Dah Sing Bank

Octopus Automatic Add Value Agreement

This Agreement is effective from 1 September, 2006.

Introduction

This Automatic Add Value Agreement is a contract between you, the user of our Automatic Add Value Service (whether as an Octopus Holder or as an AAVS Account Holder ), and us, Octopus Cards Limited, the issuer of the Octopus card or product ("product" means a consumer item incorporating our technology such as watch, phone cover, keyring etc.) which we wil refer to as Octopus below, in respect of the use of our Automatic Add Value Service.

This Agreement explains our obligations to you and yours to us when applying for and using our Automatic Add Value Service.

Definitions and General Provisions

There are a few terms we used in this Agreement that we should explain:

	"AAVS Account" means the account to which your Automatic Add Value Service is linked, as defined or specified in the relevant Application Form or such other account as notified to us by the Financial Institution or by the AAVS Account Holder from time to time;
	"AAVS Account Holder" means the holder(s) of the AAVS Account;
	"Application Form" means an application for the Automatic Add Value Service whether this is (i) an Octopus Automatic Add Value Service Application Form, (ii) a Personalised Octopus Application Form or (iii) any other form containing an application for this service;
	"Automatic Add Value Service" means the service whereby we or our Service Providers, on our behalf, will automatically add a certain amount of value (as determined by us from time to time) to the Octopus if the value stored in the Octopus has reached a certain minimum level as determined by us from time to time;
	"Authorised Service Centre" is an entity that we have authorised to service an Octopus on our behalf;
	"Conditions of Issue" means the Conditions of Issue of Octopus published by us as amended from time to time;
	"Deposit" means the deposit paid as security for the Octopus as described in the Conditions of Issue;
	"Financial Institution" means the company that manages the AAVS Account, usually a bank or credit card company;
	"Octopus" means an Octopus card or product issued or to be issued by us in accordance with the Conditions of Issue;
	"Octopus Holder" means a user of an Octopus who may be an AAVS Account Holder or his/her family and friend(s) who have applied to link their Octopus to the AAVS Account;
	"Octopus Payment System" means the payment system maintained and operated by us;
	"Our Account" means any bank account specified by us to the Financial Institution from time to time;
	"Service Providers" means organisations participating in the Octopus Payment System whose goods and services may be paid for through the Octopus; and
	"Value" means the electronic value recognised by the Octopus Payment System.

In the event that the AAVS Account Holder and the Octopus Holder are different persons, the AAVS Account Holder and the Octopus Holder shall be jointly and severally liable to us under this Agreement, including but without limitation, in respect of all value added to the Octopus by the Automatic Add Value Service, unless the Octopus Holder is a minor or otherwise does not have full legal capacity.

The Octopus Holder agrees to be bound by the Conditions of Issue. If there is any conflict between this Agreement and the Conditions of Issue, this Agreement shall prevail.

The Chinese translation of this Agreement is provided for reference only. In case of any discrepancy between the English version and the Chinese translation, the English version shall prevail.

Automatic Add Value Service

We shall be entitled to charge a fee to the AAVS Account Holder and the Octopus Holder for application of the Automatic Add Value Services in respect of their Octopus. The fee will be determined and announced by us from time to time.

The Automatic Add Value Service is available to any Octopus Holder over a minimum age which we will announce from time to time. However, in exceptional cases, we reserve the right to reject any application for the Automatic Add Value Service without giving any reason.

10.

The Octopus Holder must not transfer his/her Octopus to another person once the Automatic Add Value Service has been applied for and has not been cancelled in respect of that Octopus.

11.

Under normal circumstances, we will make reasonable efforts to ensure that the Automatic Add Value Service is operating, but we cannot guarantee that this will always be the case as it depends on the Financial Institutions' and Service Providers' own systems and operations as well as network, electrical, climatic and other conditions or circumstances which are beyond our control.

12.

We reserve the right to cancel or suspend your Automatic Add Value Service without specifying the reasons, but we will take reasonable steps to minimize any inconvenience caused to you.

13.

We shall be entitled at our sole discretion to limit the amount of value that may be added to the Octopus by the Automatic Add Value Service in any single day or during any period.

