“General Terms and Conditions” shall mean this document together with:
“Fee Tariff“ shall mean the tariff adopted by Paynetics for the fees collected by Paynetics when setting up and maintaining a Paynetics Account, executing payment transactions and issuing and servicing the Paynetics Business Debit Card. The Fee Tariff may define the transaction limits for Paynetics Account and Card operations.
“Paynetics”, “we”, “us”, “our” shall mean Paynetics AD, seat and registered address: Ground Floor, 76A James Bourchier, Lozenets District, Sofia Municipality, Sofia, entered in the Commercial Register kept by the Registry Agency under UIC: 131574695. Paynetics AD is an electronic money company holding a license for operating as an electronic money company issued by the Board of Directors of the Bulgarian National Bank by Decision 44 of 11 April 2016, and is entered in the register kept by the Bulgarian National Bank, which is accessible on http://www.bnb.bg/RegistersAndServices/RSPIPublicRegisters/index.htm The Bulgarian National Bank supervises the activities of Paynetics AD.
“Paynetics Account” or “Account” shall mean: a payment account for business customers in BGN with a dedicated IBAN, or in GBP or EUR with an account identifier – VIBAN - which is not a real IBAN, but can be used as a Unique identifier for performance of inbound and outbound credit transfers, maintained by Paynetics in the name of the Customer. The payment account shall be used for loading the associated Business Debit Card/cards via inbound SEPA transfers in EUR, BISERA transfers in BGN, or Faster payments in GBP. Customers may also execute credit transfers in EUR, GBP or BGN from such account. Customers are informed of their dedicated IBANs, or account identifiers, as applicable, and have received instructions of how to make inbound transfers to loading their accounts, as well as outbound transfers through the Payhawk portal on the Website.
“Paynetics Business Debit Card” or “Card” shall mean a Debit Card for business customers of Paynetics AD: a type of payment instrument which is repeatedly used for identification of the Cardholder and for remote access to the Customer’s Paynetics Account. The card has the VISA logo, it is linked to the Paynetics account of the Customer and using it, under these General Terms and Conditions, a payment order is submitted. The Card may be physical or virtual.
“VISA” shall mean Visa Europe Limited or its successors.
“Card Organisation” shall mean VISA Europe (‘VISA’) or any other association or organisation maintaining a card payment system applicable under these General Terms and Conditions, including any affiliate, subsidiary or successor company of any of them, of which Paynetics is a member and is entitled to issue cards and accept payments, including using Cards accepted by such Card Organisation.
“PIN” shall mean a personal identification number: a four-digit combination issued to a Cardholder for each Card. PIN is a strictly personalised code for access to funds available on the Card, which is entered using the ATM or POS terminal keyboard. Entering a PIN from the ATM or POS keyboard serves to prove the identity of the Cardholder.
“CVC2” shall mean a three-digit code or password for Secure Internet Payments issued for each card. CVC2 is a strictly personalised code for access to funds available on the Card, which is entered using a virtual POS terminal. Each CVC2 entry using a virtual POS terminal serves to prove the identity of the Cardholder.
“Blocking the Card” shall mean a temporary discontinuation of the Card service by Paynetics resulting in an objective impossibility to use the Card. Paynetics shall keep a record of blocked cards.
“Deactivating the Card” shall mean the final discontinuation of the Card service by Paynetics.
“Automated Teller Machine (ATM)” shall mean a device allowing cash withdrawal, payment of services, transfer of funds between payment accounts, receipt of statements and execution of other payment and non-payment transactions.
“POS (Point of Sale, Point of Service) Terminal” shall mean a device where the Card is used to pay for the purchase of goods or services, or to receive cash.
“Virtual POS Terminal” shall mean a logically defined POS terminal device by which transfers to payment accounts, payment of goods and services, reference and other payment and non-payment transactions are implemented via the Internet, ATMs or digital phones by using a payment or prepaid card online.
“Prohibited Transaction” shall mean any of the following types of transactions or activities:
“Website” shall mean https://payhawk.com, maintained by the Agent.
“Agent” shall mean Payhawk EOOD, UIC: 205220011, with registered address: 31 Aleksandar Malinov Blvd., 1729 Sofia, Bulgaria, represented by Mr. Hristo Borisov.
“Agent mobile app” shall mean the Agent mobile application titled “Payhawk”, operating with Android and iOS which can be downloaded for free from Google Play and/or AppStore. When installed on the Cardholder device, it can be used for the following: receipt of the PIN for the Cards (which is generated via the app), card blocking and access to different Card information, such as available balance, Card number, spend history, etc. The Agent mobile application shall be accessed after entering a PIN or submitting a fingerprint, or through face recognition.
“Credit transfer” shall mean a national or cross-border payment service for crediting a payee’s payment account with a payment transaction or a series of payment transactions from a payer’s payment account by the payment service provider which holds the payer’s payment account, based on an instruction given by the payer.
"Unique identifier" shall mean a combination of letters, numbers or symbols specified to the payment service user by the payment service provider and to be provided by the payment service user to identify unambiguously another payment service user and/or the payment account of that other payment service user for a payment transaction.
“Payment order” shall mean any instruction by a Payer to Paynetics requesting the execution of a payment transaction.
“Business day” shall mean a day on which Paynetics or the payment service provider of the payee involved in the execution of a payment transaction is open for business as required for the execution of a payment transaction.
“Working time” shall mean the interval of time during the business day after which every payment order shall be accepted as received on the following business day.
“Account statement” shall mean a document on electronic medium issued by Paynetics to the Account Holder. The Account statement displays all payment transactions executed from/to the Account during a specified period and also states the initial and final balance on the Account for the specified period.
“Payer” shall mean the holder of an Account who orders a payment order from that Account.
“Payee” shall mean a natural or legal person who is the intended final recipient of funds which have been the subject of a payment transaction.
“Reference exchange rate” shall mean the exchange rate which is used as the basis to calculate any currency exchange, including buy and/or sell of foreign currency from/to Paynetics’s account, and which is made available at the internet website of Paynetics.
“Value date” shall mean the date on which the payment service provider is obliged to debit or credit the payment account.
“SMS” shall mean the system that enables mobile phone users to send and receive text messages via mobile phones.
“LMAML” shall mean the Law on the Measures Against Money Laundering.
“Third Party” shall mean any natural or legal person who is neither Paynetics, nor the Customer.
3.1. Paynetics shall enter into agreements with and shall open and administer Paynetics Accounts in BGN, GBP and/or EUR to legal entities involved in business operations on a legal basis.
3.2. Paynetics shall open a Paynetics Account following the submission through the Website of the following documents and information about the Account Holder:
a) Official identification document and proof of address of the persons representing the company or of the person/persons authorized to dispose with the balances on the Account on the Account Holder’s behalf;
b) Power of attorney, if applicable, by which the person (persons) who manage and represent the Account Holder, authorize another person/persons to dispose with the balances on the Account on the Account Holder’s behalf. The power of attorney shall contain an explicit text authorising the individual(s) to dispose of the funds in the Account in the name and for the account of the Account Holder. The signature of the authorizer/authorizers shall be notarially attested (notarially attested power of attorney);
c) Constituent act/company contract/by-laws of the Account Holder, by which the management bodies and their authorities for disposal of its property are determined;
d) The act by which the persons who have the right to dispose with the balances on the Account are authorized, if the company is not subject to registration in a public register; when a copy of the act is enclosed it shall be attested by the signatures of the persons who represent the Account Holder;
e) A document certifying the commercial registration of the Account Holder:
4.1. Paynetics Business Debit Card shall be issued to the Paynetics Account of the Customer under a request of the Customer that specifies the type and number of the Cards to be issued and the Cardholders who will be issued Cards (Request of the Customer).
4.2. The Cardholder is an individual who represents the Customer or is its signatory, or an employee of the Customer who is expressly listed in the Request of the Customer and approved by Paynetics. The Cardholders (the persons who will be issued Cards under the Request of the Customer) shall be personalised in the Request of the Customer and the Customer shall ensure the Cardholders’ compliance with the Agreement.
