NestEgg End User Agreement
1.1. These terms and conditions (“Agreement”) govern the supply of the service offered by NestEgg Limited (“we”, “our”, “us”, “NestEgg”) via the NestEgg.com website and mobile application (each a “Site”) to enable residents of the United Kingdom whose registration we approve (“you”, “your”) to help you to understand your spending profile and ability to borrow, so you can make savings or know when to apply for credit or savings accounts (“the Service”). The Service includes:
(a) a service that provides you access to your credit information and reports (“Credit Information Service”) from TransUnion International UK Limited (“TransUnion”), for which we are acting as TransUnion’s appointed representative; and
(b) payment information from your payment accounts (“Account Information Service”) for which we are acting as the registered agent of Truelayer Limited (“Truelayer”). Further details for us, TransUnion and Truelayer’s are set out in Clause 2.
1.2. This Agreement includes:
(a) TransUnion’s Bureau privacy notice in their Terms of Service and Privacy and other Notices (“TransUnion Service Terms”)
1.4. This Agreement shall start on the date on which we notify you that your application to register for the Service has been accepted under Clause 3 and the Service is available for your use and shall continue subject to any right to cancel or terminate it that may be specified below (“Term”).
1.5. This Agreement is for users resident in the United Kingdom (“UK”) who are individual people. Businesses cannot use the service. If you wish to use the Service but do not fit any of these descriptions, please contact us at firstname.lastname@example.org.
1.6. You shall be entitled to cancel this Agreement within the 14 day period that begins on the day after you enter into it (“Statutory Cancellation Period”). In the event that you cancel this Agreement during the Statutory Cancellation Period, any agreements that you agreed in relation to that cancelled Offer during the Statutory Cancellation Period will also be cancelled automatically. You may exercise your right of cancellation by emailing us to that effect at email@example.com.
1.7. The information provided via the Service is intended solely for use by persons and organisations that meet the eligibility criteria set out in Clause 3.1. The Service is not intended for distribution to, or use by, any person or entity in any jurisdiction where such distribution or use would be contrary to any applicable local law, regulation or rule.
1.8. This Agreement is concluded in the English language and all communications (including any notices or the information being transmitted) shall be in English. In the event that the Agreement is translated into any other language (whether for your convenience or otherwise), the English language text of the Agreement shall prevail.
1.9. Any questions regarding the service provided through this Agreement should be directed to us at firstname.lastname@example.org unless otherwise advised by us.
2. Information about us
2.1. NestEgg Ltd is a company incorporated in England and Wales (company number 13089273) with registered office and principal trading address is at Lynton House, 7-12 Tavistock Square, London WC1H 9BQ. We are registered with the Information Commissioner (No. ZA261650
2.2. NestEgg Ltd is acting as an agent of TrueLayer for the provision of the Account Information Service. NestEgg Ltd is acting as an appointed representative of TransUnion for the provision of the Credit Information Services.
2.3. Truelayer Ltd is a company registered in England and Wales (company number 10278251) with registered office at 1 Hardwick Street, London, UK, EC1R 4RB. Truelayer Ltd is authorised by the FCA as an Authorised Payment Institution (reference number: 793171).
2.4. TransUnion International UK Limited, which is a company registered in England and Wales with company number 03961870. Its registered office is at One Park Lane, Leeds, West Yorkshire LS3 1EP. TransUnion International UK Limited is authorised and regulated by the Financial Conduct Authority under registration number 737740. TransUnion International UK Limited is a credit broker and not a lender.
3. Who may use the Service
This section explains who is allowed to use the Service, how to access it, when the service and our staff are available and which laws apply. It also explains what to do if you think someone else is using the Service without your approval. You should download and keep records of what you do on the Service.
3.1. To be eligible to use the Service, you must be an individual over the age of 18 and live in the UK.
You must not register for the Service more than once or register for the Service on behalf of an individual other than yourself, or register for the Service on behalf of any entity without that entity’s prior written authorization.
3.2. You will be required to successfully pass an authentication process before you may have access to Credit Information Services. You may not successfully pass authentication and neither NestEgg nor TransUnion are required to notify the you why it has not been successfully authenticated, but one reason for this may be that, at the time you request access to Credit Information Services, TransUnion has been unable to match your personal details to the correct credit profile in its database.
3.3. You must be requesting your data for your own personal non-commercial use and not on behalf of anyone else. You cannot request credit information about any third party using the Service.
