PAYU LATAM Plan
General Terms and Conditions Agreement
1. Parties
1.1. The Parties of this Agreement are the User and
Pagosonline.net S.A., acting under its own name and representation of Latin American Payments Argentina S.R.L,
Pagosonline Peru S.A.C, Latin American Payments Panama S.A, Online Latin American Payments México S de RL de CV . Therefore, this Agreement
is executed by and among the User and Pagosonline.net S.A., and by and among
the User and each one of the aforesaid parties (together with Pagosonline.net
S.A., the “Companies”).
1.2. The User is said to be the person properly
identified in the Registration Form.
1.3. The legal representative of the User must be an
adult, as defined under applicable law of the User’s jurisdiction, to access
the Services and the System.
1.4. The User declares and guarantees to the
Companies that the following representations are true and accurate, and
recognizes that the Companies enters into the
Agreement upon such assumption.
1.4.1. The User is a company duly established,
complying with its corporate purpose according to the laws of its country of
incorporation and having enough capacity to perform its activities in the
manner and locations they are carried out.
1.4.2. The User is the person identified in the
Registration Form and all the information therein provided is true. The User is
responsible for keeping updated all information included in the Registration
Form.
1.4.3. The User has all internal and external permits
and authorizations required to execute and perform this Agreement.
1.4.4. The User acknowledges that all obligations
arising from this Agreement are valid, binding, and enforceable according to
its terms.
1.4.5. The execution of this Agreement and the
compliance of the obligations, a) do not contravene the by-laws of the User; b)
is not against or implies a breach or threatens with becoming one, of any
agreement or obligation in which the User is a part of; or c) is not a breach
of any national or local regulation, or ruling.
1.4.6. The User will not use the System as an
instrument for hiding, handling, investing, or using in anyway, cash or other
goods resulting from illegal activities, or to disguise illegal activities or transactions
into legal ones, or allow third parties to do so.
1.5. The User will be responsible before the
Companies for the validity and material accuracy of the above representations.
1.6. The User has the obligation to have at all times
a domicile, a telephone, and an email address while being a part of this
Agreement. In case that any of the latter information is modified, the User
must notify that immediately, in order to update the changes in the System. The
failure to update said data, exempts the Companies of any claim of failure to
notify the Amendments or any other matter. The information found in the System
is for all purposes understood to be the updated information of each User.
1.7. The legal representative of the User will not
provide any name, bank account, or credit card number, while not being legally
authorized to do so.
1.8. The User shall apply know your client policies
and shall know its Clients’ businesses, in order to be able to identify transactions
that based on their numbers and/or amounts, exceed the Client’s regular
activity and could involve fraud or be an asset laundry mechanism.
1.9. The User will keep control over the safeness
policies regarding cardholders and transactions.
1.10. The User accepts and acknowledges that the
Companies will only and exclusively provide Services to the authorized User, consequently the User will not act as an agent o leaseholder, and in no way shall allow third parties
other than the User to benefit from the Services.
1.11. The User declares and acknowledges that the
Services will only be used to process purchases-sales over products or
services, in no way being used for making money transfers between a Client and
the User, where there is no relationship with the purchase of a product or a
service. Under no circumstance, the Services could be used to receive cash
advances or to facilitate acquisition of cash amounts such as traveler's
checks, money orders, etc.
1.12. The Companies have the right, to their full
discretion, to suspend or freeze the User's virtual account or refuse to
execute certain transactions if the User enters into default of any obligation
contained in this Agreement and in its exhibits (which the User explicitly
accepts), or if there is any reasons to believe that the System is being used,
or could be used, for prohibited activities according to the current
legislation.
1.13. The System shall not be used to carry out the
activities or sell goods and services prohibited by the Companies.
