Terms and Conditions

1. Payment Processing Services

 

The Account Holder may deliver Australian Banking Association (ABA) payment files to CDF via Secure File Transfer Protocol (SFTP) for payment processing. CDF is authorised to take all actions required to effect the transactions contained within those files through CDF Online. 

 

2. Eligibility 

 

To be eligible to use the Automated Direct Entry Batch (ADEB) Service, the Account Holder must: 

• Hold an active CDF transaction account that is approved by CDF for payment processing services, 
• When processing direct debit transactions, hold a valid Direct Debit User ID 
• Meet the requirements of the Automated Direct Entry Batch Request Form. 

 

3. Customer Warranties and Representations 

 

The Account Holder warrants that each file submitted to CDF: 

• Has been irrevocably and unconditionally approved prior to submission (if bypassing CDF Online) 
• Has been properly approved in the Account Holder ERP or equivalent system (if bypassing CDF Online) 
• Has been properly verified and validated by the Account Holder, 
• Has been subject to appropriate due diligence on all payees and payment instructions, 
• Is complete, accurate and free from errors or defects, 
• Complies with all applicable laws and regulations. 

 

The Account Holder further warrants that: 

• It has not entered into any arrangement that conflicts with this agreement, 
• It is solely responsible for underlying goods and services to which the payments relate, 
• It is solely responsible for all contractual arrangements with its counterparties, 
• It satisfies all eligibility, competency, insurance and other requirements advised by CDF from time to time. 

 

4. Authorisations and Internal Controls 

 

The Account Holder acknowledges and agrees that: 

• CDF is authorised to process all transactions submitted for Straight Through Processing (STP), 
• Files preauthorised within the Account Holder’s Enterprise Resource Planning (ERP), accounting or payroll systems must be preauthorised in line with the existing account authority before the file is submitted for STP, 
• Files submitted to CDF to be processed through Batch Processing (via CDF Online) must be scheduled and authorised in line with standard processes. 

 

The Account Holder further acknowledges and agrees that: 

• It is responsible for obtaining all necessary approvals prior to submitting a file, 
• It is responsible for ensuring CDF Online daily payment limits and user authorisation limits are sufficient to authorise the value of the batch, 
• Individuals initiating and approving payments must be current Authorised Signatories of the CDF account with full CDF Online access 
• It remains responsible for the effectiveness of its internal control environment, including segregation of duties, approval workflows and payment authorisation controls, 
• CDF does not review, test, verify or assess the adequacy of the Account Holder’s internal controls and may rely entirely on files as submitted, 
• The Account Holder remains responsible for any transaction submitted as a result of fraud, error, negligence, misconduct or unauthorised conduct by its employees, contractors, agents or authorised users. 

5. File Submission Requirements 

 

The Account Holder agrees that:

• Files must be submitted securely using SFTP and any encryption requirements specified by CDF, 
• It is responsible for all files submitted and any errors contained within those files, 
• It is responsible for duplicate files or duplicate payments, 
• It must notify CDF immediately upon becoming aware of any file, processing or payment error, 
• Supporting records and evidence of approvals must be retained for a minimum of seven years and made available to CDF upon reasonable request. 

 

6.  Account Funding 

 

The Account Holder must ensure sufficient cleared funds are available within the nominated account to enable all payment obligations to be processed. 

 

CDF may: 

• Refuse, reject or delay processing where sufficient funds are not available, 
• Process files only when sufficient funds become available, 
• Recover any costs arising from rejected or unsuccessful payment processing. 

 

CDF is not liable for losses arising from insufficient funds. 

 

7. Payment Processing and Settlement Timeframes 

 

CDF may rely on and process files as submitted. 

 

Straight Through Processing (STP): Files received before 4:00pm (AEST) on a business day will generally be processed overnight. Files received after 4:00pm (AEST) may be processed on the following business day. 

 

Batch Processing (via CDF Online): Transactions authorised before 4pm (AEST) on a business day will be processed to the nominated account overnight. Files authorised after 4:00pm (AEST) may be processed to the nominated account on the following business day. 

 

Processing timeframes are indicative only and may be affected by operational or system delays and national public holidays. 

 

8. Irrevocability, Amendments and Recalls 

 

Once received by CDF, files are deemed irrevocable and may be processed immediately. 

 

The Account Holder acknowledges that: 

• CDF is under no obligation to amend, suspend, stop or recall a payment file, 
• Requests to amend or recall payments will be considered on a best endeavours basis only, 
• Recovery of funds following processing cannot be guaranteed, 
• Any costs associated with recovery efforts may be charged to the Account Holder. 

 

9. Fraud, AML/CTF and Sanctions 

 

CDF may refuse, delay, suspend or reject any transaction where it reasonably suspects fraudulent activity, financial crime, money laundering, terrorism financing, sanctions breaches or other unlawful conduct. 

