1. Terms and Definitions
1.1 "Offer" means this Public Offer for Information and Technology Services.
1.2 “We”, “Us”, “Our” and other such forms of reference mean PLAYPAY LTD., a company registered under the laws of England and Wales, with registration number: 13752318, and address at 91 Battersea Park Road, London, England, SW8 4DU.
1.3 “You”, “Your”, Your” and other such forms of reference mean one of the following: (i) an individual who uses the online interfaces of the Platform for Recipient Services, or (ii) a person using the Platform for the Client Services.
1.4 “Payment Partner” or “Settlement Bank” means Our counterparty(ies) authorized to effect funds transfers and other related payment transactions with whom You enter into a relationship through the use of the Platform’s online interfaces.
1.5 “Issuer” means a legal entity or a credit institution (non-bank credit institution), including the Settlement Bank, which has provided the Payment Instrument to You following the terms and conditions of the Payment Instrument Agreement.
1.6 “Settlement Participants” means You, the Settlement Bank, the Issuer and the Recipient when referred to collectively.
1.7 “Client” or “Payer” means a person who is a consumer of the Goods and who uses the Authorization Page of the Platform to make a Transfer in favor of the Recipient.
1.8 “Recipient” means a person who receives the Transfer from the Client.
1.9 “Transfer” means actions of the Issuer aimed at execution of the Instruction, which includes actions performed to receive from the Client the funds (electronic funds) that were provided by the Client to the Issuer using the Payment Instrument within the applicable forms of cashless settlements, providing Authorization and subsequent transfer of the funds to the Settlement Bank for the Transfer Settlements performance. The Transfer shall be deemed accepted and shall become final and irrevocable from the moment We send a Transfer Acceptance Confirmation. The Transfer shall become finished when the Settlement Bank completes Transfer Settlements.
1.10 “Goods” means all goods, services, or other considerations that the Recipient delivers to the Client in exchange for the Transfer, information about which is available on the Recipient's Website.
1.11 “Marketplace” means the Website of the Recipient, on which the Recipient offers the Client to purchase Goods in exchange for a Transfer execution.
1.12 “Prohibited Goods” means types of goods (works, services) sold by the Recipient and(or) related to the activities of the Recipient that violate the requirements of the Russian Federation legislation (as well as the personal applicable law of the Recipient), including: (i) Goods related to the sale (including the sale itself) by the Recipient of weapons, firearms and explosive substances and objects; narcotic, psychotropic, toxic, corrosive and radioactive substances; human organs and tissues; alcoholic and tobacco products; services for the organization and conduct of gambling; services of a sexual nature, as well as those that are contrary to generally accepted norms of morality and ethics; other Goods prohibited or restricted in circulation in accordance with the legislation of the Russian Federation (as well as the personal applicable law of the Recipient); (ii) Goods that may not be (were not) provided intentionally by the Recipient to the Client after payment, including the Goods in respect of which the Recipient refused to provide Us with the relevant documents confirming the fact of their provision to the Client after the payment was made, and(or) the Goods, in respect of which the Recipient did not report the fact of their sale and(or) provided false information about the Goods being sold.
1.13 “Site” means Our website at https://palych.io
1.14 “Recipient’s Website” means the Recipient's website where Goods are offered for purchase to Customers in exchange for making a Transfer.
1.15 “Account” means a personalized part of the Recipient’s Platform through which We provide Recipient Services.
1.16 “Platform” means Our software called Palych, which is made available to You on the Site either (a) through an Account or (b) through a Login Page.
1.17 “Authorization Page” means a part of the Platform that ensures the execution of Clients’ orders using a payment instrument to make a Funds Transfer.
1.18 “Authorization” means the permission granted by the Issuer to make a Transfer, which entails the Issuer’s obligation to execute Orders and Our obligation to provide Services to the Client. The Issuer provides Authorization, subject to the sufficiency of funds on the Payment Instrument for the Transfer. The Issuer has the right to refuse to grant the Authorization without explanation.
1.19 “Bank Card” or “Payment Instrument” means a Payment Bank Card (e.g., Visa, MasterCard, MIR), which the Issuer provided to the Client to make payments, and which is used by the Client in the manner and on the terms established by the Payment Instrument Agreement.
1.20 "Banking Data" means the following details of the Client’s bank card, related to personal data, transferred by the Client to Us by entering them on the Authorization page to make a Transfer and Refund Operations, and necessary to identify the Client: bank card number; bank card validity period (Month/Year); bank card code (PPK2/CVC2/CVV2).
1.21 “Payment Instrument Agreement” means an agreement between the Client and the Issuer, according to which the Issuer has provided the Payment Instrument to the Client.
1.22 “Authorization Request” means an electronic document containing a request to the Issuer to provide Authorization, which We issue using the Platform based on the Client's Application.
1.23 “Transfer Acceptance Request” means an electronic document with a request to the Recipient about the ability to accept the Transfer, and(or) to the Settlement Bank about the ability to settle on the Transfer, which We issue using the Platform based on the Authorization.
1.24 “Application” means an electronic document containing (1) the Client’s application for joining the Offer, (2) an instruction (instruction) to Us for the provision of Services for the Client, as well as (3) Transfer Parameters and other information that We need to provide the Client Services, automatically generated on the Authorization Page.
1.25 “Invalid Transfer” means a Transfer that is either (i) related to the sale of Prohibited Goods, or (ii) made in favor of the Recipient in violation by the Client of the Issuer’s rules, or (ii) a Transfer that has become (which may become) subject to disputes and disagreements in accordance with the Issuer’s rules.
1.26 “Refund Operation” means the actions of the Recipient aimed at returning the Transfer to the Client's address in whole or in part, caused either (i) by the return of the Goods by the Client, including due to the failure to provide the Client with the Goods previously paid by the Client, or (ii) by an erroneous indication by the Client of the Payee's Payment Details in the Order. The amount of funds for the Refund Operation is determined in accordance with the agreement concluded between the Client and the Recipient, but in any case cannot exceed the amount of the initial Transfer.
1.27 “Transfer Parameters” means information specified by the Client on the Authorization Page, including the name of the Payment Method, the Client's Banking Data, and other information that allows the Settlement Participants and Us to identify the Transfer.
1.28 “Transfer Acceptance Confirmation” means an electronic document containing a confirmation of acceptance by the Recipient/Settlement Bank of the Recipient of the Transfer, which We generate through the Platform based on the confirmation received from the Recipient/Settlement Bank of the ability to accept the Transfer. The Beneficiary/Settlement Bank sends a confirmation of the possibility to accept the Transfer, subject to successful identification of the Transfer in the accounting system of the Beneficiary/Settlement Bank according to the specified Transfer Parameters. The Recipient/Settlement Bank has the right to refuse to accept the Transfer without explanation.
1.29 “Instruction” means an electronic payment document containing the Client's order to make a Transfer, as well as information that allows the Transfer to be made and sent by the Client to Our address using all or part of the Client's Banking Data through the Authorization Page.
1.30 “Transfer Settlements” means actions of the Settlement Bank aimed at making settlements with Issuers and Recipients for completed Transfers.
1.31 “Services” means services provided by Us on the terms of the Offer using the relevant functionality of the Platform, provided on the terms of a simple (non-exclusive), royalty-free, non-transferable, territorially unlimited and perpetual license.
1.32 “Recipient Services” means Services of accepting electronic means of payment in Your favor for transactions using electronic means of payment, the actual rendering of which takes place by the Payment Partner, by sending a request-response to the Payment Partner through the online interfaces of the Platform.
1.33 “Client Services” means Services for ensuring information and technological communication between the Settlement Participants when making a Transfer from using the Payment Method through the Authorization Page, which includes services for the collection, processing and sending to the Issuer of the Authorization Request, the Recipient / Settlement Bank of the Request to Accept the Transfer, to You the Confirmation of Acceptance of the Transfer.
2. Parties and Payment Partner
2.1 Parties. The provisions of the Offer apply (i) to all business relations between Us and the Recipient related to the provision of Recipient Services, as well as ii) to all relations related to Our support of information and technological interaction between the Settlement Participants when making a Transfer using the Payment Instrument on the Authorization Page in order to provide Client Services.
3. Offer Acceptance
3.1 Acceptance of Conditions. Acceptance of Conditions. Joining the Offer is considered to be completed either (i) for Recipients: after You have registered on the Site at https://palych.io/wizard and agreed with its terms marking the appropriate fields under the Offer acceptance request; or (ii) for Clients: after You have chosen the Payment Method on the Authorization Page, and also marked relevant fields, and confirmed Your consent to making the Payment by clicking the “Pay” button than sent Us the Application. Please note that We may store data about Your actions (through a logging system) to make a mark throughout the Account's lifetime, as well as for 5 (Five) years after its deletion unless otherwise provided by applicable law.
3.2 Authorization. If You are a Client, then by joining the Offer, You are deemed to have given Us the power to represent You, with the following rights: (i) to prepare and sign in Your name settlement documents necessary for the Services rendering; (ii) to make settlements under the Transfer, including transfer Order to the Issuer via the Platform; and (iii) to transfer data about the results of the Transfer to the Settlement Bank, including for settlements under the Transfer.
4. Term and Amendment
4.1 Term. Once You accept this Offer, the agreement between You and Us is concluded. This Offer has no expiration date.
4.2 Amendment. We can change this Offer at any time. We might need to do this, in particular, due to a change in Our business processes, the influence of external factors and other reasons. After the amendment, We immediately publish the amended Offer on the Site so You can study a new version. Please remember that You bear all risks of Your continued use of the Platform under the amended terms of the Offer. Should You continue to use the Platform after the Offer is amended, We should have all rights to unconditionally consider that You agree with the terms of the amended Offer.
5. Scope of Recipient Services
5.1 Offer to the Recipient. This Offer, among other things, regulates the conditions for the provision of Recipient Services for the acceptance of electronic means of payment in favor of the Recipient for transactions using electronic means of payment, which actual rendering executed by the Payment Partner, by sending a request-response to the Recipient to the Payment Partner through the online interfaces of the Platform.
5.2 Account. The last registration stage is opening a unique URL link sent to the Recipient’s email address. To complete the registration, the Recipient must follow this link, after which he will be able to enter the Account at the URL link https://palych.io/merchant/login by entering the authorization data specified at the registration stage (email and password). If you are the Recipient, please ensure the safety of the access data to the Account, and in case of loss of access to the Account, notify us immediately. If the Recipient did not promptly inform us about the loss of access to the Account, we would assume that all actions performed using the Recipient’s Account were performed personally by the Recipient!
5.3 Platform. After the Recipient registers an Account, he(she) can use the Platform. To start setting up the Recipient’s Web site, go to the “Stores” section and follow the instructions.
5.4 Refusal of the Service Rendering. We may refuse the Recipient to render the Recipient Services without giving reasons.
6. Scope of Client Services
6.1 Offer to the Client. The Offer, among other things, governs the conditions for rendering Client Services to ensure information and technological interaction between the Settlement Participants while making a Transfer using a Payment Method through the Authorization Page.
6.2 The Moment of Client Services Rendering. Our obligations under the Offer in this part are limited to the provision of information technology services related to the organization of Transfers and Return Operations and the subsequent organization of payments under the Client's Orders. We are not a party to Transfers and Returns.
6.3 Conditions for the Client Services Rendering. The rendering of the Services is allowed subject to the following conditions: (i) the Payment Instrument belongs to the Client, (ii) the device with which the Payment supposed to be executed is connected to the Internet, (iii) We have the technical ability to render the Client Services.
6.4 Grounds and Procedure for Client Services Rendering. The basis for the implementation of information and technological interaction between the Settlement Participants is: (i) for sending the Authorization Request to the Issuer - Application; (ii) for sending the Request to the Recipient / the Settlement Bank for the Transfer acceptance - Authorization provided by the Issuer; (iii) for sending of the Transfer Acceptance Confirmation to the Issuer and Client - confirmation of the Beneficiary / the Settlement Bank on the possibility to accept the Transfer. The Transfer is considered accepted and becomes final and irrevocable from the moment We send the Transfer Acceptance Confirmation. The Transfer becomes completed when the Settlement Bank makes Settlements for the Transfer.
6.5 Successful and Unsuccessful Transfer. As confirmation of the successful completion of the Transfer and the provision of the Services by Us, We will generate and send a notification to the Client. If a notice has not been received due to a technical failure, the Client can contact the customer support service by calling the numbers indicated on the Site to receive confirmation of the Transfer. If the Transfer Parameters specified in the Application are unreliable, and if the Issuer refuses to make the Transfer, the Service to the Client is considered not provided, and the Transfer is not performed. We will notify the Client about the failure to provide the Service about an error when making a Transfer. At the same time, the Client has the right to apply directly to the Issuer for information.
6.6 Payment Сurrency. The Settlement Bank carries out settlements on the Transfer in the following currencies: RUB, EUR, and USD, following the applicable legislation and internal regulatory and administrative documents of the Settlement Bank.
6.7 Suspension of Services. We have the right to suspend access and ability to use the Platform for the Services ordering (i) both in whole and in respect of all or part of the Transfers in favor of certain Recipients (including using certain Payment Methods), if there are risks for Us and the Settlement Participants that We cannot control, as well as in other cases foreseen herein, by legislation and Our internal policy; (ii) if We can reasonably assume possible attempts of fraud or other illegal activities from the Client, including those related to the Invalid Transfer (in such a case, the suspension is aimed at protecting rights and interests of both Us and Settlement Participants, it is not a violation of the Offer, and cannot serve as a ground for the proprietary penalties and other negative consequences, both in relation to Us and Settlement Participants); as well as (iii) when carrying out preventive maintenance on the Platform and(or) the Website.
6.8 Refusal of the Service Rendering. We have the right to refuse to fulfill obligations under the Offer unilaterally without explaining reasons, including due to the requirements of the money laundering regulations.
7. Refund Operations
7.1 Grounds. The return of funds under the Refund Operation is carried out by Us in favor of the Client, subject to the following requirements: (i) We have received a relevant application from the Recipient to execute the Refund Operation; (ii) We have the technical ability to send the Issuer a document containing a request for the Issuer's ability to return funds to the Client under the Refund Operation; (iii) We have received an electronic document from the Issuer containing confirmation of the possibility to return funds to the Client under the Refund Operation.
7.2 Lack of Technical Capability. If We are not technically able to send the Issuer a document containing a request for the Issuer's ability to return funds to the Client under the Refund Operation, the Refund Operation is carried out on the basis of the Client's application sent to Us using the Contact Information.
7.3 Independence of the Recipient with regard to Refund Operations. The Recipient independently determines the procedure and methods for returning funds to You under the Refund Operation. The resolution of disputes about the reason for non-refund of funds under the Refund Operation is carried out between the Client and the Recipient, without Our participation.
8. Confidentiality
8.1 Our Privacy Policy. We respect Your privacy and are committed to ensuring that any personal information You share with Us is adequately protected. Please read the Personal Data Processing Policy published at: https://palych.io/privacy_eng, which sets out Our policies and procedures regarding the collection, use and(or) exchange of Your personal data, which is an annex to the Offer. Please do not join the Offer if You fully or partially do not agree with the provisions of the Personal Data Processing Policy.
8.2 Data Storage. Please note that We do not store critical authentication data of the Client’s Payment Instrument after Authorization, even in encrypted form!
9. Liability
9.1 Invalid Translation. By submitting the Application, the Client assumes any risks associated with making a Transfer later recognized as an Invalid Transfer. If the Transfer is recognized as an Invalid Transfer, the Client is not entitled to present any claims against Us relating to the making of the Invalid Transfer and require Us to perform a Refund Transaction. Any claims associated with making an Invalid Transfer shall be settled between the Client and the Recipient without Our participation.
9.2 Limitation of Liability. We are not responsible for any of the following: (i) losses incurred by the Client or third parties as a result of the violation by the Client of the terms of the Agreement; (ii) for the leakage of information about Transfers and Refund Operations using the Platform as a result of interception or interception of communication channels, other similar actions in relation to Us; (iii) violation of the functionality of the Platform, including those caused by illegal actions of third parties; (iv) any failures on the Site and(or) the Platform (including computer viruses), in telephone or other communications, as well as failures caused by internet service providers; (v) acts or omissions of a third party (such as a telecommunications provider, computer hardware or software provider) or for damages resulting from any circumstances beyond Our control (such as fire, flood or other natural disaster, war, riot , strike, equipment failure, computer virus or failure of electrical, telecommunications networks or other services); (vi) misuse or misuse of the Payment Method, as well as for abuse of the functionality of the Payment Method.
9.3 Receiver API. We are not responsible for any misuse of the API (Application programming interface; Platform Programming Interface) by the Recipient. In particular, transactions and(or) payouts are considered successful only when the Platform unequivocally gives a positive answer. Transactions and(or) payouts are considered unsuccessful only when the Platform unequivocally provides a negative response. In any other situations (for example, incorrect format, timeout (the operation is temporarily impossible), transactions and payouts are in an indeterminate status. If the Client independently decides on the success (failure) of the transaction and(or) payment in the presence of uncertain status, You are personally responsible for such a decision.
9.4 UNLESS OTHERWISE PROVIDED IN THE AGREEMENT, TO THE FULLEST EXTENT POSSIBLE, THE PLATFORM AND ALL ITS COMPONENTS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTY OF ANY KIND, AND WE DISCLAIM ANY WARRANTIES, EXPRESS OR IMPLIED INCLUDED BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. YOU ACKNOWLEDGE THAT YOU ACKNOWLEDGE THAT WE DO NOT GUARANTEE THAT THE OPERATION OF THE PLATFORM WILL BE UNINTERRUPTED, TIMELY, SECURE, AND ERROR-FREE OR THAT THE PLATFORM WILL BE FREE OF VIRUSES.
9.5 UNLESS OTHERWISE AGREED, IN NO EVENT SHALL WE BE LIABLE FOR DIRECT, INDIRECT, OR ANY OTHER DAMAGES FOR ANY PERIOD ARISING IN CONNECTION WITH YOUR USE OF THE PLATFORM, INCLUDING, BUT NOT LIMITED TO, LOSS DATA, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.
9.6 UNLESS OTHERWISE PROVIDED BY AN AGREEMENT BETWEEN US, OUR TOTAL AGGREGATE LIABILITY FOR RELATIONS RELATED TO THE USE OF THE SITE, ACCOUNT, AND PLATFORM IN NO EVENT WILL EXCEED ONE HUNDRED US DOLLARS.
10. Site Content
10.1 Site Content. The Site may contain various content, including, but not limited to, protected intellectual property (“IP”). All exclusive rights to IP belong to their respective owners. Please note that if We allow You to upload images, text, or any other content to the Site (“User Content”), then You warrant that You have all the necessary permissions to upload User Content to the Site, and You consider that You have granted Us a worldwide, royalty-free, non-transferable, non-exclusive license to use User Content on the Site to display it on the Site, as a result of which such User Content will be available to an unlimited number of people for the entire duration of the Account.
11. Guarantees
11.1 Website Ownership. The Recipient warrants that he(she) is the sole administrator of the domain name hosting the Recipient's Website and specified in the Account for receiving Transfers.
11.2 Website Content. The Recipient warrants that the contents of the Recipient's Website conforms to the legal requirements and will not contain information that could damage Our reputation and reputation of the Payment Partner or third parties.
11.3 Change of the Recipient's Website. The Recipient warrants that he(she) will not change the domain name of the Recipient's Website specified in the Account for Us to provide the Recipient Services, including by redirecting.
11.4 Documents and Information. The Recipient guarantees, within three (3) days from the date of Our request, to provide any documents and(or) information related to the activities of the Recipient using the Platform, including documents confirming the fulfillment of counter obligations to the Clients for the Transfer, in the manner specified by Us.
11.5 Provided Data. You warrant that You will provide only complete and correct data and ensure that We and the Payment Partner have only up-to-date information.
11.6 Use of the Platform. You warrant that You will use the Platform only for lawful purposes, and will not use anonymization tools (sox servers, proxy servers, distributed anonymous networks such as "tor" and others).
11.7 Legality of Business. You warrant that You will fully comply with all following legal requirements: (i) requirements of the country of which You are a citizen; (ii) requirements of the country where Your legal entity is a resident; (iii) requirements of the country where the Recipient will operate (if You are the Recipient), as well as international legislation in terms of financial settlements.
11.8 Mandatory Payments. You guarantee that You will fulfill Your obligations to pay taxes and other obligatory payments in a timely manner and in full.
12. Dispute Resolution and Jurisdiction
12.1 Applicable Law. This Offer shall be governed by and construed under the laws of England and Wales (UK), regardless of conflicts of law rules that may require the application of the laws of another jurisdiction.
12.2 Amicable Resolution. The claim procedure for resolving disputes under the Offer is mandatory for the parties. The term for consideration of a written claim is 60 (sixty) calendar days from the date of receipt of the claim, only after this period the party that submitted the claim should have the right to involve the courts in the dispute. The proper procedure for filing a claim is the sending of a claim duly executed and signed by an authorized person in writing by registered mail to the address of the party specified in the Offer (for the Company), or to the e-mail provided during Registration (for the User).
12.3 Jurisdiction. Any dispute arising from the Offer, including any question relating to its existence, validity or termination, unless mutually settled amicably within 60 (Sixty) days, may be submitted to and finally resolved by the High Court of London, in accordance with the law of England and Wales, the language of the proceedings is English.
12.4 TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOU AND WE AGREE THAT EACH PARTY MAY BRING A CLAIM AGAINST THE OTHER PARTY ONLY IN ITS OWN BEHALF AND NOT IN A CLASS OR CLASS ACTION. IF YOU AND WE DO NOT AGREE, THE ARBITRATOR OR JUDGE MAY NOT CONSOLIDATE CLAIMS FROM MORE THAN ONE PERSON OR OTHERWISE ADDRESS REPRESENTATIVE OR CLASS CLAIMS.
13. Communication and Legal Correspondence
13.1 Contact Details. In the course of fulfilling our obligations, there may be (and in some cases there must be) an exchange of important legal information between us. Such exchange takes place through the official contacts of the Parties (“Contact Details”), both in written and in electronic form (equivalently). At the same time, the conclusion of a separate agreement on the use of electronic document management is not required. Our Contact Details are specified in the Legal Notice, and Your Contact Details are either: (a) for the Recipient: provided by You in the Account; or (b) for the Client: Your Contact Details We receive from You when You contact Us, or (if such an opportunity is provided) they are indicated on the Authorization Page, or We take them from other legal sources. Please remember that You bear all the risks associated with the fact that Your Contact Data has become out of date. Please make sure that We only have Your up-to-date Contact Details.
13.2 Correspondence. Unless otherwise provided by the Offer, any correspondence is considered to be properly delivered to the other Party if such correspondence has the signature and seal (if any) of the signatory, or their facsimile. The exchange of correspondence is possible only with the use of the Contact Details of the Parties.
14. Miscellaneous
14.1 Divisibility Clause. In the event that one or more provisions of the Rules are declared invalid / irreconcilable, etc., then such provisions are considered to be replaced by valid provisions as close as possible in their meaning. At the same time, the Rules cannot be invalidated in full under any circumstances.
14.2 Site Information. Since the Offer is primarily aimed at regulating the relationship between Us and You regarding the use of the Platform, access to which is provided through the Site, it may contain provisions referring to the content of the Site. Any information that will be contained on the Site, if the Offer refers to such information, is recognized as an integral part of the Offer. Please carefully study such information before assuming the relevant obligations under the Offer.
14.3 Inconsistency between the Site and the Offer. If there is any inconsistency between the Offer and the Site, as a general rule, the information specified in the Offer shall prevail. However, there may be exceptions to this rule: for example, if We have not yet managed to bring the Offer into line with the new rules, the terms of which have already been posted on the Site, which generally happens within a few days. If You have any doubts, please contact Us at one of the contacts indicated in the Legal Notice (“Contact Us”).
Legal Notice
Company incorporated under the laws of England and Wales
PLAYPAY LTD.
Registration number: 13752318
Address: 91 Battersea Park Road, London, England, SW8 4DU
Email: [email protected]
Email (for questions about Personal Data): [email protected]
THESE CONTACTS ARE THE ONLY OFFICIAL SOURCES OF COMMUNICATION WITH US. PLEASE BE CAREFUL!
Last update: 05/29/2023
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