1.14. The User accepts and acknowledges that the
following products or services will not be commercialized through the System:
1.15. adult subscription services, chat or pornography
(pictures, videos, DVD`s, magazines), the User´s web site can not contain nude
webcam services or links to pornographic sites;
1.15.1. Firearms, ammunition or war products;
1.15.2. Illegal drugs;
1.15.3. Strategies to make and collect money;
1.15.4. Products to decode the satellite signal or serial, cell phones,
cards, electronic card programming;
1.15.5. Sites that promote hatred, black mailing, racism, religious hunt
or prostitution;
1.15.6. Deposits or loans by credit card services;
1.15.7. Adult material (e.g. sex toys); and
1.15.8. Escort service (sex).
1.16. The User accepts and acknowledges that the
following products or services, will not be
commercialized through the System:
1.16.1. Business telephone sales (telemarketing);
1.16.2. Alcoholic beverages and/or harmful products such as tobacco,
cigarettes, among others;
1.16.3. Sites of contacts (make friends and relationships); or
1.16.4. Websites to receive founds or donations from third parties
(Foundations, NGO`S).
1.17. The User accepts that sale of the prohibited
products or services sales through the System might cause the immediate
anticipated termination of the Agreement, loss or freezing of the proceeds,
penalties or cancellation of the account without previous notice. Additionally,
the Service fee is not refundable, when the Agreement termination is for this
reason.
1.18. The Companies have the right to report any
suspicious activity carried out by the User to the authorities.
1.19.
The Companies are the
owners of all the transactional information produced while carrying on the
Agreement and that information can be used at all times by the Companies to
develop its corporate purpose. Likewise the User authorizes the Companies to
advertise the System by announcing that the User is part of this Agreement and
consequently uses the System. The User accepts and acknowledges that if the
platform through which the Services are provided, or the System, belongs to a
third party; such party shall have Access to the User’s information.
1.20. The Companies have the right in their sole
discretion, to suspend or freeze the User´s virtual account, or refuses to
execute some transactions, if the User incurs in the breach of any of the
obligations and duties incorporated in this Agreement, its Amendments, and the
Exhibits (which the User expressly agrees to), or if there exists any reasons
to believe that the User carries out through the System any illegal or
forbidden activities, according to the law of each jurisdiction of each
Company.
2. General Matters
2.1. The following terms and conditions (the
“Agreement”) govern the rules under which the users (the “Users”) may (i) use the payment system (the “System”), and (ii) have
access to the services (the “Services”) provided by each Company.
2.2. Acceptance of this Agreement must take place
under the Section (the "Acceptance Procedure") in order to become an
authorized User.
2.3. Prior to the execution of this Agreement, its
content must be carefully read and understood, in as much as
it constitutes the entire and only agreement that fully regulates the
relationship between the User and the Companies (the “Parties”).
2.4. The User explicitly and irrevocably accepts that
once this Agreement is duly executed, it becomes valid, binding and enforceable
among the Parties in accordance with the Applicable Law, and consequently
creates a legal relationship among them with all correspondent legal effects.
2.5. This Agreement might be modified at all times by
the Companies in order to reflect changes and evolvements of Companies’
business, according with the law of each jurisdiction o
each Company.
2.6. The User accepts, declares, and acknowledges
that:
2.6.1. The Companies are not a financial entity;
2.6.2. Amounts
transferred to the User through the System are not guaranteed by any
governmental agency;
2.6.3. The
Companies are not acting as a trust agent or holder of amounts transferred to the
User through the System, according to this Agreement; and
2.6.4. The
Companies are not entitled to pay nor recognize any type of interest or
remuneration related to balances, amounts, or cash transferred to the User
through the System.
2.7. The User accepts, declares, and acknowledges
that the Companies do not carry out deposit taking activities, in as much as it
is only a money transfer service through the System that is a technological
platform.
2.8. The User accepts, declares, and acknowledges
that sales made between the User and its clients (the “Clients”) through the
System or through any other mechanism provided by the Companies for such
purpose, are carried out between the User and its respective Client
exclusively, therefore the Companies are not, by any means, a party in such
transactions.
3. Acceptance Procedure
3.1. In order to have access to the System and
Services, the interested company (the “Applicant”) must execute the Agreement by
any of the two (2) following mechanisms:
3.1.1. An
online registration; or
3.1.2. A
written document. After successfully complying with the process, the Applicant
shall become an authorized user (the “User”).
3.2. Virtual Acceptance Procedure
3.2.1. Enter into www.payulatam.com
website.
3.2.2. Click on the "Register" option or on
the “create new account” and complete the application in the given fields.
