We are Sovereign Health Care, with company number 00085588 and registered office at 2nd Floor, West Wing, The Waterfront, Salts Mill Road, Shipley, Bradford BD17 7EZ (we, us, Sovereign and our). Sovereign Health and Insurance Services Limited is a wholly owned subsidiary of Sovereign Health Care, registered in England and Wales under company number 07401863.
Our corporate customer has contracted with us for an employer paid health care cash plan scheme on our Terms of Business (TOB). They must nominate Authorised Users to access the Invoice Portal and download invoices and access Member Lists (defined below).
In these terms
As an Authorised User you acknowledge and agree that you have read, understood and agree to these terms. Please read these terms carefully before acting as an Authorised User.
You must complete the Authorised User Nomination Form in full, in the specified timeframe, and use the Invoice Portal in accordance with these terms and all applicable laws.
We will invoice our corporate customer monthly in arrears in accordance with our TOB and email you each month to inform you that an invoice has been issued.
Only an Authorised User will be able to log into the Invoice Portal to download invoices.
It is the Authorised User’s responsibility to download invoices from the Invoice Portal; share the invoice with the relevant corporate customer; and ensure that each invoice is paid in accordance with its applicable terms, and if no payment terms are stated, to pay the invoice immediately.
A separate list setting out the members who are covered under the employer paid health care cash plan scheme (Member List) is also available on the Invoice Portal. The Member List includes personal data including, where available, member names, dates of birth, policy numbers, monthly premiums, employee reference numbers and company code.
Only an Authorised User will be able to log into the Invoice Portal to view and/or download the Member List(s).
The Member List is an important part of the invoice process and allows you to check that all relevant members are covered by the health care cash plan as this may affect your monthly charges. Please let us know immediately if the Member List is inaccurate.
You may print off copies, download extracts or pages of invoices and Member List(s) from the Invoice Portal.
The invoices should be drawn to the attention of the relevant people within the corporate customer’s organisation so that they can comply with their obligations to pay us for the health care cash plan scheme.
You must not modify in any way the paper or digital copies of any materials, Member List(s) and invoices that you have printed or downloaded. If you do, we reserve the right to cease your access to the Invoice Portal immediately and you must, at our option, destroy or return any copies of the materials you have made.
You must always maintain the security of your log in details and passwords and agree to inform us and the relevant corporate customer immediately if your password has, or is likely to, become known to an unauthorised person, or is being or may be used in an unauthorised way.
You also agree to satisfy our security checks if a password is lost or forgotten and change any or all passwords or other systems administration information used in connection with the Invoice Portal if we request you to do so.
You must not, or allow anyone to, attempt to circumvent any password or user authentication methods.
You can only use the Invoice Portal for the download of invoices and Member List(s) in relation to the health care cash plan scheme chosen by our corporate customer who has nominated you as one of its Authorised Users (Permitted Purpose).
You agree not to use the Invoice Portal nor permit it to be used:
We shall use reasonable efforts to make the Invoice Portal available to you.
If the Invoice Portal cannot be provided by us for reasons caused in whole or part by (a) you, (b) anyone other than us, (c) an event or sequence of events beyond our reasonable control (a Force Majeure Event), or (d) a restriction or prevention by applicable Law, a court order or similar action, then:
If we are affected by a Force Majeure Event we will:
We grant you a non-exclusive, non-transferrable, non-assignable, non-sub-licensable, revocable, limited and personal right to use the Invoice Portal for the Permitted Purpose.
You acknowledge that the provision of the Invoice Portal does not include any services, systems or equipment required to access the internet. You are solely responsible for securing access to the internet and for all costs and expenses in connection with internet access, communications and data transmission charges incurred by you in connection with use of the Invoice Portal.
In these terms, “Maintenance” means any work on the Invoice Portal, including to maintain, repair or improve the performance of our network or Invoice Portal.
In respect of the Invoice Portal, we:
You acknowledge and agree that:
In these terms, “Intellectual Property Rights” means any trademark, service mark, trade and business name, patent, copyright (including software), database right, design right, community design right, registered design, right in Confidential Information, internet domain name, moral right and know-how, or any similar right in any part of the world and any applications for registering any of these rights that can be registered in any part of the world are also included. All Intellectual Property Rights in and to the Invoice Portal belong to and shall remain vested in us or our licensors (the Sovereign IPR).
You may not (or allow other people) to at any time use the Sovereign IPR for any purpose other than the Permitted Purpose; or to license, sell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise commercially exploit, or otherwise make all or any part of the Sovereign IPR available for the benefit of third parties.