4.3. The Customer is fully liable for all transactions initiated by the Cardholders.
4.4. The Cardholders may use the Card only personally and may not provide it for use to anyone else. If a Cardholder provides access and/or opportunity to use the Card to a third party, the Customer shall be fully liable for all transactions initiated by such third parties.
4.5. Paynetics shall issue the Card within 10 working days from the date of receipt of the Request of the Customer and, if the Card is not virtual, shall deliver it to the Cardholder. The Card may be delivered by a courier service.
4.6. The Card, if not virtual, shall only be personally delivered to the Cardholder. Upon receipt of the Card, the Cardholder shall be required to produce their identity card for identification purposes. The Cardholder shall be required to put their signature on the signature spot on the reverse side of the Card immediately after receiving it.
4.7. Paynetics shall provide the Cardholder with a PIN generated via the Agent mobile аpp. The Cardholder may change their PIN via ATM (for physical Cards). The Cardholder should always keep their PIN, should not record it anywhere or use it if someone else can see the PIN. For security purpose it is recommended the Cardholder to change their PIN. If the Cardholder suspects that someone else knows the user identifiers, passwords, or PIN, they should immediately inform Paynetics and change them.
4.8. The Customer may request Paynetics to issue a new card in the following cases:
a) In case of destruction or damage to the Card;
b) In case of loss, theft or other deprivation of the Card;
c) In case of a forgotten PIN;
d) Upon expiration of the validity period.
Upon the expiration of the Card, only the cards used within the past two months before the expiration date will automatically be renewed. The Customer shall pay a fee for the Card renewal in accordance with the Fee Tariff effective as of the date of renewal.
4.9. In the cases under Clause 4.8 a), c) and d) above, the Customer shall be required to return the old card which shall be destroyed in the presence of an employee of the Customer. In case of failure to return the Card, the Customer shall pay a fee according to the Fee Tariff. The Customer shall not pay a fee for failure to return the card if, in accordance with these General Terms and Conditions, they have requested blocking of the Card due to loss/theft.
4.10. When the Cardholder receives their Card, it shall be inactive. The Cardholder should activate the Card prior to using it. Otherwise, any transactions attempted by the Cardholder shall be rejected. The Card shall be activated online by following the instructions for activation available on the Website.
4.11 Following Card activation, the Card can be used for transactions with the cash available in the Customer`s Paynetics Account and subject to limits set by Paynetics.
5.1. The features and use of the Paynetics Account are described in detail in Annex 1 „Paynetics Account use” to these General Terms and Conditions.
5.2. The features and use of the Paynetics Business Debit Card are described in detail in Annex 2 „Paynetics Business Debit Card use” to these General Terms and Conditions.
5.3. By accepting these General Terms and Conditions, the Customer agrees:
a) That Paynetics is not a bank and that the Paynetics Account is not a bank account;
b) That no interest shall be accrued on the Paynetics Account balance;
c) That the funds available in the Paynetics Account are not a deposit and the Customer may not claim any interest;
d) That Paynetics shall deduct the value of all transactions performed with the Card/Cards, including all applicable fees, from the Paynetics Account balance;
e) With the authentication methods used to verify the identity of the Customer and Cardholders;
f) With the scope of services provided by Paynetics at any time, and the possibility to exclude their use in case of newly introduced technical characteristics of the services, regulatory changes or for safety reasons, or for other reasons. Paynetics shall promptly notify the Customer in writing or by email about any such changes;
g) That the Customer shall be fully responsible for all goods or services purchased with the Card. Any dispute with a merchant about a product or service purchased with the Card shall be considered a dispute between the Customer and the merchant. Paynetics shall assume no responsibility and shall not provide any warranties regarding such goods or services purchased with the Card, and shall not be responsible for their quantity or quality. All such disputes should be addressed directly to the Merchant providing the respective goods or services;
h) That Paynetics reserves the right to refuse to authorise a payment transaction if it does not meet the requirements of these General Terms and Conditions or violates the provisions of a regulatory act or the regulations of a Card Organisation. In such case, Paynetics shall promptly inform the Customer about the reasons for that refusal, unless this is prohibited by a regulatory act;
i) That Paynetics shall not be liable if a merchant refuses to accept a Card or if Paynetics has not authorised a certain payment transaction in compliance with these General Terms and Conditions;
j) That the Card is property of Paynetics as a card issuer and cannot be transferred and/or made available to any person other than the Cardholder.
VI. REFUSAL TO EXECUTE PAYMENT TRANSACTIONS
6.1. Paynetics will refuse to execute the payment order/payment transaction if it does not meet the requirements of these General Terms and Conditions, including, but not limited to any of the following circumstances:
a) If there are no sufficient funds in the Paynetics Account or if the transaction violates the set limits. No partial transfers shall be allowed;
b) By law or by order of a regulatory body in accordance with a statutory instrument and/or these General Terms and Conditions;
c) Due to the performance of Paynetics’ obligations under the applicable anti-money laundering laws, including if Paynetics suspects that the transaction is involved in frauds, illegal or unacceptable activities, constitutes an unauthorised transaction or a violation of these General Terms and Conditions;
d) The Cardholder/Account Holder has not given an exact order to implement the transaction or has given an incomplete order;
e) For a reason related to compliance with rules and regulations of VISA®;
f) Due to a technical impossibility to carry out the transaction;
j) Paynetics has a good reason to suspect that the transaction is unauthorized or involved in fraud or illegal activity;
h) Paynetics has a good reason to believe that there has been a violation of these General Terms and Conditions.
6.2. Where Paynetics refuses to execute a payment transaction, it shall inform the Account Holder or place at its disposal in electronic form a notification of the refusal and, where possible, the reasons for it and the procedure for correcting the factual errors that have resulted in the refusal and any prohibitions for providing such information in accordance with another law or instrument of the European Community shall be complied with. Paynetics may charge a fee for sending such notice, provided that the refusal for execution of the payment order is caused by the Account Holder.
6.3. A payment order, the execution of which has been refused, shall be considered not received.
6.4. Merchants may not authorize a payment unless they have obtained permission from Paynetics.
7.1. The Customer shall be charged for the maintenance of the Paynetics Account and for the payment services under these General Terms and Conditions, by applying the Fee Tariff effective on the date of collecting the fee or the date of effecting the transaction, respectively. The fees due by the Customer shall be collected ex officio from the Paynetics account. The Tariff is an integral part of these General Terms and Conditions.
7.2. By accepting these General Terms and Conditions, the Customer enables Paynetics to debit the Paynetics Account for all applicable fees in relation to the payment services hereunder. Paynetics is entitled to debit officially the Paynetics Account to pay additional costs of the foreign banks that have occurred in connection with the execution of the instructions of the Account Holder, respectively its attorney. All fees shall be determined in the currency of the Paynetics Account.
7.3. Paynetics reserves the right to change the fees due on a current basis in accordance with these General Terms and Conditions, and based on such changes, the procedure for changing the General Terms and Conditions mentioned herein shall be applied. Changes in the reference exchange rate shall apply immediately without prior notice.
7.4. If the ordered payment transaction is in a currency other than the currency denominated for the Paynetics account, then the amount deducted from the balance shall be the amount of the transaction converted into the currency denominated for the Paynetics account, using the exchange rates applied by VISA® for cards and exchange rates applied by the respective Paynetics` banking provider; these exchange rates shall have the meaning of a reference exchange rate in compliance with the Law on Payment Services and Payment Systems (LPSPS), and the changes shall be applied immediately to the relations under the Agreement. The exchange rate shall be determined on the date of the final settlement of the transaction. A fee for foreign currency transactions as described in the Fee Tariff shall also be applied.
8.1. The Agreement shall be executed in English and the communication between the parties thereto shall also be carried out in English, unless otherwise provided therein.
8.2. Representatives of the Customer or persons authorised by them may receive information about the payment transactions, including these made with the Card, electronically. For payment orders, notifications, data and information concerning execution of payment operations the following means of communications shall be used: via the Payhawk portal on the Website.