3.2.3. Read carefully the Agreement, and afterwards
mark the box declaring that it has been read.
3.2.4. Submit the "Registration Form".
3.2.5. Once the "Registration Form" has been
properly submitted, click on the "Accept & continue" button of
the "Registration Form" if interested in executing the Agreement.
3.2.6. Upon clicking on the "Accept &
continue" button, it will be understood that the Applicant has fully read
the Agreement, and consequently accepts, freely, explicitly, and irrevocably,
its terms.
3.2.7. Notwithstanding the above said, Pagosonline and/or the Companies
are entitled to request additional information from the Applicant at its sole
discretion.
3.2.8. If further information is required and is not provided in a timely
matter, or even if provided it is not satisfactory to Pagosonline, or if a
Company at any times acknowledges that the information provided by the User is
deceitful or misleading, the Companies will have the right to unilaterally
terminate this Agreement, without indemnifying the User. Consequently, the User
hereby releases the Companies from any liability resulting from damages or
losses caused by the early termination described under this Section.
4. Description of Services
4.1. The Companies offers the User the use of an
electronic system that is an internet platform and allows the User to receive
payments as a result of the sale of goods and services offered by the User
through transactions with various means of payment accepted in the
jurisdiction of each Company. Consequently, the relationship with the User shall
be regulated by this Agreement, and depending on the country where the latter
intends to offer its products or services, applicable regulation from the
correspondent country shall also regulate the relationship, and for each
specific case, the binding legal relation shall be with the Company domiciled
thereof.
4.2. To provide the Services, the User must complete
the process of technical adjustments (“Technical Implementation”) necessary for
the System’s proper performance.
4.3. To make the Technical Implementation, the User
must complete the steps included under the integration handbook, which can be
found in https://secure.payulatam.com/ppp-web-secure/help/ , and is part of this Agreement. Through the
Technical Implementation, the Companies offer constant support and advice to
the User. The User will be required to make the necessary adjustments and
technical developments on its own systems and website as indicated in the
Integration Handbook.
4.4. The Companies obligations are means-related and
not results-related; therefore it will make all reasonable efforts to ensure
that transactions are timely processed. However, a number of circumstances exceeding
its control, including without limitation, bank processes, working hour of
banks, email systems, viruses, software and hardware problems, etc., are
directly related to the timely execution of transactions and as such might be
the reason for being unable to carry out the transactions in a timely fashion.
The Companies makes no representation or warranty regarding compliance with
timings involved in transaction processing, consequently not being liable for
any damage or claim arising as a result of any delay. Also, The Companies makes
no representation or warranty with respect to continuous and uninterrupted
access to the Services and System, in as much as they could be affected by a
number of circumstances outside the Companies’ control.
4.5. The User accepts and acknowledges that the
Companies are not responsible for risks that could affect the System and could
have any implications in its technological infrastructure. Such liability
disclaimer applies, among others and without limitation, to technological risks
arising from logical errors in applications, paradoxes resulting from their
integration, holes, worms, or viruses, sabotage in logical supports, databases,
and other IT crimes. The User irrevocably accepts and releases the Companies from
any pecuniary liability resulting from such facts. Encryption and biometry
techniques are not science or accurate arts, so the Companies assumes no
responsibility for the application's functionality, security and control, or
for those other tools provided to the User, considering they only intend to be
elements or tools useful to mitigate the risk, however not guaranteeing any
results.
4.6. The User accepts and acknowledges that remote sales,
including sales through the Internet, involve risks considering the inability
to guarantee the authenticity of transactions done with credit or debit cards,
consequently being possible that goods and/or services could be acquired with
no authorization from the cardholder. Such risks are solely assumed by the
User.
4.7. The Companies shall not be responsible for any
claim or damage, unless gross negligence is the cause of it. Especially, the
Companies shall, in no circumstance, be responsible for any damage or loss
resulting from fraud or false or incorrect information provided by the User
and/or by the buyer of goods and/or services acquired from the User.
4.8. The Service provided by the Companies is limited
to providing the User with a platform through which Internet payments can be
received, the Companies consequently do not guarantee, and is not liable for
the authenticity or legality of transactions performed through such System.