3.4. We agree to provide the Service with reasonable skill and care and in accordance with all applicable laws, regulations and the Financial Conduct Authority (“FCA”) rules (“Applicable Law”).
3.5. If we accept your application to use the Service and create an account (“NestEgg Account”) with us, you will require a valid email address and will be asked to enter a username, password and any other piece of information we deem necessary as part of our security procedures for your use in accessing information or initiating payment order from a specified payment account held by you with another payment service provider (“Passcodes”).
3.6. You must keep the Passcodes secret and make sure that they are not stored on your workstation or otherwise in a way that enables others to impersonate you but are memorized and any record of the Passcodes destroyed or deleted. You must periodically change the Passcodes in accordance with the periods of time and procedures established by us for doing so.
3.7. You must provide us with your contact details and any other details we collect from you at registration, so that we can administer the Service and your NestEgg Account. You must not impersonate or try to impersonate another person when providing us with information.
3.8. You certify that all information you provide in the registration is accurate. You must have a valid email address registered with us at all times. If an email that we send to you should bounce for some reason, your NestEgg Account may be temporarily suspended until you contact us with a verifiable address.
3.9. Your right to access Credit Information Services is a personal right and you must not allow any other person to have access to your account using your username and password. You must keep its username and password confidential.
3.10. Each time you seeks to access the Service, we will check your identity by asking for Passcodes. As long as the correct Passcodes are entered, we will assume that you is the person giving instructions and making transactions and you will be liable for them, except to the extent provided for in clause 3.10.
3.11. If you disclose the Passcodes to any other person or entity whom you employs or otherwise retains, appoints or authorises to access the Service on your behalf, you are also responsible and liable for any access, use or misuse or disclosure of your Passcodes or Service by such person or entity.
3.12. If you think that someone else may have access to, or be using, your Passcodes or NestEgg Account without your consent, you must tell us as immediately by emailing email@example.com. You will be asked to provide information to enable us to verify your identity. Following satisfactory completion of the verification process, we will immediately prevent further unauthorised use, including blocking the use of the Passcodes and issue replacements.
3.13. We can refuse to act on any instruction that we believe: (i) was unclear; (ii) was not given by or with your authority; (iii) might cause us or any of its partners to breach a legal or other duty; or (iv) involves the use of the Service for an illegal purpose.
3.14. Subject to the provisions of Clause 14, unless and until you notify Customer Service that you believe that someone else can use the Service by impersonating you:
(a) you will be responsible for any instruction which we receive and act on, even if it was not given by you; and
(b) we will not be responsible for any unauthorised access to confidential information about you in the Service.
3.15. We will do all that we reasonably can to prevent unauthorised access to the Service. As long as you have not breached the other terms contained in this Clause 3, we will accept liability for any loss or damage to you resulting directly from any unauthorised access to the Service (see Clause 14 of this Agreement for limits on our liability).
3.16. Except as required by Applicable Law, we shall not be responsible, and you will be solely responsible, for (a) compiling and retaining permanent records of all your use of the Service, and (b) reconciling all transaction activity between your own system or device and the Service.
3.17. Upon the termination of this Agreement for any reason, we shall have no obligation to you to store, retain, report, or otherwise provide any copies of, or access to, any records, documentation or other information in connection with the Service (but we may do so to comply with our obligations under Applicable Law).
This section covers all our services. It explains what we’ll do if we or a payment provider suspect any strange activity, and that we record calls and other messages.
4.1. Unless otherwise specified in this Agreement, to use the Services you must log-in to your NestEgg Account with your Passcodes and follow the relevant instructions.
4.2. Your use of the Account Information Service is subject to the Truelayer Service Terms.
4.3. Your use of the Credit Information Service is subject to the TransUnion Service Terms.
4.4. TransUnion shall use its reasonable efforts to verify the accuracy of the information provided as part of Credit Information Services. TransUnion cannot guarantee that it is completely accurate, however. Some of this information comes from other businesses and sources, such as the electoral roll, insurance companies or financial institutions. Neither TransUnion nor any other third parties used to provide you with your requested data have any control over the content of such information and are not responsible if it turns out to be inaccurate. You will be directed to TransUnion’s Support and Help Desk Service if you have a concern that their information is inaccurate.
4.5. The request for a Credit Report via TransUnion shall leave a footprint on your credit file, which is not visible to lenders, but will be visible to you, TransUnion and any other third party you permit to view your full Credit Report. A footprint will be left on your Credit Report even if you do not specifically request one in that month.