8.3. If any changes are made to the initial contact details provided by the Customer upon signing the Agreement, the Customer should inform Paynetics about it in writing within 7 days. Otherwise, all notifications, invitations or other notices sent to the last Customer’s electronic address known to Paynetics shall be deemed to have been delivered.
8.4. The Customer Relations Centre shall be open from 9 a.m. to 6 p.m., EET, from Monday to Friday. The contact details can be found on the Website. The contact details in case of lost or stolen or non-functioning cards shall be available on the Website. For monitoring purposes, we may record any conversation with the Customer Relations Centre.
8.5. Paynetics shall provide access to the required information about the Paynetics Account and Card transactions by means of electronic statements about payment transactions and history of transactions on the Website. Statements shall not be provided on paper. Information about the Paynetics Account and the Card shall be updated, if there was any activity with the Account/Card, including information on all collected fees. From the moment of receiving the statement from the Website the Customer shall be considered to be informed about the relevant transaction, whether they have actually downloaded the said statement or not. The Customer shall be charged for obtaining additional information or for obtaining it in a manner different from the manner described herein.
9.1. The Customer shall use the Paynetics Account in accordance with these General Terms and Conditions. The Customer shall have important obligations to do everything it reasonably can to keep the Paynetics Account and Card safe and to notify Paynetics of any loss, theft, misappropriation or unauthorised use of the Card or Account immediately after becoming aware of it as further described below.
9.2. The Cardholder must keep the Card with diligence by taking all necessary measures against its loss, destruction, damage, or disclosing data recorded on the Card or its personalised security features by third parties.
9.3. Without prejudice to Clause 9.1 and Clause 9.2 above, in order to ensure the safety of the Account and the Card, the Customer/Cardholder must provide at least the following:
a) Not to disclose to and/or allow any third party to use in any manner whatsoever the user identifiers, passwords or PINs of the Account and the Card;
b) To ensure the safety of their personal devices (mobile phones, computers, tablets) and to protect their personal devices from unauthorised access;
c) To regularly change their passwords to access the Paynetics Account and the Card;
d) To use up-to-date virus, malware, and spyware software and a firewall to reduce the risk of security breaches.
9.4. Pursuant to Article 75 of the LPSPS, the Customer and the Cardholder shall have the following obligations:
a) To use the Account and the Card in accordance with the terms and conditions for their issuance and use;
b) To notify Paynetics of any loss, theft, misappropriation or unauthorised use of the Account or/and the Card immediately after becoming aware thereof;
c) Upon opening of the Account, respectively upon receipt of the Card, to make all reasonable efforts to preserve its personalised security features, including not to record any information about those security features on the Card and not to keep such information together with the Card.
9.5. If the Card has been held by an ATM, the Cardholder must immediately notify Paynetics. If Paynetics is not able to give back the card to its Cardholder, Paynetics shall issue a new card to the same account.
9.6. In the event of loss, misappropriation, destruction, damage, counterfeit or other unauthorised use of the Account or/and the Card, the Customer/Cardholder must immediately notify Paynetics by providing their personal details or the Account/Card number, if possible. Notification can be made via the Customer Relations Centre or by sending a message on the Website via the contact form. Notification can be also made by phone, at the phone number listed on the Website. Paynetics makes all reasonable efforts to stop using the Account/Card by blocking the Account/Card transactions after receiving a notification by the Customer/Cardholder.
9.7. Paynetics may, at any time at its sole discretion, block or deactivate the Account or/and the Card for reasons related to the following:
a) In the cases under Clause 9.6 of this Article;
b) If there are reasons to doubt the security of the Account or/and the Card;
c) If Paynetics becomes aware or suspects that the Account or/and the Card or/and security details is being used in an unauthorised, unlawful or deceptive manner;
d) For reasons related to the law enforcement of any applicable jurisdiction or the instructions provided by a Card Organisation;
e) If the Agreement is terminated;
f) At the request of the Customer: the request can be sent in writing to the following address: 76A James Boucher Blvd., Ground Floor, 1407 Sofia;
g) If Paynetics discovers or suspects non-compliance with these General Terms and Conditions;
h) In case of placing a lien or a distraint, imposed by a competent authority on the Customer’s Paynetics Account;
i) In the event of established or possible abuse and/or access to the Account or/and the Card or/and security details by an unauthorised third party – on the order of a competent government authority or at Paynetics’ discretion.
9.8. In the cases under Clause 9.7. of this Article, if possible, before blocking/deactivation or immediately afterwards at the latest, Paynetics shall notify the Customer about the blocking/deactivation of the Account/Card and the reasons for it, unless providing such information is forbidden for security reasons or to comply with regulatory requirements preventing such reasons from being disclosed to the Customer.
9.9. The Account/Card shall be unblocked as soon as possible after the reasons for blocking cease to exist upon a decision of Paynetics. If the Account/Card has been blocked due to Customer’s/Cardholder’s fault, the Customer shall pay a fee in accordance with the Fee Tariff.
9.10. When the Account/Card has been blocked following an official order by a competent authority, by virtue of which the free disposal and use of the funds in the Account/Card of the Customer is restricted or an immediate transfer of a specified amount, defined in the order, is required, Paynetics will perform all ordered actions within the specified deadline and will not be liable to the Customer for the consequences of the restriction imposed or the transfer executed.
10.1. In the event that the Customer claims that it has not authorised the execution of a payment transaction or that a payment transaction has been executed incorrectly, the Customer shall be required to notify Paynetics in writing of any unauthorised or improperly executed transaction with the Account or/and the Card without undue delay after becoming aware of the unauthorised or improperly executed transaction but no later than 20 business days from the date of debiting the Customer’s Paynetics Account. Where the moment of becoming aware of the unauthorised or incorrectly executed transaction cannot be established it shall be assumed that the Customer has become aware of it at the latest at the time of receiving the information specified in Section 8 of these General Terms and Conditions. The Customer may not submit objections after the expiry of 20 business days of the date when the Customer’s Paynetics Account was debited. Paynetics shall not be held liable for any unauthorised or improperly executed payment transactions under this Article 10.1., where Paynetics has not received a notice within two months from the date when Customer’s Paynetics Account was debited.
10.2. Upon receipt of notification under Clause 10.1 hereof, Paynetics shall verify the authenticity of the payment transaction, its proper registration and reporting, and whether the transaction has been affected by a technical malfunction or other defect. Since the Customer is not a consumer, the Customer agrees that Articles 78 and 80 of the Law on Payment Services and Payment Systems shall not apply to their relations with Paynetics under the Agreement. In the event that Paynetics establishes an unauthorised transaction and where there are no reasonable grounds for suspecting that the Customer/Cardholder acted fraudulently, Paynetics shall refund to the Customer the value of the unauthorised transaction within the statutory timelines. If necessary, Paynetics shall restore the Customer’s Paynetics Account to the status it would be if the unauthorised transaction was not effected.
10.3. The provision of Clause 10.2 hereof, third sentence, shall not apply and the Customer shall bear all losses, irrespective of their amount, relating to any unauthorised transactions performed to the time of receipt of the notification under Clause 10.1 above from Paynetics.
10.4. The provision of Clause 10.2 hereof, third sentence, shall not apply and the Customer shall bear all losses, irrespective of their amount, relating to unauthorised transactions if the Customer/Cardholder has caused them by fraud or failure to perform one or more of the obligations under these General Terms and Conditions.
10.5. Paynetics shall be held liable for any non-executed or improperly executed transaction unless it proves that the payment service provider of the recipient has failed to receive the amount of the transaction within the deadline. In such cases, Paynetics shall promptly reimburse the amount of the transaction and, if applicable, shall restore the account to the statues in which it would have been before the transaction was effected. Upon Customer’s request, Paynetics shall take due steps to track the transaction and inform the Customer about the outcome.
10.6. The Customer shall pay a fee in accordance with the Fee Tariff in the cases where it appears that their notification under Clause 10.1 hereof is unjustified.
