delay in performance caused by reasons beyond its reasonable control, including without limitation, acts of government, war, riot, civil disturbance, strike, industrial dispute, accident, breakdown of computers, plant or machinery, provided that the party notifies the other party immediately and uses all reasonable endeavors to minimise the effect of the event.

14.8 Governing Law and Jurisdiction: This Agreement, and any issues or disputes arising out of or in connection with it (whether such disputes are contractual or non-contractual in nature, such as claims in tort, for breach of statute or regulation, or otherwise) shall be governed by and construed in accordance with the laws of Ireland, and shall be subject to the non-exclusive jurisdiction of the Irish courts.

  1. CONFIDENTIALITY

15.1 During this Agreement and for a period of three (3) years after termination of this Agreement each party shall keep confidential the Confidential Information and, in particular:

 (a)  shall not use Confidential Information for a purpose other than the performance of its obligations under this Agreement;

 (b)  shall not disclose to any person, except for any Sub-contractor who needs to know the relevant Confidential Information for the purpose of carrying out their obligations, any of the Confidential Information without the prior written consent of the Customer or MDC, as the case may be; and

 (c) shall make every effort to prevent the use or disclosure of Confidential Information, including taking such measures as may be necessary to prevent unauthorized access.

15.2 Each party shall inform (and shall procure that any of its Group members shall inform, where applicable) any of its directors, officers, employees and any Sub-Contractor or other third party to whom it properly provides any Confidential Information of the other party in accordance with the terms of this clause 15, that such information is confidential and shall instruct them:

(a) to keep it confidential;

(b) not to disclose it to any third party (other than those persons to whom it has already been disclosed in accordance with the terms of this Agreement); and

(c) in relation to Sub-Contractors and any other third party, to enter into a confidentiality undertaking containing obligations equivalent to those set out in this Agreement and only to the extent necessary for the performance of MDC’s obligations.

15.3  The obligations of confidentiality set out in this clause 15 shall not apply to:

(a) information which is or becomes generally available within the public domain other than as a result of a breach of this clause 15;

(b) information which a party can show to have been known by it before disclosure to it by the other party;

(c) information which is or becomes available to a party otherwise than pursuant to this Agreement and free of any restrictions as to its use or disclosure;

(d) the disclosure of information required to be disclosed by law or any binding judgement, order or requirement of any court or other competent authority;

(e) the disclosure of information to any tax and/or regulatory authority to the extent reasonably required for the purposes of the tax and/or regulatory affairs of the party concerned; or

(f) the disclosure of information by the Customer to any potential or actual replacement vendor provided that such replacement vendor agrees to keep such information confidential in accordance with the provisions of this clause 15.

15.4 Where disclosure is made pursuant to clause 15.3(d), such disclosure will only be made:

(a) after prior consultation, where legally permitted, with the Customer or MDC, as the case may be, as to the terms of such disclosure; and

(b) only to the person or persons and in the manner required by law or as otherwise agreed between the parties.

15.5 To the extent that Confidential Information of either the Customer (or any member of the Customer's Group) or MDC is no longer required by the other party to enable it to perform its obligations or exercise its rights hereunder, such other party shall and shall procure that its officers, agents, employees, consultants, Sub-Contractors and representatives shall, return or destroy such Confidential Information together with any copies, notes, transcriptions or records thereof in its control, power or possession to the disclosing party forthwith upon demand but in any event shall return or on the request of the disclosing party destroy the disclosing party Confidential Information and all copies of the same upon termination of this Agreement.  In either case, MDC shall confirm in writing to the Customer that it has either returned or destroyed the Confidential Information and that it no longer holds any copies, notes, transcriptions or records thereof in its control, power or possession.

  1. ANTI-BRIBERY

MDC warrants that it, including its employees and its intermediaries, has complied with, and will comply with, all applicable anti-bribery laws in connection with the Services and this Agreement.

  1. DISPUTE RESOLUTION

Any  dispute arises between the parties under or in connection with this Agreement and it cannot be resolved by good faith negotiations between the Customer Appointed Representative and MDC Appointed Representative, it shall be escalated to senior management level within three (3) Business Days of a written request from either of the parties, who will then attempt to settle it by negotiation. Without prejudice to the exercise of any right of termination, if the parties are unable to settle any dispute within 15 Business Days of it being referred to senior management the parties may elect to refer the dispute to mediation or an alternative form of dispute resolution. However, nothing in this clause shall prevent the parties seeking interim relief or commencing or continuing court proceedings provided the parties have first attempted to follow the dispute resolution procedure in this clause 17.

