controls, distraints of any character, or any other
causes whatsoever which are beyond the Bank's
control whether arising in Bahrain or in any place in
which the Bank has deposited such funds.
The customer undertakes and agrees to indemnify the Bank
on a full indemnity basis against all present and future
stamp duties, taxes (but excluding taxation on the Bank's
profits), levies, losses (direct or consequential), costs,
charges, expenses (including legal fees on a full indemnity
basis) and other liabilities incurred by the Bank as a result of
or in connection with the execution, delivery, registration,
performance or enforcement of the Terms or losses and/or
damages which the Bank may incur in giving effect to the
customer's instructions, including but not limited to losses,
damages, costs, expenses and/or charges
arising from:-
a) the operation of the customer's account(s) or the
provision of services hereunder;
b) any breach of trust or other fiduciary obligation
binding on the customer;
c) acting on instructions or orders purportedly given
by the customer or of person or persons who purports
to have been authorised by the customer;
d) acting or not acting on the basis of any
information or instructions given by the customer
where, in either case, the Bank believes in good faith
the information or instructions to be given in breach of
any duty imposed on the customer or in excess of
powers vested in the customer; and
e) exercising the Bank's rights of setoff,
combination, consolidation, lien or any other right.
These indemnities constitute a separate and independent
obligation from the other obligations contained in the
Terms, shall give rise to a separate and independent cause
of action, shall apply irrespective of any indulgence granted
by the Bank and shall continue in full force and effect despite
any judgment, order, claim or proof for a liquidated amount
in respect of any sum due under the Terms, any judgment
or order. No proof or evidence of any actual loss may be
required.
The invalidity, illegality and enforceability of any of the
provisions of the Terms shall not prejudice or affect in any
way the validity, legality or enforceability of the remaining
provisions of the Terms. Any provision of the Terms that is
invalid, illegal or unenforceable in any jurisdiction shall, as
to such jurisdiction only, be ineffective to the extent of such
invalidity, illegality or unenforceability, without rendering
invalid, illegal or unenforceable the remaining provisions of
the Terms in such or any other jurisdiction
If any provision in the Terms shall conflict or become
inconsistent with any applicable laws or regulations for the
time being in force or the rules of any relevant authority or
body having jurisdiction over the subject matter of the
Terms or its application, then for such purposes (but not
further or otherwise) the Terms shall be construed as if such
provision shall have been modified in such manner as the
Bank may in its discretion deem necessary for the purpose
of giving the fullest possible legal effect to the Terms.
No failure or delay on the part of the Bank in exercising any
right, power or privilege under the Terms shall operate as a
waiver thereof or of any other right, power or privilege of
the Bank, nor shall any single or partial exercise of any right,
power or privilege of the Bank preclude any other or further
exercise hereof or the exercise of any other right, power or
privilege of the Bank.
In the event of war, revolution, insurrection, military
disturbances, riot, civil commotion or other similar action,
strike, lockout, stoppage or restraint of labour, seizure or
confiscation of currency or other assets or other
governmental action, any imposition of currency exchange
control by any government, any act of God, any event
outside the control of the Bank, or any implementation of
any laws, by-laws, restrictions, regulations, orders or
directives imposed by any authority, regulatory body or
government, whether or not having the force of law, which
in the Bank’s opinion hinders or prevents the performance
by the Bank of its obligations under the Agreement (whether
of delivery or payment or otherwise) or any Contract (an
"event of force majeure"), then the Bank may elect either (I)
to postpone its performance until the event of force majeure
no longer has such effect or (ii) terminate the Terms by
giving 30 days' notice to the customer.
The customer may not assign any of its rights or transfer
any of its obligations hereunder. The Bank shall be entitled
to assign all or part of its rights and/or transfer all or part of
its obligations hereunder to such party as it may deem fit
without further reference to the customer.
Unless otherwise agreed, any notice or other
communication (other than statements of account and
balance confirmation certificates) to the customer may be
delivered to the customer personally or sent by post, telex
or fax at the address, telex or fax number given in the
relevant account opening form of the Bank signed by the
customer or as last notified in writing to the Bank and shall
be deemed to have been received by the customer two (2)
days after dispatch if sent by post to an address in Bahrain,
or seven (7) days after dispatch if sent by post to an address
outside Bahrain, or immediately upon completion of
transmission if sent by fax or telex and immediately upon
delivery if delivered personally.
The customer shall notify the Bank immediately of any
change of address or other information previously provided
to the Bank by the customer and deliver to the Bank the
relevant documents detailing such changes.
Any writ, summons or other process may be served on the
customer by mailing the same to the customer in
accordance with the above and shall be deemed to be good
service on the customer. The foregoing shall not however
preclude the Bank from effecting service of process in any
other manner permitted by law.
The Bank reserves to itself the right to alter, delete or add to
any of the Terms at any time in its discretion and such
alterations, deletions or additions shall be deemed to be
effective and binding on the customer 30 days after the
Bank's notice thereof to the customer.