• BDO Portal Terms & Conditions

BDO Portal Terms & Conditions


Introduction

Use of Portal

User Responsibilities

User Credentials

Access to Portal

Availability of Portal

Evidence on the use of Portal

Liability & Indemnity

Intellectual property

Copyrights & trademarks

Third party access

Third party websites and applications

Force majeure

Severability

Governing law and jurisdiction


Introduction

The BDO Portal (the "Portal") and its contents are licensed (unless indicated otherwise) by BDO Chartered Accountants, Samoa ("BDO SAMOA"), a partnership firm registered in Samoa. BDO SAMOA is a member of BDO International Limited ("BDO"), a UK company limited by guarantee, and forms part of the international BDO network of independent member firms. Each member of the BDO Network is a separate legal entity and has no liability for another such entity's acts or omissions. Reference to "BDO SAMOA", "we", "our", "us" in these terms and conditions and elsewhere in this Website is to BDO SAMOA.

Throughout these terms, reference to "You" shall mean you as the client or an individual user from your organisation. As the client, you are responsible to ensure that your partners, directors, officers and employees are aware and comply with these terms and conditions and accept responsibilities for all individual client users within your organisation.


Use of Portal

By accessing and using this Portal, you are deemed to have accepted the following terms and conditions. If you do not want to be legally bound by these terms and conditions, please do not access or use the Portal. We reserve the right to change these terms and conditions at any time and you are advised to review these terms regularly to ensure you are aware of any changes. These Terms were last updated on 23rd June 2020. Your continued use of the Portal after such changes are posted will be deemed agreement on your part to these terms and conditions as amended.


User Responsibilities

You may use the content of the Portal subject to the following conditions:

  • You accept full responsibility for your use of the Portal, and for the usernames and passwords allocated (if relevant);
  • You shall access this Portal using Microsoft SharePoint technology. 
  • You shall access and make use of the Portal only using your own individually allocated username and password or the username and password granting access to the Portal;
  • You shall at all times remain responsible for the accuracy and completeness of the data contributed to the Portal and for the timely submission thereof;
  • You shall not copy, download, reproduce, modify or distribute this Portal technology in whole or in part, except as may be expressly permitted elsewhere in writing outside of these Terms.
  • You shall ensure that you shall retain and/or reflect any copyright, confidentiality, or other legal notice that appears on or with such material when accessing any copies of this Portal content (printed or electronic).
  • You acknowledge and agree that you shall maintain the confidentiality of the content and technology of this Portal using at least the same degree of care as you maintain your own proprietary and/or confidential information, but in no event using less than a reasonable degree of care;
  • In the event you save any information from the Portal on to your own computer, server or other storage medium, you agree that you will remain responsible and accountable for the security, storage and availability of this information.

Except as otherwise provided in the relevant Engagement Letter, you may not engage in any of the following relating to the Portal and/or its contents, nor may you authorise other parties to do so: 

  • make use of the service for any purpose other than that for which access has been provided;
  • copy or distribute the Portal or any of its contents; 
  • amend or create an extract of the Portal;
  • deduce, change or edit source codes relating to the Portal; and/or
  • distribute, exploit, transfer or sub-license Portal or any rights related to it.

BDO SAMOA and any third parties involved with BDO SAMOA accepts no responsibility for your use of the Portal, or for the use of the usernames and passwords allocated (when relevant). You agree that you shall not in any manner whatsoever violate any third-party intellectual property rights, interfere with or commercially exploit the system of which the Portal forms part except to the extent specifically permitted herein.

BDO SAMOA and any third parties engaged by BDO SAMOA for the purposes of the Portal retain the usage and ownership rights to the Portal and the related technology.


User Credentials

To access the Portal, you may receive a username and a password, which are not transferable. You acknowledge the following conditions subject to the credentials:

  • You agree to treat the username and password received confidentially;
  • You accept full responsibility for the proper usage and security of your hardware and software and of the user certificates providing access to the Portal;
  • You are prohibited from allowing unauthorized parties access to the Portal;
  • You are required to use reliable antivirus software before and during use of the Portal.
  • You shall not use the Global Portal in non-secure environments such as internet cafés;
  • Furthermore, if you know or suspect that third parties are, or may become privy to information concerning the username or password or that these credentials have been lost, stolen or are missing, you shall promptly notify BDO SAMOA of the matter. 

If necessary, for the proper running of the Global Portal, the Client User's password(s) may be reset from time to time.


Access to Portal

When BDO SAMOA grants the Client access to use the Global Portal, the Client obtains a limited, non-exclusive and non-transferable right to use the Global Portal. The Client's access to the Portal and hence the right to use the Portal shall apply only for the term of the Engagement, except if the parties agree in writing that BDO SAMOA shall make the Portal available for a longer period to the client with or without changes to its form and content.