14.

We shall take reasonable steps to ensure that our records of the transactions relating to the Octopus are true and accurate. Our records shall be conclusive evidence of the value added to the Octopus by means of the Automatic Add Value Service and of any amounts due from the AAVS Account Holder and the Octopus Holder to us except for any manifest error on our part.

Direct Debit

15.

For any value added to the Octopus by means of the Automatic Add Value Service, the same amount in Hong Kong dollars shall be due from the AAVS Account Holder and the Octopus Holder to us immediately.

16.

We shall be entitled to instruct the Financial Institution directly or through any financial institution appointed by us to transfer from the AAVS Account to Our Account the amount of money stated by us to be due from the AAVS Account Holder and the Octopus Holder to us at any time, and the AAVS Account Holder shall authorise the Financial Institution to comply with such instructions.

17.

We shall not be liable for any fees or charges that the Financial Institution may impose on the AAVS Account Holder and the same shall be borne by the AAVS Account Holder.

18.

The AAVS Account Holder and the Octopus Holder shall ensure that there are always sufficient funds in, or credit facilities available upon, the AAVS Account to enable the Financial Institution to comply with the instructions from us in respect of the AAVS Account.

19.

We reserve the right to charge the AAVS Account Holder and the Octopus Holder a reasonable fee for providing the Automatic Add Value Service.

Dishonoured Instructions

20.

If the Financial Institution fails to comply with our instructions in relation to the AAVS Account because there are insufficient funds in, or credit facilities available upon, the AAVS Account, or for any other reason:

(a)	the AAVS Account Holder and the Octopus Holder shall on demand repay any amount due from the AAVS Account Holder and the Octopus Holder to us; and
(b)	we shall be entitled to charge the AAVS Account Holder and the Octopus Holder a reasonable administration fee and to apply the remaining value in the Octopus, if any, in or towards payment of any amount of money due from the AAVS Account Holder and the Octopus Holder to us (including the administration fee).

21.

If the value in the Octopus is insufficient to pay the amount of money due from the AAVS Account Holder and the Octopus Holder to us, we shall be entitled to immediately cancel the Octopus and the Automatic Add Value Service and forfeit the Deposit, if applicable, without notice to the AAVS Account Holder or the Octopus Holder.

Cancellation of the Automatic Add Value Service

22.

The AAVS Account Holder and the Octopus Holder may apply for the cancellation of the Automatic Add Value Service by contacting us or the Financial Institution. We will then instruct the AAVS Account Holder and the Octopus Holder to present their Octopus to any of the designated Authorised Service Centres for the disabling of the Automatic Add Value Service on the Octopus. The cancellation will be effective upon the Octopus being disabled at the designated Authorised Service Centre.

23.

The AAVS Account Holder and the Octopus Holder shall be liable for all amounts due to us through the use of the Automatic Add Value Service on or before the effective cancellation of such Automatic Add Value Service. We shall be entitled, before and/or after the effective cancellation of the Automatic Add Value Service of an Octopus, to instruct the Financial Institution directly or through any financial institution appointed by us to transfer from the AAVS Account to Our Account any amount of money due to us as a result of the Automatic Add Value Service transactions carried out before the effective cancellation of such Automatic Add Value Service.

24.

We reserve the right to charge the AAVS Account Holder and the Octopus Holder a reasonable administration fee for the cancellation of the Automatic Add Value Service.

Indemnity

25.

The AAVS Account Holder and the Octopus Holder agree to indemnify us against all actions, proceedings, liabilities, claims, loss, damages, and reasonable costs and expenses which may be taken against us or which we may suffer, sustain or incur (as the case may be) howsoever arising out of or in connection with any instructions given by us to the Financial Institution in respect of the AAVS Account unless the same were caused by any manifest error on our part.

Risks and Liabilities

26.

If, except for any manifest error on our part, the Financial Institution transfers from the AAVS Account to Our Account an amount greater than the actual amount due from the AAVS Account Holder and the Octopus Holder to us, we shall not be liable for any loss or damage arising therefrom. Subject to Clause 41 below, we shall only be liable to refund the excess amount to the AAVS Account Holder.