4.6. We may restrict or suspend your use of the Service without notice if: we, TransUnion, Truelayer or your PSP identify or suspect that suspicious, fraudulent or illegal activities are being carried out in relation to your use of the Service; or that you have not complied with this Agreement; or in the event of exceptional circumstances which prohibit the normal operation of the Service.
4.7. Unless it would be unlawful for us to do so or it is impracticable, where we stop or suspend the use of the Service in accordance Clause 4.2, we will notify you of this and our reasons for doing so, by sending an email to the email address you have provided to us. Where it is not possible to notify you before we stop or suspend the Service, we will notify you as soon as possible afterwards. We will reinstate your access to the Service or initiate any suspended payment order as soon as practicable after the reasons pursuant to Clause 4.6 no longer apply or exist.
4.8. We have the right to record the telephone calls with each Customer, as well as any use or attempted use of the Service and any digital communications with you and, if necessary, to use the recordings as evidence of such calls, sessions or communications.
4.9. We shall use commercially reasonable endeavours to make the Service available 24 hours a day, seven days a week, except for routine and emergency maintenance. However, access to the Service is not guaranteed. Subject to Applicable Law:
(a) from time to time we may withdraw or amend any of the content and Service provided without notice;
(b) we will not be liable if the Service or any content is unavailable at any time for any reason;
(c) from time to time, we may restrict access to some parts of the Service, or the entire Service.
4.10. Unless otherwise agreed by us in writing, you acknowledge and agree that you shall (at your own cost) be solely responsible throughout the Term for the provision of all equipment, software, systems and telecommunications facilities which are required to enable you to receive the Service.]
5. Information, not advice
This section explains that information available through the Service is not any form of advice or recommendation. You can use the Service to send account information to your advisers, but we are not responsible for the information or how they use it to advise or act for you.
5.1. Contributions, articles, commentary, charts, data visualisations, text, graphics, still and moving images and other information posted within or available through our Service (“Content”) is provided for general information only. Content is not, and should not be construed as, financial or other professional advice. You should not rely on the Content within our Service as the basis for making a financial decision. If in doubt, you should seek professional advice. Subject to the provisions of Clause 14, we therefore disclaim all liability and responsibility arising from any reliance placed on Content by you or any user of our Service, or by anyone who may be informed of any of the Content.
5.2. Any information provided to you as part of Credit Information Services is provided for guidance and information only. The fact that you have a good credit score does not mean that a lender, credit card company or other provider of financial services products will accept your application, and they have their own acceptance criteria. Also, a credit score does not take into consideration affordability issues which are also considered by financial services/credit provider.
6. Prohibited uses
You must use our service lawfully, and not use it for any of the things listed here.
6.1. You may use the Service only for lawful purposes.
6.2. You must not use the Service:
(a) in any way that breaches any Applicable Law;
(b) in any way that is unlawful or fraudulent, or has any unlawful or fraudulent purpose or effect;
(c) for the purpose of harming or attempting to harm any person in any way;
(d) to send, knowingly receive, upload, download, use or re-use any material which is defamatory, contains any material which is obscene, offensive, hateful or inflammatory, promotes sexually explicit material, promotes violence, or promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation or age;
(e) to send, knowingly receive, upload, download, use or re-use any material which is the private information of any third party, including, without limitation, addresses, phone numbers, email addresses, National Insurance numbers or other identifiers, credit card numbers and/or debit card numbers and/or which is likely to deceive any person, be made in breach of any legal duty owed to a third party, such as a contractual duty or a duty of confidence, promote any illegal activity, be threatening, abuse or invade another’s privacy, or cause annoyance, inconvenience or needless anxiety, be likely to harass, upset, embarrass, alarm or annoy any other person, be used to impersonate any person, or to misrepresent your identity or affiliation with any person, gives the impression that it emanates from us, advocates, promotes or assists any unlawful act such as (by way of example only) copyright infringement or computer misuse;
(f) to transmit, or procure the sending of, any unsolicited or unauthorised advertising or promotional material, “junk mail”, “spam”, “chain letters”, “pyramid schemes” or any other form of solicitation;
(g) to harvest or collect email addresses or other financial, personal or contact information of other users of the Service from the Service by electronic or other means for the purposes of sending unsolicited communications;
(h) to impersonate any person or entity, or falsely state or otherwise misrepresent yourself, your age, your financial employment or personal circumstances or your affiliation with any person or entity;
(i) to solicit personal information from anyone under 18 or solicit passwords or personally identifying information for commercial or unlawful purposes.