4.9. The Companies shall not be responsible for the
quality of the goods and services offered by the User and acquired through the
System, nor for any charge, tax, or any other obligation resulting in any
jurisdiction as a consequence of the transaction. The User shall assume all the
taxes or charges applicable to the transactions and applicable to the transfer
of the money and accept that each Company may discount from the Account any
money for that concept. As such, the User will be responsible for handling all
claims filed by its Clients regarding quality, quantity, and delivery of goods
and services. Moreover, the Companies does not endorse
the security, quality, accuracy, integrity, or legality of any product or
service offered by the User, or the capacity of the Clients to acquire such
products and services.
4.10. The User undertakes to hold harmless the
Companies and release it from any liability resulting from any claim filed by
third parties with respect to the products and services, on account of User
entering into default because of breach of obligations contained in this
Agreement.
4.11. The User will be exclusively responsible for
complying with tax obligations and duties resulting from commercial
transactions performed between the User and its Client in any jurisdiction,
releasing the Companies from any responsibility on account of any claim filed
by third parties with respect to the User’s noncompliance with its tax
obligations or duties resulting from commercial transactions performed between
the User and the Client in any jurisdiction or resulting from money transfer.
4.12. Each Company, directly, or through third
parties, shall collect in each jurisdiction where the transactions take place,
the cash deposited by the Clients that purchase goods and services from such
User, in the currency of the country where the transaction takes place. Such
money will maintain in the currency of the country where the transaction takes place
shall be transferred to the User’s account during the fifteen (15) calendar
days following the day when the User requests to receive a transfer of the
resources to his account.
4.13. The User hereby accepts that in his virtual
account all transactions carried out in the currency of the country where it
took place shall be registered, and shall be transferred to its account at the
market´s official exchange rate applicable on the given transfer date.
Consequently, the User shall assume the exchange rate risk.
4.14. All taxes, contributions and liens applicable in
the jurisdiction where the transaction takes place, shall be added by each
Company, to the value of the good or service sold by the User to the Client.
4.15. The Companies shall not be liable for the
fluctuations of the exchange rate that negatively affect the User, as long as
the money transfer to the User’s virtual account takes place during the fifteen
(15) working days following the day when the User requests the money transfer.
4.16. The User shall assist the Companies in all
exchange related matters resulting from money transfers. In addition, the User
shall hold harmless and relieve the Companies from any responsibility regarding
any claim filed by third parties against the User due to noncompliance of
exchange obligations’ in connection with commercial transactions performed
between the User and the Client or resulting from the money transfer.
4.17. During a period of five (5) years, or more as
per the applicable law, the User will be responsible for issuing and filing
originals of i) receipts or any equivalent document
confirming that the good was delivered or the service was provided to the
Client, and ii) invoices of sales contracts in which a Services where used.
Both, receipts or equivalent documents, and invoices, must be at all times
available at the request of any Company or of the Client. In case the Client
claims or requests a reversion of the transaction and such documents are not
available, the User hereby authorizes the respective Company to deduct the
respective value of the claim or reversion from its virtual account from future
invoices or sales. Within a maximum of three (3) business days, the User will
timely and diligently deliver supporting information requested by any Company.
4.18. The User hereby authorizes the Companies to
deduct from its virtual account, any transaction that is unauthorized,
fraudulent, or subject to claims by any financial institution.
4.19. The User hereby authorizes the Companies
to:
4.19.1. Deduct from its virtual account any tax or amount regarding
commercial transactions and or regarding money transfer to the User`s virtual
account; or
4.19.2. Deduct from future sales, in case there are insufficient funds in
the virtual account.
4.20. The User will deliver reversal or reversion of
transactions requests in writing to the Companies immediately after knowing the
originating circumstances. Such reversals or reversion of transaction request
will be subject to payment of a fixed charge established, amount that shall be
automatically debited from the User virtual account according to the Current
Reversions Policy published in the www.payulatam.com website.
4.21. The User shall comply with all security regulations
and recommendations issued by the Companies.
5. Rates
5.1. All rates charged by the Companies (the “Rates”)
are included in the Annex 1 "Service Rates", published in www.payulatam.com , which is an integral part of this Agreement.