BDO has the right to prematurely terminate or defer for an indefinite period of time, at any time, with immediate effect and without having to give prior notice, the Client's and the Client Users' access to and hence its right to use all or parts of the Portal, for the purposes of maintenance, adjustments or improvements or in connection with events of threat to the security of the Global Portal.

Upon termination of the right to use the Portal, and upon request from the Client, BDO SAMOA will return the information and data available to the Client on this Portal, except if and insofar as the information and data does not specifically apply to the Client or the Client User.

Upon termination of the right to use the Portal, BDO SAMOA destroy the Client's information and data, except if BDO needs the information and data to perform the Engagement or to comply with its statutory or professional safekeeping duties or other duties. For an explanation of BDO SAMOA's practices and policies related to the collection, use, and storage of our users' information, please read our client privacy notice: https://www.bdo.ws/en-gb/legal-privacy/privacy-policy


Availability of Portal 

If, for whatever reason, the Portal is unavailable for more than one day, you shall contact your BDO SAMOA contact person both by telephone and by email and where necessary, alternative arrangements shall be made for submission, preparation and/or approval of the documents so as not to prejudice the timely filing of the documents or otherwise. In the event you fail to promptly contact us, BDO SAMOA shall not accept responsibility for the consequences of the late filing of documents or otherwise, if any.

BDO is responsible for maintaining the technical and organisational environment necessary for the Portal and to ensure that the information therein is secure and accessible only to authorised persons. BDO SAMOA shall notify you in advance of any planned maintenance of the Portal. 

You acknowledge that BDO does not guarantee permanent availability of the Portal. BDO reserves the right, at its own discretion, to withdraw the Portal, either from you and/or in general, in instances such as virus attacks, internet security breaches, problems caused by client connection issues or in other situations where uninterrupted use of the Portal is or may be threatened. Where possible, we shall notify you in advance. If you become aware that the security of the Portal may be threatened, you shall notify BDO SAMOA immediately by telephone and in writing (including by email).


Evidence on the use of Portal

Data extracts from BDO's computer and other systems will provide sufficient evidence between BDO SAMOA and the client on the following areas:

  • any and all use of the Portal;
  • any and all instructions, guidelines and other communications,
  • any and all transactions and activities carried out under the Engagement.

Evidence to the contrary may be submitted only in the event of clear errors in the data extracts from BDO SAMOA's computer and other systems.

The use of login data for the Portal provides sufficient proof of the identity of the authorised user.


Liability & Indemnity

Although we take commercially reasonable steps to make this Portal useful and secure, this BDO Portal (including all the Portal technology, Portal content and other content) is provided as is, without warranty of any kind. Without limiting the foregoing, we do not warrant that this Portal will be secure, error-free, free from viruses or malicious code, or will meet any particular criteria of performance or quality, and we expressly disclaim all implied warranties, including warranties of merchantability, title, and fitness for a particular purpose, non-infringement, compatibility, security, and accuracy.

BDO SAMOA is only responsible for damage or costs incurred due to wilful intent to cause damage, deception, fraud or wilful recklessness on the part of BDO SAMOA personnel. 

Your use and the Client's use of this Portal is at your own risk and you assume full responsibility and risk of loss resulting from your usage, including with respect to loss of service or data. BDO SAMOA accepts no liability for any damage or costs incurred by you, the Client or by third parties as a result of your or the Client's use of the BDO Portal, regardless of the reason for such damage or costs, which may include without limitation damage due to:

  1. inaccurate or incomplete Client information;
  2. malfunctions, errors, delays or any other deficiencies of the Portal and/or BDO SAMOA's means of communication, such as not being able to send, receive, store or change information;
  3. viruses, spyware and other harmful software;
  4. temporary or prolonged denial of access to or shutdown of the Portal for the purposes of maintenance, adjustments or improvements;
  5. the alteration, extension or (partial) deletion of the Portal;
  6. any acts or omissions by you, the Client and/or other authorised users in breach of the obligations arising from or in connection with the Global Portal; or
  7. loss of electricity if you and/or the Client are logged in on the system.

BDO SAMOA accepts no responsibility or liability for the existence of an operational point-to-point connection between the systems and software owned or used by the Client and the Portal or the platform on which the Portal runs. 

If the Client uses the Single-Sign-On functionality to connect to software applications owned by or licensed (paid or free licence) to the Client, BDO SAMOA is in no way responsible and/or liable for the content and/or use of the software, software packages or data in question. 