6.3. You also agree:
(a) not to use or attempt to use another user’s account, service or system without authorization from us, or create a false identity in relation to the Service;
(b) not to do or say anything that would bring the Service or NestEgg into disrepute.
7. Viruses, hacking and other offences
You must not abuse the Service or do any of the things listed here.
7.1. You must not misuse the Service by knowingly introducing viruses, trojans, worms, logic bombs or other material which is malicious or technologically harmful or any computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment. You must not attempt to gain unauthorised access to the Service, the server/servers on which the Service or any part of it is stored or any server, computer or database connected to the Service. You must not attack the Service via a denial-of-service attack or a distributed denial-of service attack or in any other way use the Service or the Site in any unlawful manner or in any other manner that could damage, disable, overload or impair the Service or the Site or the servers on which it is hosted.
7.2. By breaching this provision, you could commit a criminal offence under the Computer Misuse Act 1990. We will report any such breach to the relevant law enforcement authorities and we will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use our Service will cease immediately.
7.3. We will not be liable for any loss or damage caused by a distributed denial-of-service attack, viruses or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of the Service or to your downloading of any material posted on it, or on any website linked to it.
7.4. You must not to access without authority, interfere with, damage or disrupt:
(a) any part of the Service;
(b) any equipment or network on which the Service is stored;
(c) any software used in the provision of the Service; or
(d) any equipment or network or software owned or used by any third party;
8. Licence and Intellectual Property Rights
This section explains who owns the rights to the information in the Service, what permission we give each other to use that information and any restrictions or limits on that use.
8.1. Except as provided in Clause 8.2, we are the owner or the licensee of all Intellectual Property Rights in the Service, and the Content that we provide you via the Service (“NestEgg Content”). Those works are protected by copyright laws and treaties around the world. All such rights are reserved. For the purpose of this Agreement, “Intellectual Property Right” means copyright, database right or trade mark, patent, moral right, design right, registered design, service mark, domain name, unregistered design or other intellectual property right anywhere in the world of any other person.
8.2. You acknowledge and agree that all intellectual property rights in Credit Information Services and all aspects of them shall be owned by TransUnion and/or its licensors.
8.3. We grant to you during the Term a non-exclusive, non-transferable, revocable, licence in the UK to you may print off, and may download extracts, of any the NestEgg Content for your own personal or internal business purposes subject to the provisions of this Agreement (and not for use by or for the benefit of any person other than your employee(s)) and not for commercial use or exploitation. You must not modify the paper or digital copies of any Content you have printed off or downloaded in any way, and you must not use any illustrations, photographs, video or audio sequences or any graphics separately from any accompanying text. Our status (and that of any identified contributors) as the authors of the NestEgg Content must always be acknowledged. Nothing in this Clause 8 shall affect your rights under Applicable Law.
8.4. When you post or upload Content to the Service (“User Content”), you authorize and direct us to make such copies of it as we consider necessary in order to facilitate the publication, display and storage of the User Content in relation to the Service or on the Site. By posting User Content to any part of the Service, you automatically grant, and you represent and warrant that you have the right to grant, to us an irrevocable, perpetual, non-exclusive, transferable, fully paid, worldwide license (with the right to sublicense) to use, copy, publicly perform, publicly display, reformat, translate, excerpt (in whole or in part) and distribute such User Content for any purpose on or in connection with the Service or the promotion of it, to prepare derivative works of, or incorporate into other works, such User Content, and to grant and authorize sublicenses of the foregoing. You may remove your User Content from the Service at any time, subject to the provisions of Clauses 3.16 and 3.17. If you choose to remove your User Content, the license granted above will automatically expire, however you acknowledge that we may retain archived copies of your User Content.
8.5. You agree, and undertake not to use the Service to:
(a) reproduce, duplicate, copy or re-sell any part of the Service;
(b) reverse engineer or reverse compile any of the technology used to provide you with the Service, including but not limited to, any applications or computer programs associated with the Service;
(c) use the Service or the Site in such a way so as to remove the copyright or trade mark notice(s) from any copies of any Content made in accordance with this Agreement;
(d) send, knowingly receive, upload, download, use or re-use any material which infringes any Intellectual Property Rights;
(e) create a database (electronic or otherwise) that includes material downloaded or otherwise obtained from the Service except where expressly permitted under Clause 8.3 of this Agreement);
(f) use automated scripts to collect Content from or otherwise interact with the Service or the Site;
(g) transmit, re-circulate, extract, use, reutilise, exploit, distribute, redistribute, disseminate, re-disseminate, copy or store any Content except where expressly permitted by us on the Service or otherwise in writing);
(h) promote or attempt to promote or market any goods or services for your own financial benefit.
(i) in any way commercially exploit any of the Content without our prior written consent (which may be withheld for any reason):
(j) make any of the Content accessible (including the provision of access through a database or other application populated with the Content for re-selling, sub-licensing, transferring or disclosing the Content) by any means, including any electronic means; or
(k) combine any Content with other information or adapt the Content wholly or in part.
8.6. We may rely on certain service providers to help us to deliver the Service to you, for example third party technology companies who may provide elements of the Service’s functionality, including TransUnion and Truelayer (“Third Party Service Providers”). By using the Service, you agree to grant us and our Third Party Service Providers, a non-exclusive, royalty free and worldwide licence to use the information, materials, data and other content that you provide via the Service (“Content”). We and the Third Party Service Providers may use, modify, display, distribute and create derivative materials using the Content for the purpose of providing the Service to you.
8.7. You are solely responsible for your User Content. You must not post, transmit, or share User Content on the Service that you did not create or that you do not have permission to display, publish or post. You understand and agree that we may, but are not obliged to, review the Service or the Site and may delete or remove (without notice) any User Content in our sole and absolute discretion, for any reason or no reason, including without limitation User Content that in our own absolute discretion violates any provision(s) of this Agreement. You are solely responsible at your own cost and expense for creating backup copies and replacing any User Content.
8.8. You are solely responsible for your interactions with other users. We reserve the right, but have no obligation, to monitor disputes between you and other users.
8.9. Subject to the provisions of this Agreement, we are not responsible for third party Content downloaded or any User Content in relation to the Service or on the Site.
9. Links by you to and from our Service
Links from the Service to other provider’s websites and apps are provided only for convenience or information and are not our responsibility. You should check who is responsible for those websites and apps, and read any terms that apply.
9.1. You may link to the home page of our Service and not to any page of the Service or Site that is not the home page, provided you do so in a way that is fair and lawful and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists. The website from which you are linking must comply in all respects with any content standards set out in this Agreement. The Service must not be framed on any other site and you must not display the Contents or allow any Content to be displayed surrounded or framed or otherwise surrounded by material not originating from us without our prior written consent.
9.2. If you wish to make any use of material on the Service other than that set out above, please address your request to firstname.lastname@example.org.
9.3. Where the Service contains links to other sites and resources provided by anyone other than NestEgg, including Third Party Service Providers, these links are provided for your information only. We do not recommend and have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them.
10. Information about you and your use of the Service
10.2. The Credit Report may be used by NestEgg to initiate contact with you in accordance with the Permitted Purposes set out in Schedule 1 of the TransUnion Service Terms.
10.3. In order to receive your requested data as part of NestEgg’s services, you are submitting a request under Article 15 of the GDPR to TransUnion via NestEgg.
This section explains that some of the Service may be available free of charge and extra features or content might have to be paid for and on what terms. We may change fees on 2 months’ notice and there are no refunds.
11.1. There are no fees for the user of NestEgg services.
12. Connected Accounts
This section explains the basis on which you allow the Service to connect to your accounts with other service providers, and that the information on those accounts is not our responsibility.
12.1. In some areas of the Service, you have the ability to connect to your bank accounts and other accounts you hold with third parties (“Third Party Accounts”). This enables us to access and retrieve data from your Third Party Accounts into the Service.
12.2. By using the Service to connect to Third Party Accounts, you authorise us and the relevant third party (on an ongoing basis unless and until you deactivate the connection) to access the relevant third party source, on your behalf and as your agent, to retrieve information requested by you or otherwise available from the Third Party Account. You agree that the third parties shall be entitled to rely on the foregoing authorisation and that this does not mean that the Service is endorsed or sponsored by any them.
12.3. NestEgg cannot be responsible for the accuracy of data it receives from the Third Party Accounts or third parties and you must ensure that it is (and continues to be) accurate. If at any time you choose not to link to a Third Party Account or third party you will stop receiving information from that Third Party Account or third party which may affect elements of the Service. NestEgg cannot be responsible for any inaccuracies caused by you no longer having access to data or by data not being up-to-date.
13. Disclaimer of Warranties
The information on the Service comes from third parties so we cannot make any promises about it, or that there will not be interruptions to other service providers’ systems, which we do not control.
13.1. You acknowledge and agree that your use of the Service and all the Content included in or accessible from the Service is provided on an “as is” and “as available” basis. To the fullest extent permissible by law, we and Third Party Service Providers disclaim all statutory or implied warranties, representations and conditions including but not limited those as to quality, merchantability, fitness for purpose and non-infringement.
13.2. We do not guarantee, warrant or represent that:
(a) the Content is complete, accurate, up-to-date or error-free;
(b) the Service is virus-free or that its operation will be continuous, uninterrupted or error-free.
13.3. You acknowledge and agree that the Content:
(a) cannot be relied upon by you or any third party as a guarantee of any particular result;
(b) does not constitute any form of advice, recommendation or endorsement by us;
(c) is not intended by us to be relied upon by anyone as the basis for making (or refraining from making) any specific decision; and
(d) is used at your own discretion.
14. Limitation of Liability
This section explains who is responsible or liable if various things go wrong, and any the limits that apply in those cases.
14.1. This clause sets out our entire financial liability (including any liability for the acts or omissions of our employees, agents and subcontractors) to you under or in connection with this Agreement; any use made by you of the Service or any part of it; and any representation, statement or tortious act or omission (including negligence) arising under or in connection with this Agreement.
14.2. Nothing in this Agreement limits or excludes our liability for death or personal injury caused by our negligence, for fraud or fraudulent misrepresentation or any other liability we cannot legally limit.
14.3. Subject to Clauses 14.4 to 14.6, each party shall only be liable for its own breach of contract, negligence or willful misconduct.
14.4. You acknowledge and accept that:
(a) the Service is subject to any constraints or limitations stipulated by any regulatory authority or applicable law and our continued authorisation by the competent regulatory authorities; and
(b) our ability to provide the Service depends on the continued provision of essential components provided by Third Party Service Providers including but not limited to providers of processing and other services, over which we have no control.
14.5. Notwithstanding anything else contained in this Agreement (except Clause 14.2), neither party shall be liable to the other for any loss of profits, opportunity, business, reputation, data, goodwill or contracts or for any indirect or consequential loss or damage whether arising from negligence, breach of contract or any other cause of action arising out of the subject matter of this Agreement.
14.6. Save as provided for in Clause 14.2, our total liability in any period of 12 months for any damages and/or loss suffered by you under this Agreement shall not exceed a sum equal to the amounts paid in Fees by you in the 12 months (or any shorter time period if 12 months has not elapsed) preceding the date on which the cause of action arose.
14.7. All warranties, conditions and other terms implied by statute or common law are, to the fullest extent permitted by law, excluded from this Agreement. In particular, and except as expressly stated in this Agreement, we do not:
(a) make any representations or warranties, express or implied, with respect to merchantability, fitness for a particular purpose or non-infringement;
(b) warrant, represent, undertake or guarantee that you will achieve any level of sales, revenue or profit;
(c) warrant, represent, undertake or guarantee that the Service will always be available or operate error-free, or that any errors, omissions or misplacements in any software will be corrected.
14.8. Neither party shall be liable for any failure or delay in performance of its obligations under this Agreement for causes beyond its reasonable control. The party wishing to claim relief by reason of any such circumstance shall notify the other party in writing without delay on the intervention and on the cessation thereof.
14.9. You are solely and exclusively responsible for any results obtained from your use of the Service, and for conclusions drawn from such use. We shall have no liability for any damage caused by errors or omissions in any Content, or instructions or scripts provided to us by you or by any third party in connection with the Service.
This section says you are liable if others make claims against us because you have done something you should not have done or omitted to do.
You agree to indemnify us, TransUnion and Truelayer against any and all claims, losses, liabilities, damages, expenses and costs (including legal fees and expenses) arising out of or in connection with your use of the Service or conduct in relation to it in breach of this Agreement, your User Content or infringement of third party rights, except to the extent that we have breached this Agreement or been negligent.
16. Term and Termination
This section explains who can put an end to the Agreement when and for what reasons; what happens then; and which terms continue to apply after the Agreement ends.