The Rates may be subject to changes, from time to time, according with the law
of each jurisdiction. Modification rates.
5.2. The User shall pay the Rates according to this Agreement.
6. Password
6.1. Each User will be given one or several passwords
(the “Passwords”) which will allow him to check his virtual account balance and
transfer resources accredited to the bank account indicated in the Registration
Form, in accordance with this Agreement.
6.2. The User will be the only one authorized to
modify the password.
6.3. The User shall not reveal the password to any
third party, being the sole responsible of its proper use and for its security
and safekeeping.
6.4. The User hereby acknowledges and accepts that
the Companies shall assume that any person identified with the proper password
is the authorized User, hence, any transaction or operation carried out with
such password shall be valid and binding.
6.5. The User declares that all representatives,
agents, and employees using the password have been duly authorized to use the
System and to legally bind the User, and for this the User is solely and
completely liable.
7. Reception of payments and Fund Transfers
7.1. Should any Client use the System, amounts
received on account of payments of goods and/or services offered by the User
will be credited to the User virtual account during the fifteen (15) working days
following:
7.1.1. The Client’s payment;
7.1.2. The acceptance of the payment by System; and
7.1.3. The money transfer.
7.2. The transfer of the money from the country where
the transaction takes place shall be made during the fifteen (15) working days
following:
7.2.1. The Client’s payment; and
7.2.2. The acceptance of payment by the System.
7.3. The User shall give the Companies, the bank
account’s number where he will receive the resources accredited to its virtual
account. The password shall be required in order to do the transfer. The bank
account indicated by the User shall be the only one authorized to receive
resources from the virtual account. If the User changes its bank account, it
must provide the proper support of the new bank account.
7.4. The User will not be protected against
transaction reversions once the payments through the System have been received.
Such reversions include, among others, situations such as the following:
7.4.1. Reversions of credit card transactions, for any
circumstance, and
7.4.2. Reversions because the person that made the
payment was using a stolen credit card or an unauthorized bank account.
7.5. Payments of unauthorized or prohibited products
or services, in the terms of this Agreement and the Applicable Law, shall not
be accepted.
7.6. Every time a transaction subject to the payment
of any Rate according to the Annex "Service Rates" is made, the
respective Company will debit the respective value from the User’s virtual
account, which the User explicitly authorizes.
7.7. The User hereby authorizes the Companies to
deduct, at any time, from its virtual account, the value of the money owed.
Such deduction shall take place three (3) working days after the debt
notification sent by the respective Company.
7.8. Each Company shall keep a record of the
activities carried out by the User in its virtual account. The information of
the User’s virtual account can be consulted at www.payulatam.com website, by entering the provided username and
Password. The Companies has no obligation to send the virtual account statement
through registered the mail, email or any other mean.
7.9. The User shall hold harmless and relieve the
Companies from any liability on account of erroneous money transfers or
transfers not reaching the User as a result of improper information provided by
the User.
7.10. The User relieves The Companies from any
liability on account of User information as a result of the interception by
unauthorized third parties.
8. Redemptions and Margins
8.1. The User may request at any time that amounts
credited to its virtual account be drawn to the bank account previously
indicated in the Registration Form.
8.2. Notwithstanding the above, each Company reserves
the right to request the User to keep in its virtual account an amount that
could go anywhere from five to fifteen percent (5% - 15%) of each transaction
(the “Margin”) made with a credit card. The Margin might be higher than five
percent (5%) in any of the following cases:
8.2.1. Should, within the same month the User receive
amounts equal to or greater than US$5.000 on account of the sale of goods or
services offered by the User through the System.
8.2.2. Should during three (3) consecutive months, two
(2) or more reversion requests are received from the Clients.
8.2.3. Should a Client make a reversion for amount of
Five Hundred US Dollars (USD$ 500) or more.
8.2.4. Should any Company consider that the User's
economic activity could eventually used
for fraudulent purposes.
8.2.5. In any other case where any Company considers
prudent to request the User to keep the Margin in its virtual account.
8.3. The Margin will be released ninety (90) calendar
days after the date of the transaction object of the respective Margin.
