Application
means the application form by which new business is submitted to the Provider through the Site
Appointed Representative
means a party appointed to act as an agent in the conduct of investment business, in terms of the FSMA, from time to time
Audit Trail
means a full and unaltered transactional record of all electronic communications sent and received by the Parties as part of the Services which are capable of being saved and retrieved at a later date and as a minimum this will include in relation to each transaction all Data and other information relating to: User name, date, time User logged in, time session ended, transaction start time and transaction end time;
Authentication
means confirming the identity of the Party in question in accordance with the Standards and "Authenticate" shall be construed accordingly
Authorised Firm
means a firm, partnership or company which is authorised under the FSMA to carry on investment business and has appointed the Intermediary as its Appointed Representative, and which is either: (a) the party identified as such as part of the Provider Registration; or (b) each party subsequent to that referred to at (a), where the Intermediary has notified the Provider in accordance with Clause 12.4 and the Provider has chosen not exercise its right to terminate the Agreement under Clause 16.4
Commencement Date
Means the date on which the User’s User Access is granted to the Site and/or its Services
Commission Services
means the services by which the Intermediary will be able to receive details of its commission from the Provider as a Data Display
Customer
means an individual, organisation or company, (including an employee of, or individual associated with, such organisation or company) who has appointed the Intermediary as its agent
Customer Personal Data
means Personal Data relating to the Customer which is Processed by the Parties
Data
means all information and data on the pages of the Site or transmitted through the Site by one Party to the other Party or via electronic communication exchanges between one Party and another Party, including (without limitation) statistics, policy information and valuations, Personal Data (including Customer Personal Data), information about products and services, commercial information, and whether as images, text or otherwise
Data Display
means data which is made available by the Provider on the Site or via electronic communication exchanges, to be accessed on-screen by the User as part of the Services
Data Input
means the input, submission and/or confirmation of data by the User on the Site for the purposes of obtaining certain Data from the Provider as part of the Services
Data Protection Act
means the Data Protection Act 2018
Defect
Defect means any and all material errors, omissions or failures in the system of either Party
Device(s)
means the fixed or mobile hardware used to access data via the Site or the Services, such as (but not limited to) desktop PCs, laptop PCs, mobile PCs, tablet PCs and smartphones
Error
means a corruption of the Data contained within an electronic communication between the Parties, or a failure or omission within the content or structure of the electronic communication
Force Majeure
means any event outside the reasonable control of either Party affecting its liability to perform any of its obligations (other than payment) under the Agreement, including Act of God, fire, flood, lightning, war, revolution, act of terrorism, strikes, lock-outs or other industrial action, whether of the affected party’s own employees or others
FCA
means the Financial Conduct Authority or any successor body
FSMA
means the Financial Services and Markets Act 2000, and any amending or replacement legislation and all subordinate laws and regulations and Rules which regulate the carrying on of investment or financial business in the United Kingdom
Group Company
means the Provider, its subsidiary and holding companies and any other subsidiaries of such holding companies from time to time (and “subsidiary” and “holding company” shall have the meanings given to them by Section 736 and 736A of the Companies Act 1985 (as amended))
Intellectual Property Rights
means any rights in or to intellectual property including, but not limited to, copyright, patents, database rights, designs, trademarks, know-how or confidential information and any other rights in respect of any other industrial or intellectual property, whether registrable or not and wherever existing in the world and including, without limitation, all rights to apply for any of the foregoing rights
Intermediary
means the individual, company, firm or partnership which is designated as the Intermediary as part of Provider Registration
Intermediary System(s)
means the systems and Devices by which the Intermediary connects to or accesses the Services
Level One Access
means access via the Site to Quote Services, Tracking Services (for retrieval of quotes and pre-submission applications) and New Business Services
Level Two Access
means Level One Access, access to Plan Enquiry Services and all functionality within Tracking Services that is excluded under Level One Access
New Business Services
means the services which enable Applications to be submitted by the Intermediary to the Provider for a Product on behalf of a Customer
Party or Parties
means a party or the parties to this Agreement
Personal Data
shall have the meaning set out in the Data Protection Act
Plan Enquiry Services
means the services enabling enquiries to be made by the Intermediary to the Provider via the Site, or via data electronically exchanged between the Provider and the Intermediary (also known as Contract Enquiry Service) about the existing products of a Customer
Processing
has the meaning set out in the Data Protection Act, and "Process" and "Processed", when used in relation to Processing of Data, shall be construed accordingly
Product
means any financial services product which is offered by, or which can be arranged through the Provider
Provider
means Embark Investments Limited
Provider Registration
means the process specified in Clause 3 by which the Intermediary will register to be given access to the Site to use the Services
Provider Systems
means the systems and processes operated by the Provider, including (without limitation) the Site, its Services and any software and materials owned by or licensed to the Provider, which are used by the Provider to deliver its services to the Intermediary
Quote
means a quote or illustration for a Product generated by the User for a Customer using the Quote Services
Quote Services
means the services which enable enquiries to be submitted to the Provider or another member of the Embark Group for prospective or existing Products for a Customer
Rules
means the rules of the FCA as amended from time to time
Security Standards
means the technical security standards in accordance with the terms of this Agreement
Services
means the services to be provided via the Site or directly through electronic communication exchanges between the Provider and the Intermediary under this Agreement and which may include any or all of the Plan Enquiry Services, New Business Services, Quote Services, Commission Services and Tracking Services
Services Standards
means the standards with which the Provider will provide the Services in accordance with the terms of this Agreement
Site
means the Provider's website at www.embarkhorizon.co.uk through which the Intermediary can access and use the Services
Site Information
means Data contained in the pages of the Site which is not provided as part of the Services, including (without limitation) information about products and services and whether as images, text or otherwise
Standards
means the System Standards, the Security Standards and the Services Standards
System Standards
means the technical system and standards for accessing, inputting, submitting and displaying Data in accordance with the terms of this Agreement
Terms of Business
means the Provider's terms of business and any other relevant documents upon which the Provider will undertake business from the Intermediary or, if the Intermediary is an Appointed Representative, from the Authorised Firm
Tracking Services
means the services accessible via the Site or via electronic communication exchanges between the Intermediary and the Provider, about: (i) an Application that has been submitted or the progress of an Application that has been submitted; (ii) pre-submission application forms partially or fully completed but not yet submitted (iii) saved quotations that have been produced prior to the enquiry being made in all cases including details of any outstanding actions to be performed by the User or the Provider (as applicable)
Unipass Certificate
means a message (in digital form) conforming to OSI X509 standard, that identifies an individual or entity, contains the public key of the individual or entity, is embedded along with other identifying data and identifies OSIS (being Origo Secure Internet Services Limited) as the issuer of the certificate
User
means any individual user who accesses and uses the Services at any time using the User Access, and who may be (a) any individual user of the Intermediary, including a Customer, an employee, agent, consultant or sub-contractor, or (b) an Appointed Representative or any individual user, including a Customer, employee, agent, consultant or sub-contractor, of the Appointed Representative
User Access
means the process specified in Clause 4 by which a User will access the Site to access and use the Services
Validity Period
means the period for which a Quote is valid, as may be expressly stated on the Quote
Working Day
means any day excluding Saturday and Sunday and public holidays both in England and Scotland
Embark Investments Limited
means Embark Investments Limited, authorised and regulated by the Financial Conduct Authority. Registered in England and Wales under registered number 3383730. Registered Office: 7th Floor 100 Cannon Street, London, EC4N 6EU.
Embark Group
means Embark Group Limited, a company incorporated in England and Wales and the holding vehicle for all companies in the Group. Company Registration number: 03578067.