16.1. You may terminate the Agreement by notifying us not later than 1 (one) month in advance.
16.2. We may terminate the Agreement by notifying you not later than 2 (two) months in advance.
16.3. Either party may terminate this Agreement immediately if the other party:
(a) becomes unable to pay its debts (within the meaning of section 123 of the Insolvency Act 1986), admits its inability to pay its debts or otherwise becomes insolvent;
(b) has any distraint, execution, attachment, sequestration or similar action taken, levied or enforced against itself or any of its substantial assets, or if any garnishee order is issued or served on the party;
(c) becomes the subject of any petition presented, order made or resolution passed for the liquidation, administration, bankruptcy or dissolution of all or a substantial part of the party’s business, except where solvent amalgamation or reconstruction is proposed on terms previously approved by the non-terminating party;
(d) loses full and unrestricted control over all or part of its assets because of the appointment of an administrative or other receiver, manager, trustee, liquidator, administrator or similar person or officer; or
(e) enters into or proposes any composition or arrangement concerning its debts with its creditors (or any class of its creditors).
16.4. We may terminate this Agreement immediately on written notice to the Customer if:
(a) we suspect the you or a person related to you of money laundering or terrorist financing;
(b) you have breached any of the provisions of Clause 3.11 (concerning the accuracy of data you provide to us); or
(c) termination of the Agreement is demanded by a regulatory authority (e.g. the Financial Conduct Authority) or another governmental authority;
16.5. NestEgg (and TransUnion) reserves the right to suspend access to Credit Information Services if at any time TransUnion or NestEgg considers that:
(a) there is or is likely to be a breach of security;
(b) you are misusing Credit Information Services (meaning use of Credit Information Services in a way which is not permitted or is fraudulent); or
(c) the use of Credit Information Services is in any way detrimental to NestEgg or TransUnion;
16.6. Suspension or termination of this Agreement shall not prejudice either of the parties’ rights and remedies which have accrued as at termination.
16.7. Upon termination of the Agreement, you shall immediately pay to us all amounts owed by you under the Agreement and we shall immediately pay you all amounts owed to you under the Agreement. We shall be entitled to set-off amounts owed by us to you against amounts owed by you to us.
16.8. Clauses 1 to 16 shall survive termination of this Agreement.
17. Variations to this Agreement
This section explains how and why we can make changes to the terms.
17.1. Subject to Clauses 17.2 and 17.3, we may periodically make changes to this Agreement and shall notify you by posting a revised version of the Agreement on the Site and emailing you at your email address registered with us. The revised terms including the changes will take effect two (2) months following such notice. You will be deemed to have accepted the changes if you do not notify us before the proposed date that the changes take effect that the changes are not accepted. If you reject the changes, you can immediately terminate this Agreement in accordance with Clause 16.1 free of charge and with effect at any time until the date when the changes would have applied (subject to Clause 16.7).
17.2. We will only make changes:
(a) where we consider that a change will make these this Agreement clearer and no less favourable to you; or
(b) to reflect new, or changes to existing, systems, technology, products, services or business processes; or
(c) to help meet the cost of changes in our funding or working capital requirements; or
(d) to implement changes required by applicable law, industry codes of practice or decisions of any court, arbitrator or the Financial Ombudsman Service.
17.3. You agree that, where applicable, changes in exchange rates may be applied immediately and without notice, provided that the change in the rates are based on the Reference Exchange Rate, except that changes in rates which are more favourable to you, may be applied without notice. Changes in exchange rate used by us in Payment Transactions shall be implemented and calculated in a neutral manner that does not discriminate against you.
This section explains how and where you can write to us; and where we can write to you – including where the terms require “notice” or communication in writing.
18.1. Notices served under this Agreement shall be in writing and may be sent by email, facsimile or by post. The preferred method of communication is email.
18.2. Notices shall be sent to:
(a) In the case of NestEgg, in writing to:
7-12 Tavistock Square,
(b) in your case, in writing to the address or email address provided to us on registration, as updated by you from time to time;
(c) in the case of TransUnion and Truelayer, notices should be sent according to their respective service terms referred to in Clause 1.1.
18.3. The parties shall notify each other of any change in their contact details for notices as set out in this clause.
18.4. Notices sent by post will be deemed to have been received upon the expiration of two (2) Business Days after posting. Notices sent by facsimile will be deemed received on generation of a successful transmission notice or, if this falls after close of business, on the following working day. Emails will be deemed to have been received one hour after being sent or, if this falls after close of business, at 9.00 a.m. on the following working day provided that an undeliverable message has not been generated by then.
This section explains how to complain about us, TransUnion, Truelayer or the Service. If the complaint is about the access to payment accounts or requesting payments and you are still not satisfied after going through the process, your complaint could go to the “Financial Ombudsman Service”, which is the official complaints handling service for payment issues.