8.4. The User authorizes the Companies to:
8.4.1. Withhold the Margin in the virtual account, if
any of the aforesaid cases takes place; and
8.4.2. Debit from such virtual account the amounts
required in case of any type of claim or reversion by any of the Client or by
financial entities, or should damages be brought to
the Companies on account of User acts or omissions. Should no sufficient
resources be available in the virtual account, the respective amounts might be
deducted from future sales, which the User explicitly authorizes.
8.5. The User authorizes the Companies to deduct in
advance from the User virtual account, any amount owed to any Company for any
reason.
9. Guaranties
9.1. The User undertakes to issue a promissory note
or any other type of guaranty that satisfies the Companies, whenever any
Company considers that such guaranties is necessary or convenient.
10. Payment Button
10.1. The User shall include a "payment
button" in its website, allowing persons that make e-transactions to do
payments through the System. Such payment button will be highlighted in the
website.
11. Miscellaneous
11.1. The User is exclusively responsible for
instructions provided or reported to the Companies.
11.2. The User is aware that, once resources have been
drawn according to instructions provided by him, such payments will be final
and not subject to reversion.
11.3. Should the User have claims against a third party
regarding any transaction as a result of the sale of goods and services through
the System, the Companies will not be made part of such dispute in manners
others than by confirming whether the corresponding payment was actually made
through the System or whether it was reversed.
11.4. www.payulatam.com website, including its entire content, graphs,
and other documents, is intellectual property of the Companies or the latter
has all rights over it. The use, copy, change, or distribution of any material
contained in www.payulatam.com website,
without prior written approval by Pagosonline.net S.A., is prohibited, and noncompliance with
this requirement shall be considered an event of default resulting in the
obligation of fully indemnifying the Companies for all resulting damages and
losses.
11.5. The User will be required to comply with all
obligations and processes resulting from transactions involving the export of
goods or services.
12. Term and Termination
12.1. The term of this Agreement will be of (12)
months starting from the day of its execution. Unless any of the Parties notify
the other at least thirty (30) calendar days prior to the expiration date, of
its intention to terminate the Agreement, it will be understood that both
Parties intend to renew it for an equal period of time. This shall apply
indefinitely.
12.2. The Companies reserves the right to immediately
terminate this Agreement if there is a valid reason to do so, without such
early termination resulting in any amount payable as indemnification for
damages caused to the User.
12.3. It will be considered that there are valid reasons
for an immediate termination of the Agreement when:
12.3.1. The User is violating any law or regulation.
12.3.2. There is a default event under the terms of this Agreement.
12.3.3. There is reason to believe that a virtual account is being used in
connection with unusual or unauthorized operations or to receive potential
fraudulent resources.
12.3.4. The System has been improperly used or in case of hacking
activities or security violations.
12.3.5. The User’s account remains inactive for a year.
12.4. In any early termination event, the Company will
be able to keep the Margin in the User virtual account during one hundred and
eighty (180) calendar days and any amount to pay any tax or charge regarding
commercial transactions and regarding transfer of money to the User from the
virtual account.
12.5. The User irrevocably authorizes The Companies
to:
12.5.1. Withhold the Margin in its virtual account, or full amounts, in
the above cases; and
12.5.2. Debit the required amounts from such virtual account in case of
any type of claim or reversion made by any Client or by financial entities, or
should any damage be caused to the Companies as a result of any User action or
omission.
13. Aplicable Law and Disputes
13.1. The relationship with the User shall be
regulated by this Agreement, and depending on the country where the latter
intends to offer its products or services, applicable regulation from the
correspondent country shall also regulate the relationship, and for each
specific case, the binding legal relation shall be with the Company domiciled
thereof (“Applicable Law”).
13.2. The Companies will send all notifications to
the email of the User provided in the Registration Form. Any notification
regarding this Agreement and sent to the given email will be considered
delivered on the email delivery date.
13.3. The User will not assign this Agreement without
prior written consent of each Company. Each Company reserves the right to
assign this Agreement without the prior consent of the User.