Except as stipulated above, BDO SAMOA accepts no liability for any loss of turnover, profit or goodwill for any reason whatsoever, even in the event BDO SAMOA has been informed of the likelihood of this loss. BDO SAMOA will endeavour to repair malfunctions reported to us, except if the cause of the malfunction is attributable to you or to the system and/or software used by you and/or the Client. If you act in breach of the obligations arising from or in connection with the use of the Global Portal, you and the Client shall be liable for all the resulting damage and costs incurred by BDO SAMOA. 

The Client acknowledges to indemnify BDO SAMOA against any and all third-party claims arising from or in connection with the Portal, including but not limited to third-party claims arising from non-fulfilment by the Client or persons working at or for the Client of any of the obligations applicable to them as determined with finality by a Court of Law.

The above limitations of liability shall be applicable not only to us but also to each other entity within the BDO Network and to our and their respective personnel.

If any of the above limitations of liability is invalid or unenforceable in any jurisdiction, then (i) in that jurisdiction it shall be re-construed to the maximum effect permitted by law to effect its intent as nearly as possible and the remaining terms shall remain in full force and effect, and (ii) in every other jurisdiction all of these terms shall remain in full force and effect.


Intellectual property 

BDO or the third party from which BDO has obtained permits/licences will, at all times remain the owner of all the intellectual and other property rights regarding this Global Portal. 

You may not publish information relating to the Portal or operate or otherwise use the Portal with the aid of third parties or on its own in a manner (including but not limited to storing or reproducing all or part of the Portal on another internet page or inserting links, hyperlinks or deep links between the Portal and any other internet page) for which no prior written permission has been obtained from BDO SAMOA.


Copyrights & trademarks

All content and functionality on the portal, including text, graphics, design, layout, look, appearance and graphics, logos, icons, and images and the selection and arrangement thereof, is the exclusive property of BDO SAMOA or its third-party licensors and is protected by international copyright laws. All rights not expressly granted are reserved. The trademarks, service marks, designs, and logos (collectively, the 'Trademarks') displayed on the site are the registered and unregistered Trademarks of BDO SAMOA and its third-party licensors. You agree that you will not refer to or attribute any information to BDO SAMOA or its licensors in any public medium (e.g., press release, web sites) for advertising or promotion purposes, or for the purpose of informing or influencing any third party and that you will not use or reproduce any Trademark of, or imply any endorsement by or relationship with, BDO SAMOA or its licensors. You may not, except with our express written permission, distribute or commercially exploit the content. Nor may you transmit it or store it in any other web site or other form of electronic retrieval system.

You may link to this Portal provided that such linkage does not involve unauthorized use of the Portal, or of our trademarks, or any false claims (actual or implied) of endorsement by or other relationship with BDO, or any other infringement of our trademarks, copyright and/or other intellectual property rights. 


Third party access

BDO may engage third parties for the purpose of providing and maintaining the Portal.

To the extent that contracted third parties may need to have access to the Portal and possibly to Client or Client Users' information, you and the Client assent to the processing of your and its data for these purposes.

You and the Client hereby authorise BDO and the afore-mentioned third parties contracted by BDO to process all the data provided. Should the Client need to obtain authorization from other parties for the processing of any data, the Client warrants that it has such authorization.


Third party websites and applications

This Portal may contain links to various separate web sites and applications maintained by parties other than BDO SAMOA. These terms and conditions apply solely to the content on the Portal and shall not apply to the individual w eb site or application redirected to. BDO SAMOA accepts no responsibility in respect of the content, accuracy, or security of the any web sites or applications that are linked (by way of hyperlink or otherwise) to the Portal. The inclusion of a link to a third-party site does not constitute an endorsement of that site by BDO SAMOA.


Force majeure 

BDO SAMOA is not obliged to meet any obligation it is unable to meet due to force majeure. Force majeure is understood to include shortcomings by third parties engaged by BDO SAMOA as well as disruptions to or failures in the electricity supply and/or telecommunications systems.


Severability

In the event, that any part of these Terms is held to be invalid or unenforceable, the remainder will continue in full force and effect.


Governing law and jurisdiction

These terms and conditions shall be governed by and construed in accordance with the laws of the Independent State of Samoa. As the BDO Portal can be visited from locations around the world with different laws from those of Samoa, when you access the Portal you agree that the laws of Samoa will apply to all matters relating to your use of the Portal. You and we also agree to submit to the exclusive jurisdiction of the Samoan courts with respect to such matters.

Notwithstanding this, we reserve the right to bring enforcement proceedings in any court or courts including, if appropriate, in the courts of your country of residence.

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