10.7. Paynetics shall not be held liable to the Customer for damages and losses arising from:
a) Any transaction for which the Customer/Cardholder has failed to use the Account and/or the Card in accordance with these General Terms and Conditions;
b) Any transaction performed in accordance with the information which the Customer/Cardholder has provided to Paynetics where it is established that the information provided is incorrect or inaccurate;
c) Any unusual or unforeseeable circumstance beyond the control of Paynetics;
d) Refusal of a merchant to accept a Card or payment;
e) Interrupting or hampering the Customer’s business;
f) Compliance with the applicable legal or regulatory requirements or guidelines provided by the Card Organisation;
g) Loss of Customer’s revenue, goodwill, lost benefits or expected savings;
h) Any loss or damage which is not a direct result nor a direct consequence of a breach of the General Terms and Conditions by Paynetics;
i) For any loss or damage caused by a virus, Denial of Service attack dissemination or other technologically harmful material that may infect a computer or other device or equipment, software programs, data or other proprietary material in connection to the Account, the Card and the Agreement.
10.8. Paynetics shall not be held liable in case of unjustified refusal of third parties to accept transactions with the Paynetics Card or, if the payment initiated by the Cardholder cannot be made with the Card due to technical, communication or other reasons beyond the control of Paynetics.
10.9. Paynetics shall not be a party to the relationship between the Customer and merchants, including utility providers, when performing transactions with the Card and shall not be held liable for the quality of goods and/or services provided by the merchant or for possible disputes arising between the merchant and the Customer for this reason.
10.10. Paynetics shall not be held liable if a notification of destruction, loss, theft, forgery or other misappropriation of a Card made by the Cardholder is untrue and Paynetics has taken the necessary steps to protect the Customer by refusing to approve transactions with such Card.
10.11. The Customer shall be responsible for all obligations arising out of the Account and/or the Card use and shall be liable to Paynetics for all damages caused by the Account/Card improper and/or non-compliant use under these General Terms and Conditions.
10.12. In the event of non-performance of the Customer’s obligations to Paynetics in connection with the Account and/or the Card use, the Customer may not make objections based on its relations with third parties and/or Cardholders.
10.13. Paynetics shall not control the object and the conformity with the law of the transactions made by the Account Holder or Cardholder, except when otherwise envisaged by legislative act. Paynetics shall not bear responsibility for common bank intermediation in the Customer/Cardholder’s transactions made in contradiction with legislative acts.
10.14. Unless otherwise provided for by applicable law, Paynetics shall not be liable for the deadlines or rules established by the Account Holder or Cardholder or a Third Party or for damage or loss caused by the Account Holder or Cardholder or a Third Party.
The Customer warrants and represents that they are aware of the following:
a) Paynetics cannot fully guarantee the smooth operation of the information system used by Paynetics and/or Third Parties for execution of orders or transactions, as a result of which Paynetics cannot exclude possible delays in sending orders and/or executing transactions and/or temporary suspension of the provision of the payment services by Paynetics, and the Customer warrants and represents that upon sending orders they are aware of such risk and admit such possibility;
b) Paynetics cannot fully exclude the possibility of Third Parties interfering with the sending, executing, conducting, or monitoring transactions or otherwise influencing the transactions against the will of the Customer and/or Paynetics and the Customer agrees that this risk lies with the Customer.
10.16. Unless otherwise provided for by applicable law, the Customer agrees that Paynetics shall not be liable in the events described in Clause 10.15 hereinabove.
11.1. Paynetics shall notify the Customers about any modifications to the Agreement, including the General Terms and Conditions and the Fee Tariff, and the date on which such modifications shall take effect, by means of notices posted on the Website at least 7 days before such modifications shall enter into force. Modifications to exchange rates shall have an immediate effect where they are the result of a modification to the reference rate of the VISA exchange rates for the respective period.
11.2. If the Customer does not approve of the modifications to the documents under Clause 11.1 hereof, the Customer may terminate the Agreement. Paynetics shall assume that the Customer has approved the modifications to the documents under Clause 11.1 hereof if the Customer has not informed Paynetics before the date on which such modifications shall take effect that the Customer does not approve these modifications. If the Customer reject modifications, Paynetics may terminate the agreement with 7 days written notice.
11.3. Paynetics shall not notify the Customer about any modifications associated to extending the scope of the provided services, modifications that are more favourable to the Customer, or reproductive modifications in the regulatory acts.
12.1. The Agreement shall be deemed to have been made and shall become effective the moment it is signed by the Customer and approved by Paynetics. The Agreement shall be valid until the same is terminated in any of the ways provided in these General Terms and Conditions.
12.2. The Agreement shall be made for a validity period coinciding with the validity period of the Card(s), including in the cases of re-issuance of the Card(s).
12.3. Upon expiration of the term referred to in Clause 12.2 above, a new Card(s) shall be issued and the Agreement shall be automatically renewed for a new period of time equal to the validity period of the new Card(s), if it is not terminated by one of the parties in the ways specified in these General Terms and Conditions. The Card(s) shall not be reissued if the Customer makes a written request to terminate the Agreement by the end of the month preceding the month of expiration of the validity period of the Card(s).
12.4. The Agreement shall be terminated by the Customer:
a) Upon expiry of the Card(s) and with a written request for termination of the Agreement according to the Clause 12.3;
b) With one-month written notice for termination of the Agreement;
12.5. The provisions of the Clause 12.4, shall not apply in the following cases:
a) Payment account used to service a loan – termination shall be allowed after the complete and final repayment of the loan;
b) Payment account under which an overdraft limit has been authorised – termination shall be allowed after the full and final repayment of the used limit and termination of the overdraft agreement;
c) Payment account attached by a competent authority – termination shall be allowed after the distraint is lifted.
12.6. The Agreement shall be terminated by Paynetics:
a) In the cases under Clause 11.2 if the Customer has rejected the modifications;
b) With one-month written notice for termination of the Agreement at Paynetics discretion and without having to state a reason;
c) With a notice having immediate effect addressed to the Customer:
in case of breach of the provisions of these General Terms and Conditions by the Customer or a Cardholder; or
in case the following conditions are simultaneously available: for more than 6 /six/ consecutive months the Customer has not made a single payment transaction with the Account/Card and has not paid the monthly maintenance fees and has not had any available balance on their account. This rule also applies in case the Account is under distraint; or
in case of termination of the agreement executed between Paynetics and the Agent; or
in case Paynetics is not in a position to provide, regardless of whether for a limited period of time or indefinitely, the payment services hereunder due to reasons beyond its control, such as, without limitation, due to actions or lack of actions on the part of any Third Party, termination of a third-party processor’s activity related to the issuance and servicing of the Cards, etc.;
if this is a requirement imposed to Paynetics by a regulatory authority or a Card Organisation, or it is required in order to comply with regulations or prohibitions on money laundering or terrorist financing;
d) In other cases provided by law or in the Agreement.
12.7. Upon the termination of the Agreement:
a) All Paynetics receivables under the Agreement, if any, shall become payable. The Customer shall be responsible for all transactions performed prior to termination of the Agreement, their resulting liabilities and any other obligations relating to the use and servicing of the Account and the Card(s) prior to such termination. The Customer shall pay Paynetics all fees payable in accordance with the Fee Tariff. The Account Holder shall pay the fees for payment services, charged periodically under the Agreement, proportionally to the expired period of validity of the Agreement. If such fees have been paid in advance, they shall be recovered proportionally to the time of termination, and
b) Paynetics shall close the Account as well as shall suspend all payment services and instruments provided via the Account. If there are available funds when closing the Account, they shall be kept by Paynetics until they have been received by the Customer and Paynetics shall accrue no interest on them, and
c) The Customer’s right to use the Card (s) shall be terminated and the Cards shall be deactivated. The Customer shall be required to return the cards issued under the Agreement, and
d) The Customer shall submit an Application for Reimbursement and shall indicate a bank account number of the Customer to which the unused funds shall be reimbursed. Paynetics shall reimburse the unused funds to the Customer no later than 30 days after receiving the Application of Reimbursement of the Agreement or after a dispute resolution has been released by the Card Network or Regulator. Paynetics reserve the right to ask for additional documentation before reimbursement be completed.