14. Authorization for making information inquiries before risk centers.
14.1. The User explicitly and irrevocably authorizes
the Companies to, for control, supervision, and commercial information
purposes, make inquiries and/or report to financial information centers, and in
general to any other entity managing databases with these same purposes, the
existence, change, or termination of direct or indirect obligations assumed
previously or subsequently before the Companies, especially as related to
current and unpaid debts, as well as payment habits. The authorization granted
includes the possibility to consult all past, current, and future information related
to handling, status, and compliance with obligations before the Companies, and
explicitly authorizes the Companies to report, process, disclose, and check
with financial information centers or with any entity handling commercial
information personal economic information and information related to commercial
relationships with third parties. Additionally, the User accepts that all
information reported and related to him be processed in order to achieve the
center purposes, being able to disclose it for commercial purposes, also
accepting that records be kept during times established in the regulations of
the respective information centers.
COLOMBIA
The User accepts and declares being aware that: i) PagosOnline is not a financial entity, ii) amounts transferred on account of payments made to the User using the System are not guaranteed by any government agency, iii) PagosOnline does not act as a trust agent or holder of amounts transferred to the User using the System, according to conditions in this Agreement, iv) PagosOnline does not pay or recognize any type of interest or remuneration with respect to balances, amounts, or monies transferred to the Users through the System, and v) cash amounts transferred by the Users’ Clients on account of payments are managed by a trust company duly authorized to operate in Colombia by the Colombian Financial Superintendence, in an independent trust (the Independent Trust), such resources not being part of the PagosOnline equity, consequently in no way being a PagosOnline creditors' guaranty and not being deposits, not generating for PagosOnline and/or the trust company obligations typical of a deposits entity and not being covered by the Fondo de Garantías de Instituciones Financieras FOGAFIN insurance or by any other similar scheme.
Any proposition to amend the terms and conditions of this Agreement (the Amendment) will be published in the PayU Latam webpage www.payulatam.com and notified to the User, to the e-mail address indicated by it/him, providing the date from which such Amendment will be effective. Within the time indicated for the Amendment to be effective, the User will express its agreement/disagreement with the Amendment, accepting or rejecting it by entering “Acept” or “Do Not Acept” in the PayU Latam webpage www.payulatam.com according to the procedure therein indicated.
Notwithstanding the above, amendments proposed to the Agreement or to any of its Annexes in order to comply with current norms (including norms setting forth that it is the PagosOnline obligation to adopt adequate and reliable security mechanisms guaranteeing protection of the User's personal information and of the transaction itself) or with an order from a competent authority will be mandatory for the User and will be: i) published in the PayU Latam webpage www.payulatam.com, explicitly indicating that such amendments are mandatory, and ii) notified to the User, to the e-mail address provided by it/him, specifically indicating that such amendments are mandatory, 30 calendar days in advance of the amendment automatic effective date, unless it is explicitly indicated that such amendment will have a different specific implementation time.
Except as indicated in item 1.6 above, non-acceptance of the Amendment in the PayU Latam webpage within the time indicated for the Amendment to be effective will result in the relationship with the User continuing according to contractual terms existing before the proposed Amendment.
Virtual
acceptance procedure (for the purposes of article 17 of Law 527 of 1999).
Natural or legal persons interested in being System Users (hereinafter the Interested Persons) will click the Register option available in the LatinAmericanPayments webpage, filling out all blank spaces provided in the registration form for this purpose. Specifically, under oath the User will declare being of legal age.
Persons interested in being System Users will carefully read the terms and conditions of this Agreement before filling out and delivering the Registration Form, clicking the respective box confirming having read and accepted such terms and conditions.
After properly filling out the Registration Form and once the “I Accept the Terms and Conditions of this Agreement” has been checked, the interested person should click the “Accept and continue box at the bottom of the Registration Form, should it/he still be interested in executing this Agreement.
Once Accept and continue ” has been checked, it will be understood that the interested person has fully read the terms and conditions of this Agreement and has consequently freely, explicitly, and irrevocably accepted them.
The person filling out the Registration Form i) will be automatically redirected to a webpage that will provide instructions on the manner in which documentation mentioned in Annex 2 - Required Documents should be delivered (scanned) and ii) will receive an e-mail stating that it/he has explicitly accepted the terms and conditions of this Agreement and has explicitly declared having carefully read such terms and conditions. From this moment on, PagosOnline will create a "user virtual account" (the Virtual Account), which will remain under review and will only be activated once PagosOnline has satisfactorily received all documents mentioned in Annex 2 - Required Documents.