In these terms, “Data Protection Laws” mean, as binding on either of us or the Invoice Portal, (a) the General Data Protection Regulation (EU) 2016/679, as it forms part of domestic law in the United Kingdom by virtue of section 3 of the European Union (Withdrawal) Act 2018 (including as further amended or modified by the laws of the United Kingdom or of a part of the United Kingdom from time to time); (b) the Data Protection Act 2018; (c) any laws which implement any such laws; and (d) any laws that replace, extend, re-enact, consolidate or amend any of the foregoing.
As a data controller (as defined in the Data Protection Laws) of any Personal Data (as defined in the Data Protection Laws) under these terms, the corporate customer warrants and undertakes that (a) it has obtained any and all appropriate consents as required under Data Protection Laws for us to provide the Invoice Portal (including the storage of Personal Data on your behalf) including but not limited to issuing appropriate privacy notices to all data subjects concerned; and (b) the Authorised User(s) have the authority to view the Personal Data within the Invoice Portal.
Where the Invoice Portal contains links to other sites and resources provided by third parties (including but not limited to links to organisations that offer services through the Invoice Portal), these links are provided for your information only. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any services offered by such third parties and any loss or damage that may arise from your use of such sites or services. Your use of such sites and resources will be subject to the third parties’ own privacy terms.
In these terms, “Confidential Information” means any information that is confidential in nature concerning one of us including, details of either of our technical or financial information, features, functionality and performance of the Invoice Portal, businesses, affairs, customers, suppliers, plans, Intellectual Property Rights or strategies, no matter how it is recorded, stored or disclosed. You agree to keep all Confidential Information that we supply to you confidential and not disclose it to any third party (or allow anyone else to do so) except as strictly necessary to perform your obligations under these terms.
You may also be bound by the corporate customer’s confidentiality policies, especially in relation to any personal data included within the invoices or Member Lists and you should ensure that you comply with those policies too.
We may restrict or suspend any access to the Invoice Portal if we need to perform Maintenance or we need or reasonably believe we need to in order to protect the integrity or security of the Invoice Portal. If we decide to restrict or suspend the Invoice Portal for any reason, we will let you know as soon as possible.
If the agreement between us and the corporate customer (who has appointed you as an Authorised User) terminates:
In the event that your employment contract with the corporate customer ends, or you cease to act as an Authorised User of the relevant corporate customer (whether temporarily or otherwise) then you and the corporate customer must notify us immediately in writing. Your rights to use and access the Invoice Portal shall immediately terminate in such circumstances, whether or not you have notified us of the change, and you must not access or attempt to access the Invoice Portal. You will need to be re-nominated as an Authorised User of the corporate customer in order to continue to use and access the Invoice Portal after such event.
The Invoice Portal is provided by us on an “as is” and “as available” basis and without warranty or other obligation.
No claim under these terms may be brought against us more than 12 months after you discovered the basis for the claim.
Whilst we will use reasonable endeavours to ensure that the Invoice Portal is provided with reasonable care and skill, we provide no representations or warranties to you and have no obligation to ensure that the Invoice Portal and any downloads from the Invoice Portal:
The material displayed on the Invoice Portal is provided without any guarantees, conditions or warranties as to its accuracy. To the extent permitted by law, we hereby expressly exclude:
whether caused by tort (including negligence), breach of contract or otherwise, even if foreseeable.
These terms are the entire agreement between us and you (the Authorised User) in relation to the use of the Invoice Portal. The TOB are the terms between us and the corporate customer in relation to the health care cash plan scheme and payment of the invoices accessed via this Invoice Portal.
If any court of competent jurisdiction finds that any part of these terms is illegal, invalid or unenforceable, that part will be considered removed, but the rest of the terms will remain in force.
You can’t assign, transfer or sublicense the terms unless you have our prior written consent. We may subcontract or delegate our obligations to you under these terms to any third party and we may transfer our rights under these terms.
By agreeing to our terms, each of us acknowledges that we have not relied on any representation, warranty, collateral contract or other assurance (made negligently or innocently) except for the ones in these terms.
A person who is not a party to these terms will not have any right under the Contracts (Rights of Third Parties) Act 1999 to enforce any its terms.
These terms do not create any partnership, exclusive arrangement or joint venture between us, or authorise either of us to enter any commitments for, or on the behalf of, the other.
All notices under these terms will be in writing and will be deemed to have been received 2 days after the date it was posted, or at the beginning of the next business day if sent by email, so long as confirmation of sending receipt is received. Notices sent to you will be sent to the address the organisation provided us with. Notices to us must be sent to FAO: Customer Relations Manager, Sovereign Health Care, 2nd Floor, West Wing, The Waterfront, Salts Mill Road, Shipley, Bradford BD17 7EZ.
The laws of England and Wales will govern these terms and any disputes or claims arising out of or in connection with it, and the courts of England and Wales will have exclusive jurisdiction over any disputes or claims connected to these terms.