  1. INSURANCE

During the Term MDC shall maintain adequate insurance cover issued by a reputable insurance company with an A.M Best rating of not less than A-, or a Standard & Poor’s rating of not less than AA, to cover liability accepted by it in this Agreement.

Appendix A: 
Description of the Service

MDC IOSS INTERMEDIARY Services as further described in Appendix A of the Terms and Conditions attached.

MDC IOSS Intermediary Service consists of the following:

  1. To act on behalf of Customer in respect of IOSS VAT Obligations associated with applicable EU VAT laws; as set out in Section 4 of Chapter 6 of Title XII of Directive 2006/112/EC, defined as import scheme in Article 57a of Implementing Regulation (EU) No 282/2011.

  2. To assist the Customer to comply with local VAT requirements related to an IOSS intermediary as MDC determines to be appropriate.

  3. To process IOSS VAT Returns on behalf of the customer with the relevant tax authority and to store all supporting documents related to the service for the required period under law, including de-registration of the Customer where applicable.

  4. To facilitate the payment of IOSS VAT Return payments, which may include the provision of Escrow, Bank Deposit, Payment Services facilitated by a licensed third-party payment service provider (“Third-Party PSP”) in to collect and remit VAT Obligations due by Customer to the relevant tax authorities as required.

Further information on the role of an intermediary and definitions may be found at:
https://ec.europa.eu/taxation_customs/sites/default/files/vatecommerceexplanatory_28102020_en.pdf

“Payment Services” means, (i) within the EU, any service relating to payment services, including those services that may be regulated in accordance with Directive (EU) 2015/2366 of the European Parliament and of the Council of 25 November 2015 on payment services in the internal market, and (ii) outside the EU, any service relating to money remittance, money transmission, issuing of payment instruments, acquiring or executing payment transactions, or payment initiation services.

“VAT” means such value added tax as levied in accordance with Directive 2006/112/EC, and any local implementing VAT legislation in any of the EU member states.

“VAT Obligations” mean payments or other obligations related to VAT, penalties and interest on VAT payments that are overdue for any reason, and similar obligations or liabilities relating to IOSS Transactions.

Payment Services are further detailed below.

Payment Services means, (i) within the EU, any service relating to payment services, including such services that may be regulated in accordance with Directive (EU) 2015/2366 of the European Parliament and of the Council of 25 November 2015 on payment services in the internal market, and (ii) outside the EU, any service relating to money remittance, money transmission, or issuing of payment transactions:

(a) In the event that MDC elects to use a Third-Party PSP, the Payment Services will be provided in accordance with applicable laws by Third-Party PSP, duly licensed in the relevant EU Member State(s). Third-Party PSP may require Customer to enter into a separate agreement for the provision of the Payment Services.

(b) Customer shall pay VAT Obligations to Third-Party PSP, MDC, or the tax authority in accordance with MDC’s instructions.

(c) MDC, at its sole discretion, may direct the Customer to apply overpayments to its future VAT Obligations. Any underpayments will be immediately due and payable by Customer and shall be paid to the Third-Party PSP, MDC, or the tax authority, as directed by MDC.

(d) In connection with the collection and remittance services through MDC Third-Party PSP, the Customer shall adhere and be subject to the following requirements:

  1. The Customer will receive notification and instructions from MDC or Third-Party PSP stating the amount of Customer’s VAT Obligations and the date due to MDC or Third-Party PSP to ensure timely payment;

  2. The Customer will pay the VAT Amount instructed by MDC by way of a credit transfer, deposit or other method agreed between the parties to MDC or Third-Party PSP’s account, on or before the due date, including any fees or charges that may apply. On receipt of funds from Customer, MDC or Third-Party PSP will process the VAT Obligations by transferring the IOSS VAT payments to the bank account of the applicable tax authorities.

Appendix B
Support Services

This Agreement represents the Support Services between MDC and Customer for the provisioning of the Services requirements to support and sustain the Service.

1. Service Agreement

The following detailed service parameters are the responsibility of MDC in the ongoing support of this Agreement.