27.

Subject to Clause 26 above, we shall not be liable for any act, conduct, omission or negligence of the Financial Institution or its employees or agents unless the same is done or omitted to be done in accordance with the specific instructions from us.

28.

We shall be entitled to take such action as we think fit for the purpose of enforcing or exercising our rights under this Agreement, and the AAVS Account Holder and the Octopus Holder shall be liable to indemnify us in full for all reasonable costs and expenses incurred by us in respect of any such actions including all reasonable legal charges and expenses.

29.

We shall be entitled to employ any persons or companies for the purpose of enforcing or exercising our rights under this Agreement and, except in the case of debt collection agencies, shall not be liable or responsible for any act, conduct, omission or negligence of such persons or companies or their employees unless the same is done or omitted to be done in accordance with the specific instructions from us.

30.

We shall be entitled to assign or otherwise transfer any debts due to us from the AAVS Account Holder and the Octopus Holder to any persons or companies ("Assignees"), and provided that we comply with all applicable laws, regulations and codes of practice in respect of such assignment(s) in force at the time of the assignment(s), we shall not be liable for actions taken by such Assignees.

Lost Octopus

31.

All users of the Automatic Add Value Service are provided with the lost Octopus service. If the Octopus Holder loses the Octopus or if the Octopus has been stolen, he/she shall notify us immediately. We will then cancel and disable the Octopus after a specific period of time ("Notification Period") following our receipt of the loss report. The Notification Period shall be determined and announced by us from time to time. Once cancellation of the Octopus is effected, it cannot be reversed. This lost Octopus service will protect the AAVS Account Holder and the Octopus Holder from the loss of the remaining value and any value added through the Automatic Add Value Service on the Octopus after the expiry of the Notification Period.

32.

If the Octopus is cancelled pursuant to Clause 31 above, we will refund to the Octopus Holder the Deposit, if applicable, and the remaining value, if any, on the Octopus as recorded in the Octopus Payment System at the end of the Notification Period. We may charge the Octopus Holder a reasonable fee, which will be determined and announced by us from time to time, for providing this lost Octopus service. The fee will be deducted from the refund of the remaining value on the Octopus, if any, or payable by the Octopus Holder.

Personal Data
Notice relating to the Personal Data (Privacy) Ordinance (the "Ordinance")

33.

It is necessary for each of the AAVS Account Holder and the Octopus Holder to provide his/her personal data to us from time to time in connection with obtaining or continuing to use the Automatic Add Value Service.

34.

If the AAVS Account Holder and/or the Octopus Holder is unable or unwilling to provide such correct data, we may be unable to provide the AAVS Account Holder/and or the Octopus Holder with the Automatic Add Value Service.

35.

Each of the AAVS Account Holder and the Octopus Holder agrees that his / her personal data provided to us relating to the application for and the use of the Automatic Add Value Service may be used for the following purposes:

(a)	processing the application for the Automatic Add Value Service;
(b)	collecting money due from the AAVS Account Holder and the Octopus Holder, whether from the AAVS Account or otherwise;
(c)	verifying any financial, credit and other information and records relating to the AAVS Account Holder and the Octopus Holder;
(d)	enforcing and exercising our rights under this Agreement;
(e)	the normal management, operation and maintenance of the Octopus Payment System, including audit;
(f)	designing new or improving existing services provided by us, our subsidiaries and our affiliates (that is, any other entity which directly or indirectly controls us, is controlled by us, or is under common control with us) for customers' use;
(g)	marketing of goods and/or services by us, our subsidiaries, our affiliates or any of our selected business partners. We, our subsidiaries, our affiliates or any of our selected business partners may need to carry out matching procedure (as defined in the Ordinance) to enable us to better understand characteristics of the AAVS Account Holder and/or the Octopus Holder, and to provide other services better tailored to their needs (such as offering special birthday promotions to them), to assist us in selecting goods and services that are likely to be of interest to the AAVS Account Holder and/or the Octopus Holder and to establish whether they already have a relationship with our selected business partners;
(h)	communication by us to the AAVS Account Holder and/or the Octopus Holder;
(i)	investigation of complaints, suspected suspicious transactions and research for service improvement;
(j)	prevention or detection of crime;
(k)	disclosure as required by law;
(l)	as a source of information and data for transport and other services in general; and
(m)	other related purposes.