13.1. Paynetics has the right to carry out planned maintenance and development of the information system. If possible, Paynetics carries out planned maintenance and development work during night-time.
13.2. Upon the emergence of extraordinary circumstances Paynetics has the right to carry out extraordinary maintenance or development in order to prevent greater damage and loss.
13.3. The performance of Paynetics’ duties arising from the Agreement is considered as suspended before the Customer for the period of maintenance and development. Paynetics is not obligated to compensate the Customer for the damage arising from failure to perform the duties arising from the Agreement due to maintenance or development unless otherwise provided for in applicable law.
14.1. Paynetics shall review any objections submitted or disputes raised by the Customer or its signatory in connection with the payment services provided and shall notify the Customer of its decision within fifteen business days from their submission.
14.2. If Paynetics fails to announce its decision within the time limit referred to in Clause 14.1. above or the decision is not to the Customer’s satisfaction, the Customer may refer the dispute to the Bulgarian Conciliation Committee for Payment Disputes with the Commission for Consumer Protection.
14.3. In case of a disputed payment operation on the part of the Customer, the latter shall bear the burden of proof that either its execution has not been authorized by it and/or that the operation has been imprecisely executed by Paynetics. Paynetics and the Customer shall agree that in the cases when Paynetics has registered utilization of a payment instrument through its personalized security features, those shall be considered sufficient evidence that the payment operation is authentic and has been authorized by the Customer, unless proven to the contrary by the latter.
14.4. These General Terms and Conditions shall be governed by the relevant Bulgarian laws. Any disputes related to their interpretation or implementation shall be finally settled by the competent Bulgarian court.
15.1. The General Terms and Conditions have been executed based on and in compliance with the LPSPS, the regulatory acts issued in terms of its implementation and other relevant regulatory acts.
15.2. Pursuant to Article 46, Paragraph 5 of the LPSPS, the Parties agree that Article 62, Paragraph 1 shall not apply to their relations and all modifications to the Agreement and the General Terms and Conditions and the Fee Tariff shall be made as provided in Clausess 11.1., 11.2. and 11.3. hereof.
15.3. Pursuant to Article 46, Para. 5 and Article 67, Para. 4 of the LPSPS, as the Customer is not a consumer, the Parties agree that Art.47-66, Art. 68, Para. 1, Art.70, Para. 4 and 5, Art. 78, Art. 80, Art. 82, Para 2 and 3, Art.85, Art.91, Art.92 and Art.93, Para. 1 and Art. 94 of the LPSPS shall not apply in their relationships. The parties also agree on a time period other than that laid down in Art. 77, para 1 – namely 20 business days as pointed in Clause 10.1. hereinabove.
15.4. Personal data shall be processed by means of automatic devices in compliance with the European Union Law, the Law on Personal Data Protection and the international treaties to which the Republic of Bulgaria is a party. In order to meet its statutory obligations, Paynetics shall apply Customer due diligence procedures, and in addition shall provide information to the National Revenue Agency and other competent government authorities.
15.5. Paynetics may transfer its rights and obligations under the General Terms and Conditions to another company or individual at any time. The Customer shall be entitled to transfer its rights and obligations under the Agreement and the General Terms and Conditions to another individual or company only after obtaining written consent from Paynetics.
15.6. If a court or competent authority establishes that a certain provision in the General Terms and Conditions (or any part of any provision) is invalid, illegal or unenforceable, such provision (or part of it) shall be deemed to be non-existent to the extent necessary, but the validity and applicability of all other provisions of the General Terms and Conditions shall not be affected.
15.7. An integral part of these General Terms and Conditions are:
GENERAL TERMS AND CONDITIONS FOR PAYNETICS BUSINESS ACCOUNTS
AND PAYNETICS BUSINESS DEBIT CARDS
1.1. The Paynetics Account is a payment account for business customers in BGN with a dedicated IBAN, or in GBP or EUR with an account identifier – VIBAN - which is not a real IBAN, but can be used as a Unique identifier for performance of inbound and outbound credit transfers, maintained by Paynetics in the name of the Customer.
1.2. The Paynetics Account may be used for:
2.1. The Customer uses the Account via a person authorised by the Customer or via a person having the right of representation arising from law.
2.2. Account funds shall be disposed of through payment documents, containing all required by the legislation in force essential requisites, as well as regulated remote methods for effecting transactions, while observing the characteristics of the Account, the legal requirements and the General Terms and Conditions.
2.3. Services related to the depositing of cash into a Paynetics Account and services related to the withdrawal of cash from a Paynetics Account are not allowed.
2.4. The Customer may execute transactions involving the amounts available in the Account through payment documents in a form and containing details in accordance with the legislation in force and the internal rules and instructions of Paynetics.
2.5. Paynetics is entitled to set limits on the transactions executed using a certain Paynetics Account.
2.6. Payments from the Paynetics Account can be executed only on the instructions or with the prior consent of the Customer up to the amount of the minimum required balance in the Paynetics Account under the General Terms and Conditions, except for the cases of enforcement in accordance with the statutory procedures.
2.7. The Customer gives consent through its legal representatives upon presentation of an identity document or through an attorney, authorised with an express power of attorney, upon presentation of an identity document and an original notarised power of attorney or power of attorney signed by the principal (Account holder) in the presence of an official authorised by Paynetics.
2.8. Each payment order and consent shall be obtained by Paynetics in an electronic form by electronic means using electronic channels: via the Website.
2.9. A payment transaction is authorised if the payer has ordered or given its consent for the execution. Where no consent has been given, the payment transaction is not authorised.
2.10. The Customer’s consent shall be given prior to the execution of the payment transaction, where the order has been submitted to Paynetics.
2.11. Paynetics Credits the Account in the amount of the payments accrued for the benefit of the Customer.
2.12. Paynetics Debits the Account:
-on the basis of the Payment Order;
-on the basis of another agreement made between the Customer and Paynetics and/or the Agent;
-in another event provided by the GENERAL TERMS AND CONDITIONS FOR PAYNETICS BUSINESS ACCOUNTS AND PAYNETICS BUSINESS DEBIT CARDS.
2.13. The Customer must certify the right to use the Account in a manner acceptable for Paynetics. Paynetics has the right to refuse from execution of a Payment Transaction if Paynetics suspects that the person who wants to enter into the Payment Transaction is not authorised to do so, or if the Payment Transaction has been initiated via a payment service provider and Paynetics has a justifiable suspicion that the Payment Transaction has not been appropriately authorised by the Customer. In such an event, Paynetics is not liable for any damage or loss caused as a result of refusing to execute the Payment Transaction.
3.1. The Payment Order for making a Payment Transaction may have been submitted for making one-off payments.
3.2. Paynetics has the right to assume that the contents of the Payment Order submitted to Paynetics correspond to the Customer's will.
3.3. Paynetics requires strong authentication of the Customer upon submission of a Payment Order, including the use of a minimum of two independent elements of knowing (something that only the Customer knows), holding (something that only the Customer holds) or attribution (something attributable to the Customer only), if the Customer wishes to access the Account, initiate the Payment Order via the Internet or via other remote access connection, or to perform any other operations involving the risk of misuse of payment service-related data or fraud.
3.4. Paynetics accepts for execution only such Payment Orders, which are submitted to Paynetics in writing or in another manner agreed between Paynetics and the Customer, formalised in accordance with the relevant regulatory standards and the instructions given and developed by Paynetics (e.g., e/mail) and which clearly expresses the will of the Customer. A Payment Order meeting those requirements shall be considered as authorized within the meaning of the Bulgarian law. The Payment Order forms are available on the Website.