1.1 Service Scope

The following Services are covered by this Agreement;

  • Monitored email support

  • Monthly Notifications

  • Scheduled telephone support

1.2 Customer Requirements

Customer responsibilities and/or requirements in support of this Agreement include:

  • Payment for all support costs at the agreed interval.

  • Reasonable availability of customer representative(s) when resolving a service-related incident or request.

1.3 MDC Requirements

MDC responsibilities and/or requirements in support of this Agreement include:

  • Meeting response times associated with service-related incidents.

  • Appropriate notification to Customer for all scheduled reporting requirements and maintenance

1.4 Service Assumptions

Assumptions related to in-scope services and/or components include:

  • Changes to services will be communicated and documented to all stakeholders.

2. Service Management

Effective support of in-scope services is a result of maintaining consistent levels of support. The following sections provide relevant details on service availability, monitoring of in-scope services and related components.

2.1 Service Availability

Coverage parameters specific to the service(s) covered in this Agreement are as follows:

  • Email support: Monitored 9:00 A.M. to 6:00 P.M. Monday - Friday

  • Emails received outside of office hours will be collected, however no action can be guaranteed until the next working day

  • Scheduled Telephone support: 9:00 A.M. to 5:00 P.M. Monday – Friday (Ireland)

  • Calls received out of office hours will be forwarded to a mobile phone and best efforts will be made to answer / action the call, however there will be a backup answer phone service which will collect customer queries and schedule a response

2.2 Customer Requirements

In support of services outlined in this Agreement, MDC  will respond to Service related incidents and/or requests submitted by the Customer within the following time frames:

  • 0-8 hours (during business hours) for issues classified as High priority.

  • Within 48 hours for issues classified as Medium priority.

  • Within 5 working days for issues classified as Low priority.

  • Remote assistance will be provided in-line with the above timescales dependent on the priority of the support request.