36.

Data held by us relating to the AAVS Account Holder/Octopus Holder is kept confidential by us, but each of the AAVS Account Holder and Octopus Holder agrees that for the purposes set out in Clause 35 above, we may transfer or disclose such information to the following parties (whether within or outside the Hong Kong Special Administrative Region ("Hong Kong")):

(a)	any relevant Service Providers under a duty of confidentiality to us;
(b)	any agent, contractor or third party service provider (under a duty of confidentiality to us) who provides administrative, telecommunications, computer, payment, data processing or other services in connection with the operation of our business (such as debt collection agencies or credit reference agencies);
(c)	any other person under a duty of confidentiality to us including our subsidiaries, affiliates or business partners; and
(d)	any person to whom we, our subsidiaries, affiliates or business partners in (c) above, is under a binding obligation to make disclosure under the requirements of any law, rule and regulation, including those of countries outside of Hong Kong for data transferred to those countries, but such disclosure will only be made under proper authority.

37.

Each of the AAVS Account Holder and the Octopus Holder has the right to:

(a)	check whether we hold data about the AAVS Account Holder/Octopus Holder and to have access to that data;
(b)	require us to correct any data relating to the AAVS Account Holder/Octopus Holder which is inaccurate;
(c)	ascertain our policies and practices in relation to personal data and to be informed of the kind of personal data held by us; and
(d)	request us not to use the personal data of the AAVS Account Holder/Octopus Holder for direct marketing purposes, which we will cease to do at no cost to the AAVS Account Holder/Octopus Holder.

38.

We reserve the right to charge the AAVS Account Holder/Octopus Holder a reasonable fee for processing any request for access to his/her personal data.

39.

Any request for access to data or correction of data or for information regarding our policies and practices and kinds of data held by us should be made in writing addressed to:

	The Data Protection Officer, Octopus Cards Limited, PO Box 38170, Hing Fat Street Post Office, Hong Kong.
	If you do not want to receive marketing materials from us in the future, you may write to us at the above address or call Octopus Customer Hotline on 2266 2222.

40.

Nothing in this Notice shall limit the rights of the AAVS Account Holder/Octopus Holder under the Ordinance.

Deductions by Mistake

41.

Each of the AAVS Account Holder and the Octopus Holder must ensure that the AAVS Account Holder shall:

(a)

Each of the AAVS Account Holder and the Octopus Holder must ensure that the AAVS Account Holder shall:

(b)

notify us within 12 months of the day of any debit from the AAVS Account to Our Account if he/she claims that we were not entitled to debit the relevant amount from the AAVS Account.After such period, neither the AAVS Account Holder nor the Octopus Holder shall make any claim that we were not entitled to debit the relevant amount from the AAVS Account unless:

(i)	we failed to exercise reasonable skill and care in respect of any such debit; or
(ii)	any such debit arose from any manifest error on our part.

Termination

42.

This Agreement shall terminate when the Automatic Add Value Service is cancelled in accordance with Clause 12, 21 or 22 above, but such termination shall not affect the rights and obligations of the parties accrued prior to the termination.

Changes to this Agreement

43.

We may amend this Agreement from time to time. We shall notify the AAVS Account Holder and the Octopus Holder by giving them written notice of the change(s) or, as we shall at our absolute discretion determine, by publishing a notice of the change(s) in one Chinese and one English language newspaper, at least 30 days before such amendment is to take effect. We shall provide the AAVS Account Holder and the Octopus Holder with a copy of the latest version of this Agreement upon request. The latest version of this Agreement will also be available on our website. If the Octopus Holder uses the Octopus after any amendment to this Agreement shall have taken effect, that amendment shall be deemed to have been accepted by the AAVS Account Holder and the Octopus Holder.

Governing Law

44.

This Octopus Automatic Add Value Agreement shall be governed by the laws of Hong Kong.