3.5. The day on which the Payment Order has been accepted for execution by Paynetics is considered the day when the Customer has submitted to Paynetics all the data required by Paynetics for execution of the Payment Order and there is enough money on the Account for executing the Payment Order. If Payment Order given by the Customer is incorrect or insufficient (incl. if not all the data necessary for and requested by Paynetics for execution of the Payment Order have been submitted to Paynetics), Paynetics has the right to determine the manner of performance of the Payment Order on the basis of the principles of sound financial management or not to execute the Payment Order.
3.6. Paynetics shall fulfil payment transactions in accordance with the legislative requirements and international standards in the field of measures against money laundering and terrorism financing and for that purpose after receipt of the payment order Paynetics shall have the right to perform the respective check-ups, to require additional documents and/or information or to stop (to refuse) the execution of payment orders with the doubt that the same don`t fulfil the requirements or the transfers are ordered from or in favour of persons who or which activities are under control of sanctions/restrictions for payments from the respective payment system and/or payment service provider/s, or when additional check-ups for establishment of facts and circumstances related with their execution are needed. In those cases the terms under Section 4 “Execution time and value dates” shall be prolonged for the period of the check-up, the submission of the additional required documents or information.
3.7. Upon accepting the Payment Order from the Customer Paynetics has the right to ask the Customer for documentary confirmation of the legal origin of the money used for execution of the Payment Transaction. Paynetics is not obligated to execute the Payment Order before receiving the respective confirmation.
3.8. Paynetics has the right to ask the Customer for additional confirmation for execution of the Payment Order from the moment the transfer limit established by Paynetics is exceeded.
3.9. The Customer is obligated to ensure that there is enough money in the required currency on the Account for execution of all Payment Orders given by the Customer and other agreements related to the Account concluded between Paynetics and the Customer.
3.10. Unless otherwise agreed with the Customer, Paynetics has the right not to execute the Payment Order if there is not enough money on the Account in the required currency for execution of the Payment Order and for the relevant fees. Paynetics is not obligated to execute the Payment Order if the Customer does not give due confirmation specified in Clause 3.7 or 3.8 of this Annex.
3.11. An order for payment transaction is subject to execution where:
a) it has been received by Paynetics and has been filled in using a standard form of Paynetics;
b) it is accompanied by all data and documents, required in accordance with the legislation in force, the internal rules of Paynetics and/or the General Terms and Conditions;
c) it has been signed by the authorised individuals in accordance with the rights of disposal of the Account, whose signature(s) is (are) identical with the specimen signature submitted to Paynetics, with a qualified electronic signature or an advanced electronic signature;
d) the fees and commissions payable to Paynetics for the execution of the payment transaction have been provided.
3.12. When executing payment orders, Paynetics shall implement the requirements of the Law on Payment Services and Payment Systems (LPSPS) and Ordinance No. 3 of the BNB.
3.13. In the event that the funds available in the Account as at the date of execution of the payment order are insufficient, Paynetics shall refuse the execution of the payment order.
3.14. A payment order for execution of a payment transaction may not be revoked / withdrawn if any of the following circumstances has occurred:
a) Paynetics has received it and its processing is not completed;
b) the payment order has been executed and a message has been transmitted to the corresponding payment service provider;
c) the Account of the payee has been credited.
3.15. In the event of payment on a specified date, where it has been agreed between the Customer (payer) and Paynetics that the submitted payment order shall be executed on an agreed day – on a specified day or on the day when the Customer provides Paynetics with the funds required for the execution of the order, the Customer may revoke the payment order by the end of the business day, preceding the agreed day for payment at the latest. The agreed day, and if it falls on a day, which is not a business day for Paynetics – the next business day - shall be considered as the time of receiving the payment order.
3.16. Paynetics shall have the right to charge a fee for revocation of the payment order, an investigation charge for payment investigation and a confirmation charge for a payment status.
3.17. When the consent for execution of a series of payment transactions is revoked, all future payment transactions shall be considered unauthorised.
3.18. The Customer shall be responsible to provide a correct and accurate order for execution of a payment transaction. The Customer shall specify fully and accurately the Unique identifier in each payment order submitted to Paynetics. If the instructions provided by the Customer are incorrect, inaccurate or incomplete, Paynetics shall not be liable for errors or inaccuracies in the transaction. If a payment transaction is carried out in accordance with the instructions provided by the Customer, it shall be deemed to be accurately implemented.
3.19. Paynetics shall execute the order according to the Unique identifier specified in the order. Paynetics shall not be liable for damages suffered by the Customer or third parties in the event of discrepancies between the specified Unique identifier and account holder. Paynetics shall not be liable for the non-execution or incorrect execution of a payment transaction if the Unique identifier specified by the Customer is incorrect.
3.20. The Customer is obligated to notify Paynetics of an incorrectly executed (including unauthorized) Payment Order immediately after the Customer has learned about such an incident. The Customer loses the right (including the right set out in Clause 7.2 of this Annex) to lodge claims and objections with regard to the incorrectly executed order if the Customer has not notified Paynetics thereof within 1 (one) month as of the execution date of the incorrectly executed Payment Order.
3.21. Paynetics shall not be liable for unauthorised or incorrectly executed payment transactions in the event of extraordinary or unforeseen circumstances outside its control, the consequences of which would inevitably occur regardless of the efforts made for their preventing, as well as in the cases where Paynetics has acted in compliance with a statutory obligation established in the community law or the Bulgarian legislation in force and/or in the cases where the Customer has acted fraudulently and/or in breach of the General Terms and Conditions.
3.22. Payment order whose execution is being refused shall be considered not received. The consequences from the non-execution or delayed execution shall remain at the expense, risk and responsibility of the Customer.
3.23. When transmitting a message for executing a payment order, Paynetics shall enter all data from the payment order and shall be liable for each discrepancy between the message and the order.
3.24. Payment orders in BGN, initiated by the Customer through electronic channels, shall be executed by Paynetics by transmitting immediately a message to the corresponding payment services provider within the deadlines, stipulated in Section 4“Execution time and value dates”, and after having performed an automatic and any other check, as applicable, of the completeness of the entered data.
3.25. Payment orders in EUR or GBP for countries in the EEA and third countries, initiated by the Customer, shall be executed by Paynetics by transmitting a message to the corresponding payment services provider within the deadlines, stipulated in Section 4 “Execution time and value dates”, and after having performed a check of the completeness of the entered data, the documents serving as grounds for the transaction (where such documents are required in accordance with Ordinance No. 28 of the BNB), and the completed and signed declarations under the PSPS Act and under Ordinance No. 28 of the BNB for transfers of amounts exceeding BGN 30,000. All declarations must be signed with an advanced electronic signature, issued by Paynetics, or qualified electronic signature of the Customer. Where such declarations are not signed by the Customer with an electronic signature, the order for the transfer shall be executed after the Customer submits the signed declarations, accompanied by the documents required for the execution, in a hard copy. The documents required in accordance with Ordinance No. 28 and serving as grounds for executing the transfer shall be submitted to Paynetics in a hard copy or sent by e-mail, signed with a qualified electronic signature.
3.26. Payment orders shall be executed in the chronological order of their receipt by Paynetics.
3.27. Information on Payment Transactions for the Account Holder.
After the Account of the payer is credited / debited with the amount of an individual payment transaction, Paynetics shall provide to the Customer electronically or on another durable medium the following information:
a) Registration number of the payment transaction and, where necessary, information regarding the payee/payer, as well as all other information accompanying the payment transaction;
b) The value of the payment transaction in the currency, in which the Paynetics Account of the Customer has been debited/credited, or in the currency specified in the payment order;
c) The exchange rate used by Paynetics with regard to the payment transaction and the value of the payment transaction following the currency exchange;
d) Information about the amount of all fees payable by the Customer in connection with the payment transaction, presented by types and values;
e) The value date of crediting/debiting the Paynetics Account.
3.28. Reporting information in relation to the Paynetics Account in connection with executed payment transactions, as well as all other notifications from Paynetics to the Customer can be provided in the following manner:
a) via electronic mail;
b) via the Website.
4.1. Paynetics executes the Payment Orders within the periods prescribed in the applicable legislation, in the regulations of the Bulgarian National Bank and in the instructions given and developed by Paynetics, in force at the time of accepting the Payment Order for execution.