Once the Interested Person has explicitly accepted the terms and conditions of this Agreement and once it has delivered to PagosOnline all required documents indicated in Annex 2, PagosOnline will have 2 business days to verify the information provided by the Interested Person. Should it be found satisfactory, PagosOnline will then accept the terms of the Agreement and will activate the User’s Virtual Account in the System. PagosOnline will be able to request additional information should the documentation provided by the Interested Person not be satisfactory, reviewing it after receiving it from the Interested Person, according to the procedure indicated by PagosOnline for this purpose, again having 2 business days to review it.
The application will be rejected should the information not be satisfactory to PagosOnline, without this involving any indemnification, compensation, or payment to the Interested Person.
Within the 2 business days after the Interested Person delivers the complete documentation requested by PagosOnline, the latter will notify the decision to the Interested Person, to the e-mail address provided in the Registration Form.
It is understood that this Agreement will have been formalized once PagosOnline sends the e-mail to the Interested Person informing it/him that the application has been accepted, after which the services will be started and the User will be able to use the System. The User's Virtual Account will be activated from this moment on. Along these lines and taking into account that from this moment on the Service provision will be started upon the Virtual Account having been activated, for right of refusal purposes this Agreement will be subject to conditions contained in article 1 of article 47 of Law 1480 of 2011.
The User's Virtual Account will remain open while the Interested Person is filling out the Registration Form and until PagosOnline accepts it/him as a User of Services provided, which will however only be activated once the parties have formalized this Agreement.
Notwithstanding the above, in all cases PagosOnline reserves the right to request additional information to the person interested in being a System User.
PagosOnline will be able to unilaterally terminate this Agreement should the requested information not be provided in full, should it be delivered in a manner not satisfactory to PagosOnline, or should it be found that such information is false, such early termination not resulting in any payment on account of indemnification for damages by PagosOnline, the Users relieving PagosOnline from any liability on account of damages arising from such early termination; provided, however, that PagosOnline will be able to initiate applicable actions seeking indemnification for any damage caused by such conduct.
According to article 50 of Law 1480 of 2011, the User will be required to provide its/his Clients with its/his name or corporate name, tax identification number, legal notification address, telephone, e-mail, and other contact information.
The User will be required to provide its/his Clients with accurate, truthful, sufficient, clear, and updated information regarding products or services being offered. Particularly, it/he will indicate their characteristics and properties, such as sizes, weights, materials they are manufactured with, nature, origins, manufacturing modes, components, uses, forms of use, properties, qualities, adequacies, quantities, and any other pertinent information. It/he will inform its Clients the validity of offers made and the product availability. Should product images be included, it/he will indicate their respective scale. The User will inform its/his Clients the services or the goods delivery times, the right of refusal they may have according to Law 1480 of 2011, and the applicable procedure, also providing them with the total product price, inclusive of taxes, costs, and expenses the Client may be required to pay.
The User will make sure that the goods or the services are actually delivered to the address provided by the Client.
The User will be responsible for issuing and filing original copies of the following documents during at least 5 years: i) the original delivery voucher or any other equivalent document confirming that the goods were delivered or the services provided to the User Client, making such documents available to PagosOnline on request, and ii) original copies of invoices issued on account of purchase agreements executed using the PagosOnline services, making such documents available to PagosOnline on request. Should the User Clients have claims and should such documents not be available, the User authorizes PagosOnline to deduct the respective value from his/its Virtual Account. Within a maximum of 3 business days, the User will diligently deliver to PagosOnline supporting information on transactions made.
15. User Information
15.1 Company
name:
15.2
Tax identification number:
15.3
Legal representative:
15.4
Citizenship card number:
15.5
Corporate purpose:
15.6
Economic activity:
15.7
Home address:
15.8
Email:
In witness whereof, this Agreement
is signed on ___________________ in two (2) original copies with the same
contents and value for the contracting parties.
For the User:
Company:
Signature:
____________________________
Name:
Position:
Pagosonline.net S.A
Signature:
_____________________________
Name:
