Clause 1: Definitions
MultiSafepay: MultiSafepay B.V., with its registered office and principal place of business in Amsterdam, the Netherlands at the Kraanspoor 39 (1033 SC).
Merchant: The party who, in payment of a debt, is able to accept payment by means of MultiSafepay payment instructions on the basis of an agreement entered into between MultiSafepay and the Merchant.
Connection Number: The identification of the Merchant at the Financial Institution supporting the Payment Method used by the Merchant via the MultiSafepay Service. A Connection Number can be based on an Agreement entered into directly by the Merchant with the Financial Institution or on Agreement which MultiSafepay has entered into with the Financial Institution.
Payment Method: A manner of payment selected by the Consumer on the MultiSafepay payment page or on the payment page of the Merchant.
Payment(s): The process whereby monies are being transferred to the Merchant in the context of services rendered and/or products delivered by the Merchant. These monies are collected by the Merchant by means of MultiSafepay Service delivered by MultiSafepay and/or monies are refunded to the Consumer on behalf of the Merchant.
Consumer: The party who, in payment of a debt, is able to make a payment to a Merchant by means of MultiSafepay payment instructions.
Financial Institution: A bank, credit card company or an affiliated company or institution offering Payment Methods and has entered into an Agreement with MultiSafepay, the Merchant or the Consumer.
User Settings: Settings passed on to MultiSafepay with the aid of a Security Code for the use of the MultiSafepay account and service, which includes settings relating to the issuing of MultiSafepay payment instructions.
Login Details: A code provided by MultiSafepay to the Merchant, or by the Merchant to MultiSafepay, which includes a user name and password for the use of MultiSafepay account and service.
Writing: Written notifications, or e-mail conversations.
The Foundation: The Foundation relating to MultiSafepay Internet Payments with its registered office in Amsterdam.
Trust Account: The account managed by the Foundation containing the balance.
MultiSafepay Payment Instruction: A payment instruction issued to MultiSafepay charged to the MultiSafepay-account.
Balance: The available part of the balance for the Merchant.Chargeback: The opportunity for the Consumer to dispute a transaction resulting in the Financial Institution claiming monies back from MultiSafepay or the Merchant.
MultiSafepay account: An electronic account to which the payments instructions of the Consumer to MultiSafepay can be charged in favour of the MultiSafepay-account of a Merchant.
MultiSafepay Service: The service provided by MultiSafepay pursuant to the Agreement, the functionality of which is set out in the Agreement, the General Terms and Conditions and the technical documentation which MultiSafepay shall make available to the Merchant.
MultiSafepay website: The website https://www.multisafepay.com
Agreement: The Agreement, and any annexes, entered into between MultiSafepay and the Merchant in respect of the MultiSafepay-account to which these General Terms and Conditions apply.
Security: The amount deducted by MultiSafepay from the payment to the Merchant to cover the financial risk of MultiSafepay.
Transaction: An instruction registered on the User Settings for a Payment by a Consumer to the Merchant.
Transaction Details: The details of the transaction.
Force Majeure: Circumstances/events which are outside the control and will of MultiSafepay. Irrespective of whether or not these circumstances or events were (un)foreseeable during the Agreement. In such a situation, MultiSafepay cannot in all reasonableness be held to fulfil the obligations under the Agreement. Force majeure includes, but is not limited to, the following circumstances or events: war, fire, industrial disputes, strikes, government rules and/or comparable rules, non-performance by suppliers, financial institutions, subcontractors, third party/parties, the unavailability of (systems) of financial institutions and/or telecommunication services and (attempts to) unauthorised accessing and/or unauthorised use of systems/networks and databases of MultiSafepay/Merchant/intermediaries and/or financial institutions on which MultiSafepay or other parties are dependent. This also includes incompetently carried out work by others than MultiSafepay or by third parties engaged.
Connect: Payment package including all available local and global payment methods.
Fastcheckout: Checkout module whereby consumers are able to pay quickly with an e-mail address and password. Shipping and payment methods are securely filed for additional follow-up purchases.
Clause 2: General
Clause 2.1 The General Terms and Conditions apply to all Agreements and legal acts between the parties and remain applicable to the relationship between the Merchant and MultiSafepay after the end of the Agreement.
Clause 2.2 The applicability of purchase conditions and other General Terms and Conditions of the Merchant are expressly excluded.
Clause 2.3 Exception(s) to the General Terms and Conditions are only valid if they have been expressly accepted by MultiSafepay in writing.
Clause 2.4 If one or more provision(s) are wholly or partially null and void, the other provisions in these General Terms and Conditions shall remain in full force. In respect of the provisions which are null and void, the parties shall enter into consultation to come to a replacement arrangement. The aim of the parties here is that the Agreement (or part of the provision) remains in full force.
Clause 2.5 MultiSafepay endeavours to keep the Payment Module available but does not guarantee the full and permanent availability of the Payment Module.
Clause 2.6 The Merchant must notify MultiSafepay if new URLs are added to the account. The URL shall be assessed on the basis of the acceptance policy and the applicable laws and regulations.
Clause 2.7 In the event of a conflict between one or more provisions of the General Terms and Conditions and the provisions of the Agreement, the provisions of the Agreement prevail.
Clause 2.8 Entering into the Collaboration Agreement with MultiSafepay does not release the Merchant from its own responsibility relating to PCI DSS-compliance. The Merchant itself is responsible and obliged to ensure that the cardholder details (CHD) and card data environment (CDE) are secure.
Clause 2.9 The prices referred to are exclusive of VAT.
Clause 2.10 MultiSafepay can be contacted on working days by telephone and e-mail between 08.00 and 17.30 hours.
Clause 3: Agreement
Clause 3.1 Before the Merchant is accepted, MultiSafepay carries out a check (screening) of the Merchant and the final interested party/parties. MultiSafepay shall investigate, inter alia, the client details and website(s).
Clause 3.2 The Agreement comes into force on the date the Merchant completes the details requested on the MultiSafepay page and enters into the Agreement in the requested manner. MultiSafepay must subsequently electronically confirm that the Agreement has been formed.
Clause 3.3 The Agreement is entered into for an indefinite period of time and is terminated automatically after expiry of a consecutive period of six months if the Merchant has not used the MultiSafepay-account and has also not logged in using its Security Code. In addition, the Merchant may terminate the Agreement at any time with due observance of the instructions of MultiSafepay, using the e-mail address given when entering into the Agreement. If monthly costs apply, they must be paid in full.
Clause 3.4 If, in case of use of MultiSafepay Connect, there is a fixed term contract, MultiSafepay may, after expiry of this contract period, draft new contract conditions which replace the current conditions from the Collaboration Agreement. They apply from the start of the next calendar month.
Clause 3.5 To cover the risks which MultiSafepay and its partners are running (including for example, but expressly not limited to: received or anticipated fines, an arisen or anticipated negative balance or reversed payments), MultiSafepay is at all times entitled to impose a security. A security can for example include, but is expressly not limited to, freezing of the payment account, the retention of a fixed amount, the imposition of a security or any other option approved by the risk department of MultiSafepay. The amount and the duration of the security shall be determined by MultiSafepay’s risk department. The monies held in this way, are expressly not intended to facilitate the usual business activities of the client. MultiSafepay shall refund the security, after deduction of the amounts due by the Merchant to financial institutions, consumers and MultiSafepay and the payable costs, at the latest 12 months after the termination date of the Agreement to the Merchant. MultiSafepay does not have to pay any interest to the Merchant relating to the keeping of the security.
Clause 3.6 MultiSafepay is entitled to suspend the work and other obligations until the whole amount due has been paid. Delivery of services may be suspended until the invoiced amount has been paid. The suspension on the side of MultiSafepay does not affect the payment obligation of the Merchant.
Clause 3.7 As part of the contracted payment services between the Merchant and MultiSafepay, MultiSafepay is at all times entitled, at its discretion, to select (other) processing or acquiring provider(s) and/or change such in order to optimise the payment services, improve the service provision or for any other reason.
Clause 3.8 MultiSafepay may draft new contract conditions which replace the current conditions under the Collaboration Agreement. They apply from the start of the next calendar month.
Clause 4: Termination of the Agreement
Clause 4.1 The Merchant who opts for the Connect payment package can terminate this Agreement in writing only with due observance of a notice period of at least one (1) month. Receipt of this notice of termination must be confirmed in writing by MultiSafepay.
Clause 4.2 Should the requirements for client acceptance of the Money Laundering and Terrorist Financing (Prevention) Act [Wet ter voorkoming van witwassen en financieren van terrorisme (Wwft) and the Financial Supervision Act [Wet op het financieel toezicht (Wft)] not have been complied with within two weeks after connection, or if it appears that on the basis of acceptance conditions of MultiSafepay, the Merchant cannot be accepted, MultiSafepay shall terminate the contract without stating reasons. MultiSafepay shall make endeavours to refund the received credit balances intended for the Merchant. Insofar as the checks on the basis of the Wwft and Wft are delayed by circumstances which cannot be imputed to the Merchant, MultiSafepay can extend the aforementioned term each time with a period of two weeks.
Clause 4.3 Each of the Parties is entitled to terminate the Agreement with immediate effect either wholly or in part, after a prior issued written notice of default whereby the other Party is given a reasonable term to as yet properly meet its obligations under the Agreement, if the other Party still fails to meet its obligations within the set term.
Clause 4.4 MultiSafepay is authorised to terminate the Agreement with immediate effect:
- Clause 4.4.1 In the event of the failure by the Merchant to comply with the obligations pursuant to the Agreement;
- Clause 4.4.2 In the event of - provisional or otherwise - bankruptcy or insolvency, moratorium, receivership, death of the Merchant, an administration order issued in respect of the assets of the Merchant and if a statutory debt restructuring scheme is applied to the Merchant.
- Clause 4.4.3 The creditworthiness or payment history of the client is high-risk (at the discretion of MultiSafepay);
- Clause 4.4.4 The company of the Merchant is liquidated or discontinued other than for the benefit of a reconstruction or merger of companies.
- Clause 4.4.5 Goods are offered on the website whose existence, offer, trade, possession or use is a criminal offence, or is contrary to the applicable (international) laws and regulations or policy of MultiSafepay or Credit Card Company.
- Clause 4.4.6 The sold products or business operations do not (no longer) comply with the requirements of MultiSafepay;
- Clause 4.4.7 The Merchant acts contrary to the acceptance policy of MultiSafepay;
- Clause 4.4.8 There is no proper complaints procedure available (at the discretion of MultiSafepay);
- Clause 4.4.9 The Merchant fails to provide relevant information and/or intentionally provides incorrect or not all the required information;
- Clause 4.4.10 The Merchant fails to, or on the request of MultiSafepay does not, state all the mandatory information on the website.
- Clause 4.4.11 The use of personal data contrary to Personal Data Protection Act [Wet bescherming persoonsgegevens - WBP], or if the clients are insufficiently informed as referred to in the WBP.
- Clause 4.4.12 The Merchant intentionally misleads clients, MultiSafepay, Financial Institutions or third parties.
- Clause 4.4.13 In writing with due observance of a notice period of at least 30 days in all other cases.
- Clause 4.4.14 Acts or omissions of the Merchant could be harmful to the image and/or brand of MultiSafepay.
- Clause 4.4.15 MultiSafepay is entitled, in addition to the immediate termination of the Agreement, to impose an immediately due and payable fine without any further notice being required.
- Clause 4.4.16 At each termination of the Agreement, the right of the Merchant to use the account and services of MultiSafepay lapses.
Clause 5: Payment after termination of the Agreement
Clause 5.1 MultiSafepay shall repay any credit balances in the MultiSafepay-account, less the costs payable by the Merchant and that otherwise owed by the Merchant to MultiSafepay, after the date the Agreement has terminated in accordance with clause 3.
Clause 5.2 Payments invoiced before the termination relating to that already properly performed or delivered by MultiSafepay in the performance of the Agreement remain fully payable and become immediately due and payable at the moment of termination.
Clause 5.3 The current transactions at the time of termination of the Agreement are dealt with as far as possible. If the Merchant owes a Payment for these Transactions, this will be settled with any amount to be paid out pursuant to the Transaction. Insofar as this is not adequate or if no settlement can take place, this Payment becomes immediately due and payable.
Clause 5.4 Upon termination of the Agreement, MultiSafepay’s Risk Department can, on the basis of a risk analysis, establish a security for the outstanding risks.
Clause 6: Characteristics and use of MultiSafepay account
Clause 6.1 The MultiSafepay-account is intended for business use. The MultiSafepay-account may exclusively be used for the issuing of payment instructions to MultiSafepay in favour of the Merchant or other users.
Clause 6.2 MultiSafepay shall endeavour to ensure that the Client can use his MultiSafepay-account 7 days per week and 24 hours per day. MultiSafepay is, inter alia in case of maintenance and management work, security incidents, faults or other exceptional cases, entitled to suspend the use of the MultiSafepay-account, either wholly or in part.
Clause 6.3 MultiSafepay is not obliged to notify the Merchant when the software/interface is being updated/changed and these adjustments do not affect the Service of MultiSafepay as such and the Merchant does not encounter any inconvenience due to such if the integration/implementation is carried out correctly and in accordance with the manual.
Clause 6.4 If possible, MultiSafepay shall give the Merchant the opportunity to take note of the suspension of the use of the MultiSafepay-account in advance via the website or in another way.
Clause 6.5 MultiSafepay does not accept liability for any harmful consequences of any temporary unavailable service.
Clause 6.6 MultiSafepay is entitled to set limits to the use of the MultiSafepay-account, including the minimum and maximum balance of the MultiSafepay-account, minimum and maximum amounts with which the MultiSafepay-account can be loaded up by means of transfers and the minimum and maximum amounts for which MultiSafepay payment instructions can be issued.MultiSafepay can at all times change the aforementioned limits and amounts and notify the Merchant of changes in aforementioned limits and amounts, or give the Merchant the opportunity to take note of such via the MultiSafepay website.
Clause 6.7 MultiSafepay can impose additional conditions for the use of specific payment method(s). These must be accepted by the Merchant by means of additional Agreement(s). After signing, it is assessed whether the Merchant can make use of these payment methods.
Clause 6.8 MultiSafepay is entitled to change/add institutions and options for use. MultiSafepay shall notify the Merchant of such chances or give the Merchant the opportunity to take note of such via the MultiSafepay website.
Clause 6.9 The Merchant is unconditionally bound to the User Settings.
Clause 6.10 The MultiSafepay-account and the balance on the MultiSafepay-account are not transferrable.If the Merchant wishes to transfer the Agreement, this is exclusively permitted after the prior written consent and possible additional conditions of MultiSafepay.
Clause 6.11 If required, the Merchant can insure himself against the payment risk with any insurance company.
Clause 6.12 On the basis of the Money Laundering and Terrorist Financing (Prevention) Act, MultiSafepay is obliged to continuously monitor the accounts. MultiSafepay can at all times request the Merchant to provide new information.
Clause 7: MultiSafepay payment instructions
Clause 7.1 For the application of this clause, a MultiSafepay payment instruction is deemed to have been carried out as soon as MultiSafepay has sent the notification with which MultiSafepay confirms the receipt of the MultiSafepay payment instruction to the Consumer (excluding exceptions).
Clause 7.2 When issuing MultiSafepay payment instructions, the Merchant must comply with the instructions of MultiSafepay.
Clause 7.3 The Merchant is unconditionally bound to MultiSafepay payment instructions issued to MultiSafepay within the limits of the User Settings or with the use of the Security Code(s) and charged to their MultiSafepay-account.
Clause 7.4 A MultiSafepay payment instruction cannot be recalled by the Merchant.
Clause 7.5 The Merchant expressly agrees that the (guaranteed) payments by the Financial Institutions of transactions balances are made to The Foundation.
Clause 7.6 In the event of the performance of the MultiSafepay payment instruction, the amount of the MultiSafepay payment instruction is deducted from the balance of the MultiSafepay-account.
Clause 7.7 MultiSafepay is not obliged to carry out a payment instruction if the balance of the MultiSafepay-account is insufficient, an attachment has been levied on the MultiSafepay-account or other circumstances occur which include security incidents.
Clause 8: MultiSafepay pay-out
Clause 8.1 MultiSafepay enters the credit balances immediately into the MultiSafepay-account of the Merchant. MultiSafepay debits the (transaction) costs immediately from the MultiSafepay-account of the Merchant.
Clause 8.2 The Merchant can instruct to have the credit balances of the MultiSafepay-account transferred to the bank account of the Merchant at any desired time.
Clause 8.3 After instruction by the Merchant, the credit balances shall actually be transferred by The Foundation at the latest within 1 (to 7) work day(s) (excluding exceptions) after receipt of the credit balances from the Financial Institution to the bank account of the Merchant.
Clause 8.4 MultiSafepay is entitled to only transfer payments to a European business bank account number of which the name is the same as the one stated in the extract of the Chamber of Commerce.
Clause 8.5 In the event of an apparent inaccuracy in a paid out sum, MultiSafepay can reclaim a performed payment.
Clause 9: Security Code and password
Clause 9.1 MultiSafepay shall issue the Merchant with a security code with an associated password or have it provide one. The security code is required to be able to make use of the MultiSafepay-account, for giving MultiSafepay payment instructions for example and for the passing on and changing of the User Settings/information. Each security code is strictly personal and the Merchant shall handle the security code and the provided password with due care and keep them strictly confidential including in respect of family members, household members, friends and authorised representatives for example. Adequate measures must have been taken to ensure that unauthorised access and/or unauthorised use of the security code and the password is not possible. The Merchant may not make a written note of the password.
Clause 9.2 The Merchant is not entitled to use a security code for other purposes than the use of the MultiSafepay-account. The Merchant is obliged to carefully observe the instructions issued by MultiSafepay and the (confidentiality) requirements relating to the security code and the password. MultiSafepay can oblige the Merchant, inter alia, to regularly change the password.
Clause 9.3 The Merchant is, to the exclusion of MultiSafepay, responsible for and bound to the use of the security code.
Clause 9.4 MultiSafepay can provide the Merchant information on the security code and password used by the Merchant under strict conditions.
Clause 9.5 If the Merchant knows or suspects that the security code and the password is being used by unauthorised person(s) or that the security code and password is known to an unauthorised third party, the Merchant is obliged to notify MultiSafepay of this immediately.
Clause 9.6 The Merchant is at all times liable for loss as a result of the unauthorised use of the security code and passwords, as well as set out in Clause 9.4.
Clause 9.7 MultiSafepay is in no way whatsoever liable for the loss of the security code and/or passwords which allow persons other than the Merchant to make use of the Merchant account. The Merchant is at all times responsible for the abuse of name and password and shall immediately notify MultiSafepay of loss/theft and/or abuse.
Clause 10: Security, fraud and imposing a security
Clause 10.1 MultiSafepay can impose additional conditions for the use of specific payment method(s). These must be accepted by the Merchant by means of additional Agreement(s). After signing, it is assessed whether the Merchant can make use of these payment methods.
Clause 10.2 The Merchant has taken note of the (fraud) risks associated with the use of the payments methods offered by MultiSafepay. MultiSafepay aims to limit these risks for the Merchant but is however not liable if these risks should nevertheless occur.
Clause 10.3 MultiSafepay can at all times stop the payment methods. This occurs in any event if there have been complaints/charge backs and/or changes in the laws and regulations.
Clause 10.4 MultiSafepay can for each Merchant with a business model with a high payment risk (Credit Card payments and Authorisations), impose a security measure.
Clause 10.5 MultiSafepay can (after acceptance) oblige the Merchant to remove website(s) from the MultiSafepay-account and/or remove articles form website(s). If this is not complied with, MultiSafepay has the option to suspend payments to the Merchant and/or (temporarily) block the MultiSafepay-account, or terminate the Agreement. MultiSafepay is not liable for any loss suffered.
Clause 10.6 MultiSafepay is obliged, on instruction by the Financial Institution(s), police, Public Prosecutor’s Office or holders of certified payment methods, or in specific situations at its own discretion (for example in the event of (alleged) fraud, breaches of WWFT, trade with countries of concern) to suspend payments to the Merchant and/or (temporarily) suspend the MultiSafepay-account, to terminate the Agreement and release information. MultiSafepay is not liable for any loss suffered.
Clause 11: Information, checking, reporting unauthorised use
Clause 11.1 MultiSafepay provides the Merchant information on the use of the MultiSafepay-account by means of the Agreement. The Merchant must check this information without delay and shall notify MultiSafepay of any inaccuracies or incompleteness observed by the Merchant. MultiSafepay may decide to adjust the inaccuracies or incompleteness after acquiring this information.
Clause 11.2 If the Merchant has not disputed the content of the information provided by MultiSafepay on the use of the MultiSafepay-account within 14 days after this information could reasonably be deemed to have been received, the content of such information is considered to be approved by the Merchant.
Clause 11.3 The Merchant is obliged, with due observance of the Agreement and instructions of MultiSafepay, to regularly check whether there is unauthorised use of the MultiSafepay-account, which includes unauthorised issued MultiSafepay payment instructions and unauthorised change of the User Settings.
Clause 12: Obligations of the Merchant
Clause 12.1 Third parties may not (via use of Merchant account) use the service provision of MultiSafepay. Third parties must directly be referred to MultiSafepay.
Clause 12.2 Reasonable rules and instructions of MultiSafepay must be followed. At the same time, all cooperation and relevant data and/or information for the (performance of the) Agreement must be provided.
Clause 12.3 The Merchant also ensures that the information provided/to be provided is accurate, complete and obtained in a fully lawful manner.
Clause 12.4 The Merchant ensures that the Transactions are or will be entered into in accordance with the applicable laws and regulations.
Clause 12.5 The Merchant is the entitled party to the domain name(s) of websites linked to MultiSafepay.
Clause 12.6 The Merchant uses a European business account number. The Merchant is obliged to keep this account at least 6 months after the termination of the Agreement with MultiSafepay.
Clause 12.7 The Merchant is responsible for the connection of the website(s) to the portal of MultiSafepay. The Merchant is and remains, including during the Agreement, responsible for the security and operation of the website(s).
Clause 12.8 The Merchant guarantees that goods/services that are offered/traded or in possession, are not criminally punishable and/or contrary to applicable laws and regulations and/or are contrary to the acceptance policy of MultiSafepay.
Clause 12.9 The Merchant must respond to email messages from Consumers and MultiSafepay within 2 days. The Merchant is responsible for handling with Consumer's communications and complaints.
Clause 12.10 The Merchant does not carry out activities leading to reputational damage or brand damage of MultiSafepay.
Clause 12.11 The Merchant has a properly operating complaints procedure.
Clause 12.12 The Merchant may not make any adjustments/process or copy to the MultiSafepay platform/payment module.
Clause 13: Merchant information
Clause 13.1 The Merchant guarantees the accuracy and completeness of the information provided to MultiSafepay by the Merchant (including name/address/place of residence). The Merchant shall notify MultiSafepay if the information changes.
Clause 13.2 On demand of MultiSafepay, the Merchant shall send MultiSafepay a copy of the means of identification (passport or driving licence) which details are made known to MultiSafepay when entering into the Agreement.
Clause 13.3 The Merchant is obliged to notify MultiSafepay of any changes in company status, company structure, service provision or other changes.
Clause 13.4 MultiSafepay shall handle the provided information with due care. In the event of loss/theft or any form of unlawful use, the Merchant shall be notified immediately. In that event, the Merchant can give directions to eliminate the abuse.
Clause 13.5 The information registered by MultiSafepay, or by the third parties it has engaged, for the use of the MultiSafepay-account, including the provision of the MultiSafepay payment instructions, the use of the Security Codes and the provision of the User Settings, received documents, constitute conclusive proof towards the Merchant subject to proof to the contrary supplied by the Merchant.
Clause 14: Communication
Clause 14.1 Communication between the Merchant and MultiSafepay relating to the MultiSafepay-account and the Agreement must take place with due observance of the Agreement and the General Terms and Conditions of MultiSafepay.
Clause 14.2 In the event of communication by e-mail, MultiSafepay directs its e-mails to the Merchant exclusively to the address given. E-mails are deemed to have been received at the latest 2 days after sending by MultiSafepay.
Clause 14.3 In the event of communication via the MultiSafepay website, the information is deemed to have reached the Merchant at the latest within 2 days after the making available or publication of such on the MultiSafepay website.
Clause 14.4 In the event of a change in the e-mail address of the Merchant, the Merchant must pass on the Security Code and the password to MultiSafepay. MultiSafepay shall subsequently implement the change within 2 working days.
Clause 15: Manual and instructions
Clause 15.1 MultiSafepay may give instructions and set requirements in relation to, inter alia, the opening and use of a MultiSafepay account. Instructions and requirements can also be set for the transfer into the MultiSafepay-account, to verify the bank account number of the Merchant and the termination of the MultiSafepay-account, use of the Security Codes and the User Settings and all other subject matters relating to the MultiSafepay-account.
Clause 15.2 The Merchant is obliged to carefully comply with the instructions and requirements set by MultiSafepay as referred to in clause 15.1.
Clause 15.3 MultiSafepay is authorised to change the instructions and requirements as referred to in clause 15.1 and shall notify the Merchant of such changes or give the Merchant the opportunity to take note of such via the MultiSafepay website.
Clause 16: Payment, costs of your application and interest
Clause 16.1 The Merchant owes MultiSafepay the payment(s) referred to in the Agreement or as notified during the formation of the Agreement to the Merchant and costs of your application due in connection with the MultiSafepay-account.
Clause 16.2 Payment of the monthly fixed payments (including the costs of your application for the use of the MultiSafepay-account) takes place by means of supplementing the negative opening balance. This payment must be made within 30 days from the opening of the MultiSafepay-account. After this term, MultiSafepay is entitled to collect the payment by means of a direct debit implemented in respect of the registered bank account. The Merchant hereby grants MultiSafepay an authorisation for this direct debit.
Clause 16.3 Payment of the fixed monthly costs (if applicable) takes place by means of supplementing the MultiSafepay balance. This payment must takes place within 30 days from the invoice of the monthly costs. After this term, MultiSafepay is entitled to collect the fixed monthly costs by direct debit. The Merchant hereby grants MultiSafepay an authorisation for this direct debit.
Clause 16.4 If at the time of entering into the Agreement, MultiSafepay does not invoice the Merchant a (periodically due) payment for the use of the MultiSafepay-account, MultiSafepay is entitled to introduce a new (periodically due) payment. MultiSafepay shall notify the Merchant at least 30 days before the commencement date of an introduction of a (periodically due) new payment, or give the Merchant the opportunity to take note of such via the MultiSafepay website. The Merchant is entitled to terminate the Agreement in accordance with the conditions from the date on which the introduced new payment comes into force.
Clause 16.5 The payment of fees and costs of your application must take place in the manner and at the time as prescribed by MultiSafepay. MultiSafepay is, inter alia, authorised to prescribe that a payment is due in advance or that the Merchant shall grant a direct debit authorisation. MultiSafepay is at all times entitled to offset the payments due by the Merchant and the costs of your application without further notification with the balance of the MultiSafepay-account. This irrespective of the currency in which the payments and counterclaims are expressed.
Clause 16.6 If the Merchant does not comply with the payment obligation on time, the Merchant is in default without any further notice of default being required and MultiSafepay is entitled, in addition to the relevant statutory interest, to charge extra-judicial collection costs of 15% over the outstanding amount. In that case, MultiSafepay is entitled to terminate the Agreement without further notice of default being required in accordance with the provisions in clause 4. MultiSafepay is entitled to block the access to the MultiSafepay portal and/or terminate the Agreement wholly or in part.
Clause 16.7 MultiSafepay does not pay interest on credit balances in the MultiSafepay-account. All costs, taxes and/or other levies are for the account of the Merchant, unless otherwise agreed in writing or prescribed by mandatory law.
Clause 17: Rates
Clause 17.1 MultiSafepay is authorised to unilaterally change the rates/transaction costs, allocated payments and costs of your application as owed by the Merchant.
Clause 17.2 The Merchant shall be notified of this change at least 30 days before the commencement date of the change or the Merchant shall be given the opportunity to take note of such via the MultiSafepay website.
Clause 17.3 If the Merchant does not agree with the rate change, the Merchant is entitled to terminate the Agreement from the date of the commencement of the price change.
Clause 17.4 It is not permitted to negotiate on rates via third party/parties. Any negotiations may take place only between the Merchant/Partner and MultiSafepay . If negotiations take place/have taken place, MultiSafepay can unilaterally terminate the Agreement with the Parties or charge a fine of €200 for each day the breach continues.
Clause 17.5 If there is a currency conversion by Acquirer/MultiSafepay, the costs of such shall be charged on to the Merchant.
Clause 18: Position of MultiSafepay with regard to Chargebacks and cancelling payments
Clause 18.1 A Chargeback can be reclaimed up to a year after payment. MultiSafepay is never responsible and liable, both legally or financially, for the non-payment of a Consumer for the purchased products and/or services or the costs the Merchant has to incur in order to as yet claim the monies from the Consumer.
Clause 18.2 The Merchant indemnifies MultiSafepay against all direct and indirect costs and liability arising from a Chargeback/payment cancellation, irrespective of the correctness of such.
Clause 18.3 MultiSafepay is entitled to offset a Chargeback from a specific period with the pay-out due to the Merchant by MultiSafepay or to recoup this via a direct debit procedure. MultiSafepay is at all times entitled to claim this Chargeback from the Merchant should the credit balances of the Merchant not be adequate for the settlement of the Chargeback. This can also take place by means of a collection procedure.
Clause 18.4 If the Merchant is repeatedly confronted with Chargebacks, the Merchant can be included in a Chargeback programme specifically devised by the Financial Institutions. MultiSafepay can also decide to turn off the option to pay via these payment method(s) in the MultiSafepay BackOffice or to impose a fine. If this happens for Payment Methods for which the Merchant uses the contracts of MultiSafepay, MultiSafepay shall notify the Merchant as soon as possible. If the Merchant has a direct Agreement with the Financial Institution, the Merchant itself is responsible for the receipt of, and the adherence to, the notifications of the Financial Institution to the Merchant regarding Chargebacks. If the Merchant has many Chargebacks, a Financial Institution can fine the Merchant. MultiSafepay can at all times charge on fines and costs which the Financial Institutions charge on to MultiSafepay in relation to Chargebacks made for the Transactions for the benefit of the Merchant, to the Merchant. If the Financial Institutions stops the Connection Number of the Merchant, the Merchant cannot hold MultiSafepay liable.
Clause 18.5 The Merchant pays the rate as agreed in the Agreement for administration costs for chargebacks and cancelled payments.
Clause 19: Complaints procedure
Clause 19.1 The Merchant must clearly state on the website that in the event of complaints, Consumers should not contact MultiSafepay. The Merchant is responsible for handling complaints.
Clause 19.2 If despite the provision in clause 19.1 the Consumer nevertheless lodges a complaint with MultiSafepay, this can take place by e-mail or regular post.
Clause 19.3 MultiSafepay shall verify whether the complaint is well-founded and subsequently contact the Merchant by e-mail.
Clause 19.4 If contact between MultiSafepay and the Merchant has been established, the Merchant must contact the Consumer to resolve the complaint within 2 working days.
Clause 19.5 If the Merchant cannot be reached, MultiSafepay shall notify the Merchant by e-mail of the obligation to contact the Consumer within 2 working days.
Clause 19.6 After two working days, MultiSafepay contacts the Consumer in order to inquire after the status of the complaint.
Clause 19.7 If the Merchant has dealt with the complaint correctly in the view of MultiSafepay, the complaint is closed.
Clause 19.8 If the complaint relates to the ‘non-delivery’ of a product and the Merchant disputes the delivery, the Merchant is obliged to supply proof of posting or additional information. If this is not possible, MultiSafepay will irrevocably decide in favour of the Consumer.
Clause 19.9 If a complaint is not dealt with, MultiSafepay shall again contact the Merchant and the Merchant is again notified of the obligation to resolve the complaint within 14 days. In this period, the payment to the bank account of the Merchant shall be suspended as a precaution (assessment on the basis of each individual Merchant). The Merchant has the choice of delivering the product or refund the amount to the Consumer.
Clause 19.10 If, in the view of MultiSafepay, the Merchant has correctly dealt with the complaint, the complaint is closed. It will yet again be possible for the Merchant to dispose of the credit balances and to pay such into their own account (assessment on the basis of each individual Merchant). If the complaint has not been dealt with within the set term of 14 days, MultiSafepay, contacts the Consumer to inquire after the handling of the complaint. If the complaint has been dealt with, the complaints procedure is closed.
Clause 19.11 If the Merchant has not dealt with the complaint and the Consumer has not received the product, the account and the payment are, as a last resort, closed. The amount the Merchant owes the Consumer can, insofar as adequate, be transferred from the credit balance in the account of the Merchant to the Consumer.
Clause 19.12 Before MultiSafepay pays any credit balance to the Consumer, the Consumer is obliged to report the Merchant to the police. MultiSafepay, subsequently pays this amount to the Consumer or can oblige the Consumer via his e-wallet to transfer this amount to his/her own bank account on payment of €0.50.
Clause 19.13 MultiSafepay is not responsible and/or liable for the payment and/or refunding of amounts which are owed by the Merchant.
Clause 20: Supplementary Fastcheckout Complaints Procedure
Clause 20.1 If the Consumer has paid for the product via Fastcheckout, the Consumer could be eligible for a payment in the context of the Fastcheckout Guaranteed scheme.
Clause 20.2 The Consumer can claim under the Fast checkout Guaranteed scheme only if the payment has been made via the MultiSafepay Fast checkout account. In addition, the complaints procedure described under clause 19.1 through 19.11 must have been followed and the Consumer must have reached the stage that it must independently collect the amount from the Merchant.
Clause 20.3 The Fast checkout Guaranteed scheme applies only to Fast checkout payments for products which have been sent by post. Payments for services, access to digital content and travel tickets (including airline tickets) are not eligible for a payment in the context of the Fast checkout Guaranteed scheme.
Clause 20.4 If the Consumer claims on the Fast checkout Guaranteed scheme in accordance with the above clauses, MultiSafepay takes to the best its knowledge and at its own discretion a final decision in favour of the Consumer or the Merchant. Both the Consumer and the Merchant may receive the request to provide a report, evaluations by third parties or other to provide other information or documents (proof of delivery or acknowledgement of receipt) which reasonably required to (further) investigate the complaint.
Clause 20.5 If MultiSafepay rules on a complaint in favour of the Consumer, the MultiSafepay Guaranteed Foundation refunds the Consumer the total purchase amount only, up to maximum €200 per order, for the product or the products. The MultiSafepay Guaranteed Foundation can recoup the total costs (including the costs of the complaints procedure and the statutory interest and the extra-judicial collection costs) by means of a judicial debt-collection agency from the Merchant.
Clause 20.6 If MultiSafepay commences an investigation into the cause of complaints about the actions of a Merchant, MultiSafepay may invoice the administration costs incurred to the Merchant.
Clause 21: Own goods and services of the Merchant
Clause 21.1 The Merchant ensures for its own account and at its own risk the uninterrupted availability and the proper functioning of the goods and (telecommunication) services required or prescribed by MultiSafepay for the use of the MultiSafepay-account. The Merchant shall (if applicable) always carefully comply with the set instructions and requirements arising from the Agreement of MultiSafepay relating to said goods and services. MultiSafepay is authorised to change the goods and/or (telecommunication) services prescribed for the use of the MultiSafepay-account and shall notify the Merchant of such or give the Merchant the opportunity to take note of such via the MultiSafepay website.
Clause 22: Trademark, licence and copyright
Clause 22.1 The Merchant declares to be aware of the fact that trademark, licence and copyrights might apply to products, texts and visual material on website(s). The Merchant is familiar with the applicable laws and regulations in this respect, has taken measures to comply with these laws and regulations and does all that is in its control to prevent an infringement of these laws and regulations.If necessary, the Merchant can at the request of MultiSafepay prove within 24 hours that the laws and regulations in respect of the licence, copyright and trademark rights are respected. This proof can consist of invoices of suppliers or declarations by licence holders for example.
Clause 23: Faults
Clause 23.1 For the benefit of maintenance, MultiSafepay can temporarily put (part of its) platform or the website out of service. MultiSafepay shall limit this to the minimum and where this is nevertheless necessary notify this on time - taking into account the circumstances of the situation, unless this is reasonably not possible.
Clause 23.2 The technical characteristics of MultiSafepay may be changed. If possible, MultiSafepay shall try to make these changes without this affecting the user possibilities of the Merchant.
Clause 23.3 If a fault occurs which affects the functioning of MultiSafepay, this fault must be notified as soon as possible by or on behalf of the Merchant. Faults are investigated as soon as possible but in any case within two working days after they have been notified to MultiSafepay, unless this is reasonably not possible within that term.
Clause 23.4 MultiSafepay cannot be held liable for technical faults occurring at third parties,which cause the execution of transactions to be (temporarily) impossible. Third parties mean all Financial Institutions with which MultiSafepay has a relationship.
Clause 23.5 The Merchant must, if this is required for a proper fault investigation, render its cooperation. A fault shall be investigated by MultiSafepay to the best of its ability and as quickly as possible.
Clause 24: Intellectual property
Clause 24.1 The name MultiSafepay, trademarks and logos concerning MultiSafepay and the techniques (including but not limited to computer equipment and software) and methods for the performance of the Agreement are subject to intellectual property rights (including trademark rights, copyrights and patents rights) of MultiSafepay and its suppliers.
Clause 24.2 The name MultiSafepay, trademarks and logos concerning MultiSafepay and the techniques and methods used by MultiSafepay in the performance of the Agreement may, insofar as not required for the performance of the Agreement, not be used, changed, multiplied, disclosed or provided to third parties.
Clause 25: Third parties
Clause 25.1 MultiSafepay is entitled to engage (the services of) third parties in the performance of the Agreement.
Clause 25.2 MultiSafepay is entitled to transfer the legal relationship with the Merchant, which arises from the Agreement, to a third party. The Merchant hereby grants in advance the unconditional and irrevocable consent for the transfer of the rights and obligations of MultiSafepay under the Agreement to the relevant third party.
Clause 26: Liability
Clause 26.1 Without prejudice to the other provisions in these General Terms and Conditions concerning liability, and unless arisen as a direct result of its intentional act or gross negligence, MultiSafepay is not liable for loss which directly or indirectly is the result of:
- Clause 26.1.1 The inability to use the MultiSafepay-account in the cases as set out in clause 4;
- Clause 26.1.2 Unauthorised use of the MultiSafepay-account or a Security Code until such time the Merchant has notified MultiSafepay of such in accordance with the provisions in clause 13;
- Clause 26.1.3 The failure by the Merchant to comply with the provisions in the Agreement, in these General Terms and Conditions or with the instructions as given by MultiSafepay;
- Clause 26.1.4 International conflicts;
- Clause 26.1.5 Measures by any domestic, foreign or international government;
- Clause 26.1.6 Measures of a supervisory body;
- Clause 26.1.7 Boycott actions;
- Clause 26.1.8 Industrial action at third parties or amongst own personnel;
- Clause 26.1.9 Faults in and suspension of the electricity supply, in telecommunication services or connections, or in equipment or software of MultiSafepay or of third parties engaged by MultiSafepay;
- Clause 26.1.10 By third parties engaged by MultiSafepay in the performance of the Agreement.
Clause 26.2 MultiSafepay is not liable for indirect damages, including loss of profit, loss as a result of business interruption and consequential damages.
Clause 26.3 If the damage is the result of an intentional act or gross negligence on the part of MultiSafepay, engaged party/parties or their managers, the limitations of liability lapse.
Clause 26.4 MultiSafepay can be held liable only for an imputable failure in the performance of the Agreement if MultiSafepay is immediately and properly issued with a written notice of default. MultiSafepay must be given a reasonable term to rectify the failure and MultiSafepay must also after the set term continue to imputably fail in the performance of the obligations. MultiSafepay must receive a complete and detailed description of the failure from the Merchant so that the MultiSafepay is able to rectify the failure.
Clause 26.5 The Merchant must notify the loss as soon as possible, which means within one month after becoming aware of the loss or reasonably becoming aware of the loss, to MultiSafepay in writing.
Clause 26.6 MultiSafepay is indemnified against all claims by Financial Institutions, payment method owners, government bodies, Customers and/or other third parties arising from any acts and/or omissions by the Merchant, Customers and third parties (it has engaged). MultiSafepay is indemnified against all (legal/incurred) costs of MultiSafepay if it is held liable by such parties in connection with any acts and/or omissions of the Merchant.
Clause 27: Force Majeure
Clause 27.1 The Parties are not liable in the event of force majeure.
Clause 27.2 There is force majeure on the part of MultiSafepay if suppliers (imputably) fail to comply with their obligations and/or fail in the performance of the Agreement. Or if new/amended laws and/or regulations impede the implementation of transactions.
Clause 27.3 The Parties may terminate the Agreement in writing if there is a transitional situation lasting longer than 90 days. The performances shall be settled on a proportional basis without the parties owing each other anything.
Clause 28: Intellectual property
Clause 28.1 All rights relating to intellectual and industrial property, including software, data (files), offers, manuals are vested in MultiSafepay.
Clause 28.2 The Merchant exclusively acquires the non-transferable and non-exclusive and limited user right to use the MultiSafepay account and software for its own objectives, this in accordance with the Agreement and statutory requirements. The Agreement may not be transferred to a third party. Sublicences may not be granted either.
Clause 28.3 MultiSafepay may change the functionalities/characteristics of the use of the MultiSafepay-account. If this change has an objectively negative result for the service provision of MultiSafepay, the Merchant may terminate the Agreement in writing. In that event, the Merchant is not liable to pay compensation.
Clause 28.4 MultiSafepay may (further) limit the number of users/servers/work stations that are making use of the MultiSafepay portal. MultiSafepay may monitor this.
Clause 28.5 In the event of a breach, MultiSafepay is entitled to grant user rights and to invoice a payment for these missing user rights with retroactive effect.
Clause 28.6 MultiSafepay may use the Merchant’s tradename and logo/brand for retention purposes and in advertising.
Clause 29: Confidentiality
Clause 29.1 The Parties are obliged in the widest sense of the word to keep all data and information with a confidential character which has been provided in the performance of the Agreement, confidential, to secure it in a suitable manner and not disclose it to third parties. Confidential information includes information relating to business operations/financial situation/data, specific conditions, information relating to transactions, manuals and software. Information is also deemed to be confidential if this information should have been considered confidential based on the content. All communication, data and documents of MultiSafepay remain the property of MultiSafepay.
Clause 29.2 The Parties may not use or disclose the provided information/data if the Agreement is/will be terminated for whatever reason.
Clause 29.3 The duty of confidentiality does not apply if: this is otherwise determined in the General Terms and Conditions; there is a statutory obligation to disclose; it has been drafted independently of the confidential information; it is publicly accessible or if the disclosure is an obligation of authorities; or the information, through no action of MultiSafepay, has been disclosed by another party.
Clause 30: Amendments to the General Terms and Conditions of MultiSafepay
Clause 30.1 MultiSafepay is entitled to amend these General Terms and Conditions. MultiSafepay shall notify the Merchant of such an amendment at least 30 days before the commencement date or give the Merchant the opportunity to take note of such via the MultiSafepay website.
Clause 31: Personal data protection
Clause 31.1 There will be processing of personal data in the context of the performance of the Agreement/service. Each Party guarantees that it shall process the personal data of Customers in accordance with the Personal Data Protection Act and any other applicable regulations relating to the processing of personal data and issued guidelines.
Clause 31.2 MultiSafepay is entitled to record and store (personal) data. This data shall not be provided to third parties except in the case of the exceptions referred to in clause 10 pursuant to the law or a legal judgment.
Clause 31.3 The Merchant and MultiSafepay shall take suitable technical and organisational (security) measures in accordance with WBP to protect personal data against loss and/or any form of unlawful processing.
Clause 31.4 Transaction details are recorded in such a way that for one year after recording they can be consulted by the Merchant.
Clause 32: Applicable law and competent court
Clause 32.1 All Agreements entered into are exclusively subject to Dutch law unless otherwise agreed.
Clause 32.2 The applicability of the Vienna Sales Convention is excluded.
Clause 32.3 Any disputes which might arise as a result of an Agreement shall exclusively be submitted to the competent court in the district Amsterdam.
Clause 32.4 These General Terms and Conditions are drafted both in Dutch and in English. In the event of departure or contradiction, the version drafted in the Dutch language prevails.