4.2. Paynetics shall guarantee the accrual of the payment in the amount indicated in the Payment Order to the account of the Beneficiary’s payment service provider on the next Settlement Day, unless otherwise provided in Articles 4.3 and 4.4 hereinbelow.
4.3. If the Customer has given the payment order which has been given to be executed in a non-EEA contracting state, Paynetics shall guarantee the accrual of the payment amount to the account of the Beneficiary’s payment service provider within 6 (six) Settlement Days as of the acceptance of the Payment Order for execution.
4.4. Paynetics may refuse to execute the Payment Order if the Customer has specified the date of accrual of the payment amount to the account of the Beneficiary’s payment service provider being the same date as the date of receipt of the Payment Order or, in the case of an international payment order, the date when the accrual of the payment amount to the account of the Beneficiary’s payment service provider cannot be deemed likely.
4.5. Upon accepting a Payment Order, Paynetics Credits the Customer’s Account on the same or the next Settlement Day, when Paynetics’s bank account has been Credited.
4.6. Payment orders accepted for execution after the deadlines specified in this Section shall be considered received on the next Settlement Day.
4.7. Paynetics informs via the Website the Customer of the business hours during which payment orders are executed on the same business day.
4.8. Where the time of receipt of a Payment Order falls on a day, which is not a business day for Paynetics the order shall be considered received on the first next business day.
4.9. Orders submitted to Paynetics after the deadlines specified in the clauses above shall be processed and executed with a value date for the ordering Customer on the next Settlement Day.
4.10. Тhe terms shall be prolonged for the period of the check-up and the submission of the additional required documents or information with the legislative requirements and international standards in the field of measures against money laundering and terrorism financing.
4.11. Other deadlines may be agreed by and between the Customer and Paynetics.
5.1. The Customer undertakes not to use the Account for or in connection with illegal activities, including but not limited to unfair trade practices, money laundering, financing of terrorism, committing fraud, and/or for conduct which would constitute a risk to the reputation of Paynetics.
5.2. In the event that an occasion in which the Account is designated and/or used for one or more of the activities specified in item 5.1 above is established, Paynetics shall have the right to block immediately all payment accounts of the Customer with Paynetics pursuant to Section 6 below. Paynetics shall inform the Customer of the blocking and shall decide on its own discretion whether to terminate the Agreement and to close the Account(s). If there is a credit balance at the time of closing of the Account(s), Paynetics shall reimburse the unused funds to the Customer in the way referred to in Clause 12.7, d) of the General Terms and Conditions after deduction of all applicable fees and outstanding obligations of the Customer. Transfers received after the closing of the Account(s) shall be returned to the ordering customer.
5.3. In the event that Paynetics establishes that the Customer has provided untrue data in connection with the opening or the use of Account and/or where it is permanently impossible (for over one month) for it to get in contact with the Customer, Paynetics shall have the right to terminate unilaterally the Agreement without prior notice and without explicit notification addressed to the Customer.
5.4. Paynetics is entitled to block officially and/or return funds, wrongly received into the Account of the Customer as a result of unauthorised or executed as a result of illegal actions payment transactions of which the payer’s bank/a correspondent bank has informed Paynetics or has requested recovery of the funds.
5.5. Paynetics will not execute orders for payment transactions from the Customer to individuals / entities, with regard to which national or international sanctions or embargo have been imposed under the procedure envisaged by law.
5.6. If an amount has been transferred to the Account unfoundedly, the Customer is obligated to immediately notify Paynetics and return the amount to Paynetics.
5.7. Paynetics has the right to freeze the amounts unfoundedly transferred to the Account by an error of Paynetics and/or Debit such amounts from the Account without the Customer’s permission if the Customer has not returned these on their own initiative.
5.8. If Paynetics has erred upon execution of the Payment Order in terms of the amount, description, reference number or other details of the payment, Paynetics has the right to Debit the Account without the Customer's permission for the purpose of making a corrective transfer and make the payment in exact compliance with the details of the Payment Order.
5.9. Paynetics has the right to Debit the Account with the relevant fees and other amounts payable by the Customer, including Paynetics’ claims arising from the Agreement, credit and securities transactions between the Customer and Paynetics, and other agreements made between Paynetics and the Customer.
5.10. Paynetics Debits the amounts payable by the Customer from the Account in the currency of the Payment Transaction. If there is no such currency on the Account, Paynetics converts the required amount from the currency available on the Account. The conversion is based on the effective exchange rates of Paynetics at the moment of the Payment Transaction.
5.11. If there is no money on the Account or it is not sufficient for debiting the relevant fees and sums deriving from other agreements made between Paynetics and the Customer, Paynetics has the right to debit the said amounts from other accounts of the same Customer with Paynetics, including from any other currency of its choice available on the respective accounts.
++6. Temporarily blocking the use of a Paynetics Account++
6.1. Paynetics shall have the right to block temporarily the use of a Paynetics Account if one of the following circumstances occurs:
a) Distraint on the account, imposed by a competent authority;
b) In the event of established or possible abuse and/or access to the Account by an unauthorised Third Party – on the order of a competent government authority, on the grounds of any other rule or duty applicable to Paynetics or at Paynetics’ discretion;
c) On the instructions of the Customer;
d) In the event of established or possible breach of the General Terms and Conditions by the Customer;
e) Blocking is necessary according to Paynetics’s estimation for prevention of damage and loss to Paynetics, the Customer or a Third Party.
6.2. The Account shall be unblocked under the following conditions:
а) Lifting the distraint, duly notified by the competent authority; or
b) Submitting a written order for unblocking by the Customer or a person authorised thereby; or
c) Upon a decision of Paynetics.
6.3. When the account has been blocked following an official order by a competent authority, by virtue of which the free disposal and use of the funds in the account of the Customer is restricted or an immediate transfer of a specified amount, defined in the order, is required, Paynetics will perform all ordered actions within the specified deadline and will not be liable to the Customer for the consequences of the restriction imposed or the transfer executed.
7.1. The Customer is liable for errors, inaccuracies, insufficient data, mistakes or transmission errors contained in Payment Orders given by the Customer to Paynetics.
7.2. If a Payment Order has been left unexecuted or has been executed incorrectly or has been delayed, the Customer has the right to demand from Paynetics immediate repayment of the payment amount and the paid service fees without any deductions, unless Paynetics proves that the payment amount has, within time limits set out in the applicable legislation and without deductions, accrued to the account of the Beneficiary’s payment service provider. If Paynetics or a payment intermediary chosen by Paynetics has made unjustified deductions from the payment amount, Paynetics must immediately forward the deducted sums to the Beneficiary of the payment.
7.3. If the failure to execute or appropriately execute the Payment Order cannot be attributable to the Paynetics’ actions or failure to act, Paynetics shall have the right to charge the fees for withdrawal of the Payment Order by the Customer.
7.4. The Customer does not have the rights set out in Clause 7.2 if Paynetics has executed the Payment Order in accordance with the Unique identifier (combination of letters, numbers or symbols, which could be the name or the account number of the Beneficiary, which the Customer provides to Paynetics in order to unambiguously identify the Beneficiary of the payment or the Beneficiary’s account) provided by the Customer to Paynetics, or if the Payment Order was executed incorrectly or was left unexecuted or unjustified deductions were made from the payment amount by a payment intermediary.
7.5. Paynetics shall not be held liable for any damage caused to the Customer, if the Customer has used Paynetics’ services via a payment service provider who does not hold a necessary authorisation and/or who does not meet the requirements established by payment mediation regulations.
7.6. Paynetics is not liable for the services provided or information communicated by Third Parties via Paynetics or for any other acts or omissions of Third Parties, including for performance of any duties by Third Parties or damage and losses arising from bankruptcy or insolvency.
7.7. Paynetics is not liable for indirect damage or loss caused to the Customer or loss of profit.
7.8. Paynetics is not liable for the damage or loss arising from Paynetics' unawareness of the absence of the passive legal capacity of a legal person or the absence of the active legal capacity or the capacity to exercise will of a natural person.