19.1. Any complaints about us, TransUnion, Truelayer or the Service must be addressed to us in the first instance by contacting email@example.com, except that disputes about the data in any Credit Report (“Credit Data Dispute”) must be made to firstname.lastname@example.org and will be dealt with according to Clause 19.3 below. We will make every possible effort to reply, addressing all points raised, within an adequate timeframe and at the latest within 15 Business Days of receipt of the complaint, in a durable medium. In exceptional situations, if the answer cannot be given within 15 Business Days for reasons beyond our control, we shall send a holding reply, clearly indicating the reasons for a delay and specifying the deadline by which you will receive the final reply, which shall not exceed 35 Business Days. For the purpose of this Clause “durable medium” means a form which enables you to store the information in a way that is accessible for future reference for a period of time adequate for the purposes of the information and which allows the unchanged reproduction of the information stored.
19.2. If the complaint relates to the Account Information Service, it may ultimately be referred to the Financial Ombudsman Service, details of which can be found at www.financial-ombudsman.org.uk and who can be contacted at The Financial Ombudsman Service, Exchange Tower, Harbour Exchange Square, London E14 9SR, United Kingdom.
19.3. When TransUnion receives a Credit Data Dispute, it will raise the Credit Data Dispute with the provider of the disputed data entry on your behalf and comply with its other legal obligations in relation to the handling of Credit Data Disputes. The resolution of Credit Data Disputes shall be communicated by TransUnion to you via email (unless otherwise agreed with you). TransUnion will communicate progress to you in the following ways:
(a) If the dispute is resolved within 21 days TransUnion will send an email notifying the customer of the resolution as soon as it has been concluded.
(b) If the dispute is not resolved within 21 days TransUnion will send an update on day 21 with progress.
(c) If the dispute is resolved within 22-28 days TransUnion will send an email to the customer notifying them of this.
(d) If TransUnion have not resolved the dispute by day 28 it will send another update to the Customer on progress
(e) After this TransUnion will send an email as soon as the dispute is resolved.
Resolution of Credit Data Disputes shall be at the sole discretion of TransUnion.
20. General Terms
This section explains that the Agreements covers the whole relationship between you and us. Any term that the courts remove is will not affect the rest of the Agreement. Just because you or we do not take any action that we could have does not mean we will not do so next time the same thing happens. We are not in business together and we are not your agent or employer. TransUnion and Truelayer can also rely on the terms, because it is involved in the supply of the Account Information Service.
20.1. These Terms comprise the entire agreement between you and us for the provision of the Service and supersede all prior or contemporaneous negotiations, discussions, representations or agreements, whether written or oral. No undertakings, promises, representations, or warranties shall have any legal effect unless expressly set out in this Agreement.
20.2. If any provision of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, the other provisions shall remain in force. The invalid or unenforceable provision shall apply with whatever modification is necessary to give effect to the commercial intention of the parties.
20.3. Nothing in this Agreement shall give rise to any joint venture, partnership, or employment relationship between you and us.
20.4. TransUnion and Truelayer shall receive the benefit of, and be entitled to enforce, the provisions of clauses 3 (Access to the Service), 4 (Service), 5 (Information, not advice), 6 (Prohibited Uses), 7 (Viruses, hacking and other offences), 8 (Licence and Intellectual Property Rights), 9 (Links by you to and from our Service), 12 (Connected Accounts), 13 (Disclaimer of Warranties), and the indemnity in clause 15. Otherwise, nothing in this Agreement is intended to confer a benefit on any person who is not a party, and no such person shall have any right under the Contracts (Rights of Third Parties) Act 1999 to enforce any terms of this Agreement, provided that this Clause does not affect a right or remedy of a third party which exists or is available apart from that Act.
20.5. No failure or delay by a party to exercise any right or remedy provided under this Agreement or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
21. Jurisdiction and applicable law
This section explains that the laws of England and Wales apply to the Agreement, and disputes or claims about the Agreement can be heard in the country where you live (complaints about the services can be referred to the ombudsman under clause 19).
21.1. This Agreement shall be governed by and construed in accordance with the law of England and Wales.
21.2. The English courts will have non-exclusive jurisdiction over any claim arising from, or related to, use of our Service although we retain the right to bring proceedings against you for breach of these conditions in your country of residence or any other relevant country, and you have the right to ask for proceeding to be heard in the courts of Northern Ireland or Scotland if you live there.
Last updated: 5th July 2021