 

CDF may: 

• Conduct investigations or additional due diligence, 
• Request additional information, 
• Report suspicious activity to regulators, law enforcement agencies or other authorities where required by law. 

 

CDF will not be liable for losses arising from actions taken in compliance with legal or regulatory obligations. 

 

10. Cybersecurity Obligations 

 

The Account Holder must: 

• Maintain appropriate cybersecurity controls, 
• Protect all credentials, encryption keys and authentication methods, 
• Restrict access to authorised personnel only, 
• Promptly notify CDF of any actual or suspected compromise, cyber incident or unauthorised access. 

 

CDF may suspend processing where a cybersecurity risk is identified. 

 

11. Customer Responsibilities 

 

The Account Holder acknowledges that: 

• CDF is not required to verify payees, account details, transaction amounts, unusual transactions or supporting evidence, 
• CDF is entitled to rely on all information contained within submitted files, 
• The Account Holder remains solely responsible for the accuracy and legitimacy of transactions, 
• CDF is not acting as agent for any underlying commercial arrangements between the Account Holder and its counterparties. 

 

12. Service Availability and Business Continuity 

 

CDF does not warrant uninterrupted availability of payment processing services. 

 

Processing may be delayed, interrupted or unavailable due to system outages, cybersecurity incidents, telecommunications failures, network failures, third-party service provider failures or operational resilience events outside CDF's reasonable control. 

 

CDF will use reasonable endeavours to restore services as soon as practicable. 

 

13. Privacy and Confidentiality 

 

Each party must comply with applicable privacy laws. 

 

To view the CDF privacy statement, visit www.catholicdevelopmentfund.org.au/privacy 

 

14. Third-Party Network Risks 

 

CDF is not responsible for delays, failures, rejections or errors caused by payment networks, New Payments Platform (NPP), Bulk Electronic Clearing System (BECS), payment intermediaries, Other Financial Institutions (OFIs) or other third-party infrastructure providers. 

 

Once payment instructions have been successfully submitted into the banking system, CDF has no control over subsequent processing by those third parties, where relevant. 

 

15. Changes to Authorised Personnel 

 

The Account Holder must promptly notify CDF in writing of any change to Authorised Signatories, Delegated Authorities, Authorised Users or Account Holder contact details. 

 

CDF may continue to rely on existing records until updated information has been provided, received and processed. 

 

16. Information Requests and Audit Rights 

 

The Account Holder must provide any information reasonably requested by CDF to enable CDF to comply with its legal, regulatory and contractual obligations. 

 

CDF may request supporting documents, approvals, audit evidence and transaction records in connection with fraud investigations, regulatory enquiries, dispute resolution or any other reason allowed by law. 

 

17. Fees and Charges 

 

CDF may charge fees for payment processing services, investigations, payment recalls, recovery actions or exceptional administration activities. 

 

Applicable fees may be varied upon reasonable notice. 

 

18. Indemnity 

 

The Account Holder indemnifies CDF against all claims, liabilities, losses, damages, costs and expenses arising from: 

• Any breach of this agreement, 
• Breach of warranties, 
• Errors or omissions within submitted files, 
• Fraud or misconduct by the Account Holder or its personnel, 
• Reliance by CDF on submitted files, 
• Actions taken by CDF in relation to file processing. 

 

19. Limitation of Liability 

 

To the maximum extent permitted by law, CDF's total liability is limited to either: 

• Re-performing the relevant service, or 
• Refunding any fees paid for the relevant payment transaction, at CDF's discretion. 

 

CDF is not liable for any indirect loss, consequential loss, loss of profit, loss of revenue, business interruption, reputational damage or any other direct or indirect losses. 

 

20. Amendment and Termination 

 

Either party may terminate this agreement by giving at least 28 days of notice in writing, however CDF may immediately suspend or terminate this agreement where fraud is suspected, regulatory concerns arise, AML/CTF concerns arise, the Account Holder or representatives breach this agreement or continued provision of services would expose CDF to unacceptable risk. 

 

Termination does not affect accrued rights, liabilities or indemnities. 

 

Amendments to this agreement require a minimum of 28 days notice in writing. Changes to account details require a new agreement to be entered into which replaces any existing agreements. 

 

21. Governing Law 

 

This agreement is governed by the laws of Victoria, Australia. 

 

22. Relationship with CDF Online Terms and Conditions 

 

The Account Holder acknowledges that it has read and understood the CDF Online Terms and Conditions in conjunction with these Terms and Conditions. 

 

Where there is any inconsistency between this agreement, the Terms and Conditions and the CDF Online Terms and Conditions, this agreement will prevail to the extent of the inconsistency.