7.9. If according to the terms and conditions of the Agreement Paynetics has the right to refrain from executing the Customer’s order, freeze the Account or terminate the Agreement, Paynetics shall not be liable for the damage or loss of the Customer or a Third Party arising from such circumstances.
7.10. The Customer undertakes to compensate Paynetics for any damage, including loss of profit, expenses incurred, penalties or revenue paid to Third Parties, which arises from infringement of the Agreement, legislation (including foreign legislation), or a decision of another relevant competent body or from incomplete, misleading or false warranties and representations or information given by the Customer to Paynetics.
GENERAL TERMS AND CONDITIONS FOR PAYNETICS BUSINESS ACCOUNTS
AND PAYNETICS BUSINESS DEBIT CARDS
1.1.The Paynetics Business Debit Card can be used for transactions in the country or abroad.
1.2.The Paynetics Business Debit Card includes the following requisite details: validity period, unique card number, name of cardholder, currency and CVV2/CVC2.
1.3. Each Card has a validity period within which the Cardholder may use the Card. The Card shall expire on the last day of the month/year indicated on its front side. All transactions initiated after the expiration or cancellation of the Card shall not be authorised or effected.
1.4. The physical card may be used on any device accepting cards with the VISA® brand, while your virtual Card may only be used for online transactions or transactions performed by phone devices using mobile applications.
2.1. Unless otherwise provided herein, the following transactions can be carried out using the cards:
a) Withdrawing cash via ATM/POS terminals
b) Paying for goods or services via POS terminal
c) Paying periodic expenses
d) Paying for goods or services online
e) Obtaining an account statement
f) Change of PIN by the Cardholder.
2.2. Transactions under Clause 2.1 above can be carried out on all terminal devices bearing the VISA logo and maintaining the respective functions.
2.3. Virtual cards can only be used for the transactions under Clauses 2.1.d and 2.1.e above.
2.4. The transactions with the Card will be subject to limits set by Paynetics.
2.5. The Cardholder may carry out transactions with the Card to the amount of the available cash in the Account to which the Card was issued in accordance with the limits set to the Card.
2.6. The Cardholder shall use the Card only in person and in compliance with the provisions for issuance and use set out in the General Terms and Conditions. The Cardholder may not perform any unauthorised transactions with the Card.
2.7. The Cardholder shall safeguard the Paynetics Account and the Card, the information recorded thereon and the personalised security features of the Card.
2.8. Each payment transaction with a Card should be approved at the time when it is initiated by the Cardholder. Any payment transaction with the Card shall be allowed only after verifying: the accessible cash, the Card status and its limits, and identification of the Cardholder by one of the following methods:
a) In case of cash withdrawal from an ATM: by inserting the card into the ATM device and entering a PIN in the ATM device.
b) In case of payment for goods or services by a physical card at a POS terminal: by providing the Card, placing it on the respective POS terminal and/or entering a PIN to effect the particular payment and/or signature on the POS slip note.
The requirement under this item „b” shall not be applied in case of contactless payments for amounts under the maximum set by Paynetics. The maximum amount for a contactless transaction beyond which Customer verification is required by entering a PIN shall be approved and confirmed by the International Card Organisation for each country. The signature on the slip note from the terminal device should be identical to the signature on the reverse side of the Card and shall verify the authorisation and the correct execution of the transactions. At the Merchant’s request, the Cardholder shall also present a document for identification and verification of their signature. Failure to provide an ID shall represent a reasonable ground for refusing to effect the payment transaction;
c) In case of online payments no PIN shall be used but the Card authenticity shall be confirmed by entering a CVV2 number/three-digit code of the Card/ and the one-time verification codе, if requested.
In order to ensure extra security when making online payments, Paynetics registers all Cards issued by the company for the Secure Online Payments service (3-D Secure). The programme of the International Card Organisation VISA providing such service is Visa Secure. For each payment on the websites of merchants involved in the Visa Secure programme, the Cardholder shall receive a text message (SMS) containing a one-time verification code for the payment. Entering the payment verification code is a further identification besides entering the CVV2/CVC2 code on the Card. In the event of misuse of the Card online after learning the verification code from third parties and/or in case of payments with the Card to Merchants not involved in the Visa Secure programme, Paynetics shall not be held liable, and the losses incurred shall be covered by the Customer. Also, Paynetics shall not be held liable for any non-received SMS with a confirmation code in case of failure of the respective mobile communication providers to deliver such notifications or in case of wrongly provided phone number. Paynetics shall not be a party to the relationship with the online payment system operator and shall not be held liable with regard to such relationship.
2.9. The Cardholder shall send an irrevocable order to Paynetics and shall agree to carry out the payment transaction, and also shall give an unconditional consent and order to Paynetics to use the funds in the Paynetics Account and to deduct any fees and commissions payable in relation thereto.
2.10. The Cardholder/Account Holder shall be responsible to provide a correct and accurate order for execution of a payment transaction with the Card. If the instructions provided by the Cardholder/Account Holder are incorrect, inaccurate or incomplete, Paynetics shall not be liable for errors or inaccuracies in the transaction. If a payment transaction is carried out in accordance with the instructions provided by the Cardholder/Account Holder, it shall be deemed to be accurately implemented.
2.11. Each payment transaction made with the Card shall be final and irreversible, except in the following situations at the discretion of Paynetics:
a) An error on part of the merchant has been confirmed.
b) An illegal activity in connection with the Card has been detected.
c) A violation of the General Terms and Conditions has been established.
2.12. The maximum period for completion of payment services provided with the Card shall be determined by the rules of card organisations and card operators within the terms set out in Article 87 and Article 88 of the Law on Payment Services and Payment Systems (LPSPS). The implementation of a payment transaction ordered with the Card may be delayed due to the performance of Paynetics’ obligations under the applicable anti-money laundering laws, including if Paynetics suspects that suspects that the transaction is involved in frauds, illegal or unacceptable activities or constitutes an unauthorised transaction.
2.13. Payment transactions with the Card shall be implemented immediately after receiving a due order and the account shall be debited within: a) 10 days in case of cash withdrawal via ATMs; b) 15 days for all other transactions other than the ones under letter a).
2.14. The Customer needs to make sure there are sufficient funds in the Account to which the Card was issued in order to carry out payment transactions with the Card. The Customer should ensure sufficient funds in the Account to which the Card has been issued in order to perform payment transactions with the Card. If the Cardholder performs payment transactions with amounts in excess of the available cash or otherwise exceed it in connection to the Card use, the excess amount shall be recorded as an unauthorised overdraft and charged with an interest rate equivalent to the legal interest rate and the Customer must make an immediate payment of the amount in excess plus the accrued interest.
2.15. Paynetics may refuse to perform a transaction with a Card if there are not sufficient available funds in the Customer’s Paynetics Account to cover the amount of the payment transaction and all applicable fees. If any action results in a negative balance in the Paynetics Account, the Customer shall recover the respective amount ensuring a positive balance in the Account, and Paynetics shall be entitled to take all necessary steps in accordance with the General Terms and Conditions for the collection of amounts due from the Paynetics Account.
2.16. It is possible that some merchants may not accept payments made with the Card. It is a responsibility of the Cardholder to check the policy of each merchant. Paynetics holds no responsibility if a merchant refuses to accept a Card payment.
2.17. Merchants in certain business sectors (e.g., car rental companies, hotels and other service providers) have the practice to estimate the potential funds that can be spent with them and to require retention of the total amount of the potential funds so estimated. In some cases, that total amount may exceed the amount effectively spent. In such cases, the initially withheld funds from the Card may be held for up to 15 days and the amount will not be available. Paynetics may release such amounts only with the Merchant’s consent.
2.18. If the Card is lost, stolen or damaged, Paynetics shall replace it at the Customer’s request by charging a Replacement Fee which shall be deducted from the Paynetics Account. If a card has been reported lost, stolen or misappropriated but later is found, then the Cardholder should immediately inform Paynetics about it and destroy the Card.