APPENDIX C

Data Protection Agreement

  1. The terms in this Data Protection Agreement ("DPA") that are not defined herein shall have the meaning given to those terms in and shall be interpreted in accordance with the Definitions section of the Agreement.
  2. Part B of this DPA sets out certain information regarding the processing of personal data by the parties as required by Article 28(3) of GDPR.
  3. In the event that any personal data is supplied by one party to the other in connection with the Agreement, such personal data shall be processed by the other as processor on behalf of the party providing the personal data and the latter party shall be the controller of the personal data.
  4. If the processor is aware or becomes aware of any reason that would prevent compliance with the Data Protection Legislation or of any material non-compliance with the Data Protection Legislation in connection with the terms of this DPA, it shall notify the controller without undue delay.
  5. The processor agrees that it will only process personal data in accordance with the Agreement and other instructions of the controller.
  6. The processor will implement appropriate technical and organisational measures to ensure a level of security appropriate to the risk of the personal data processing, taking into account the state of the art, the costs of implementation and the nature, scope, context and purposes of the processing, as well as the risk of varying likelihood and severity for the rights and freedoms of data subjects.
  7. The processor will assist the controller, at the controller's cost, in ensuring compliance with the obligations pursuant to Article 32-36 of GDPR, taking into account the nature of the processing and the information available to the processor.
  8. The processor agrees to assist the controller, at the controller's cost, by appropriate technical and organisational measures with all data subject rights requests received from the data subjects of the personal data processed in connection with the Agreement. Should the processor receive any such requests directly, the processor will inform the controller that it has received the request and forthwith forward the request to them. The processor will not respond to such a request, unless it is to confirm receipt of and/or clarify the basis of the request, except on the instructions of the controller.
  9. The Data Processor is authorised to transfer any of the Data Controller’s Personal Data outside the EEA where:
  • the Data Processor is required to do so by Union or Member State law to which the Data Processor is subject, provided the law does not prohibit such information on public interest grounds and provided the Data Processor informs the Data Controller prior to transfer; or
  • the transfer is performed in accordance with such safeguards or other mechanisms for transfers of Personal Data as may be permitted under Privacy Laws from time to time.
  1. In respect of transfers of Personal Data made pursuant to Clause 9(b), the Customer appoints MDC as its agent for the limited purposes of entering into standard contractual clauses in the form approved by the EU Commission required in connection with such transfer. MDC (i) represents and warrants that the details with respect to the Personal Data being processed and transferred in accordance with such standard contractual clauses are accurate, (ii) shall monitor the compliance by its Sub-Processors with the terms of any such standard contractual clauses and will promptly notify the Customer of any breach of such standard contractual clauses by Sub-Processors that relates to the Customer's Personal Data, and (iii) except with the prior written consent of the Customer, shall ensure that no special categories of Personal Data are transferred to, accessed from or otherwise processed outside of the European Union.
  2. The processor will ensure that any personal data processing carried out by its personnel is only performed in accordance with the terms of this DPA and are subject to obligations of confidentiality in relation to the personal data.
  3. To the extent that MDC processes personal data on behalf of the customer, the customer authorises MDC to engage the subprocessors listed in Part C. MDC shall advise the customer of any intended changes concerning the addition or replacement of the authorised subprocessors allowing the customer to object to such changes within 10 days from receipt of the notice of the intended change. If the customer reasonably objects to the addition or replacement of a subprocessor then the parties shall engage in good faith negotiations to resolve the issue. If the customer does not object to the addition or replacement of a subprocessor within 10 days of receipt of the notice Part C shall be amended accordingly.
  4. The processor shall ensure that any subprocessor processing personal data under the Agreement, shall so do under a written contract imposing on the subprocessor equivalent obligations as are imposed on the processor under this DPA in respect of the personal data processing and protection of the personal data. Where the subprocessor fails to fulfil its data protection obligations, the processor shall remain fully liable to the controller for the performance of the sub-processor’s obligations.
  5. The processor will notify the controller without undue delay and within 24 hours if it becomes aware of a personal data breach involving its personal data and support the controller in any notification of the breach to the appropriate supervisory authorities and/or data subjects as required.
  6. Other than as expressly permitted under the Agreement or by law, on expiry or termination of the Agreement for whatever reason the processor shall return, destroy or permanently delete or erase, at the controller’s election, all copies of the controller’s personal data in its possession or control.
  7. The processor will, where applicable, make available to the controller all information necessary to demonstrate compliance with the obligations in this DPA and will allow for and contribute to audits, including inspections conducted by the controller or an auditor mandated by the controller. The controller shall:
  • be entitled to conduct an audit or inspection once in any 12-month period provided that at least 30 days' prior written notice is provided to the processor;
  • take all reasonable steps to minimise disruption to the processor's business during the conduct of an audit or inspection;
  • enter into any non-disclosure or confidentiality agreement as requested by the processor before the commencement of an audit or inspection;
  • bear the processor's reasonable costs and expenses in relation to any audit or inspection carried out under this paragraph 16.
  1. The provisions of this DPA shall survive the term of the Agreement until the processor has returned or destroyed all personal data in accordance with paragraph 15 of this DPA.

PART B

Subject Matter, duration and nature of the data processing

Subject matter of processing: The provision of the services outlined in the Order Form.

Nature and purpose of processing: The processing is being conducted in order to facilitate the performance of the services outlined in the Agreement.

Duration of processing: Personal data shall be processed for the duration of the Agreement.

Types of personal data processed under the Agreement:

  1. [Identification information such as: Name, Gender, ID numbers
  2. Contact Information such as: e-mail, Address, Phone Number
  3. Travel Documentation such as: Passport Information
  4. Family Information such as: Marital Status
  5. Financial Portfolio & Trade Information such as: Shareholding Information, Product Information, Dodd-Frank US Person Type, Investor Type
  6. Tax Information such as: Country of Tax Residence, VAT Number
  7. Employment Information such as: Name of Employer, Self-Employment Information, Occupation
  8. Related Corporate Information such as: Primary Business Activities, Sectors, Director information
  9. Account Management, User & Access Information

Any other personal data that may be processed in provision of the services.

Categories of data subject:

  1. Customer personnel;
  2. End users of the customer's services (where they are individuals);
  3. Associated parties of the end users of the customer's services, including but not limited to directors, authorised signatories, beneficial owners, partners, trustees, and other managing members.

PART C

Sub-processors

Subprocessor

Location / Address

Service Provided  

Amazon AWS

Dublin Ireland

Hosting Solutions, Web Security

Stripe

Dublin, Ireland

“PSP”; Payment Services Provider

KPW Accountants

Dublin, Ireland

Accountancy Services