GENERAL CONDITIONS OF USE FOR THE OKPAL SITE IT IS IMPORTANT TO CAREFULLY READ AND UNDERSTAND THE GENERAL CONDITIONS OF USE FOR THE SITE. IN ACCEPTING THESE, YOU UNDERTAKE TO RESPECT THE TERMS AND CONDITIONS BELOW. IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS AND DO NOT WISH TO RESPECT THEM, YOU SHOULD NOT ACCEPT THEM AND WILL NOT THEN BENEFIT FROM THE SERVICES PROPOSED BY THE COMPANY ON THE OKPAL SITE.
Last update: 11 October 2018
The Company ULULE SAS, a simplified joint stock company with a share capital of €254,080, registered in the Paris trade and companies register under number 794 710 830, having its head office at 8 rue Saint Fiacre, 75002 Paris, France (hereinafter "the Company") publishes and manages a website under the OKPAL brand, which can be accessed on the Internet at this address: http://www.okpal.com (hereinafter "Okpal" or "the Site"), with the following purposes:
- to present web users with Fundraising Projects that seek financing;
- to provide an intermediation service between Fundraisers and web users via the Site managed by the Company in order to facilitate their interaction;
- to enable Fundraisers to post on Okpal one or more Fundraising Projects for which they are seeking financial contributions;
- to propose that web users become Site Users and provide financial support to one or more Fundraising Projects by paying a Contribution.
Okpal acts as an intermediary between Site Users who wish to participate in financing for Fundraising Projects and Fundraisers seeking financial contributions intended to finance their Fundraising Projects.
The purpose of these General Conditions is to define the conditions and procedures for providing these Services to Site Users. The use of Okpal or services provided on Okpal implies the full acceptance of these General Conditions of Use by Users, including the stipulations of any notices applicable to the site.
Article 1. Definitions and scope of application
1.1 General Definitions
The definitions below have an identical meaning whether used in the singular or plural.
"Fundraising Project": any fundraising project launched on Okpal by a Fundraiser and published on the Site according to the General Conditions of Use.
"Commission": the payment due to the Company, deducted from the Contributions collected by the Fundraiser in exchange for the intermediation service provided.
"Personal Account": a User's personal space on the Site. This space can only be accessed by entering the User Identification and gives access to the Services provided by the Company. It also enables Users to view and modify their own personal information.
"General Conditions": these General Conditions of Use of the Site, applicable to Visitors, which can be viewed on the Site by all Visitors, and to which they must agree in order to become Users.
"Contributor": a User who has registered on the Site and/or who wishes to support one or more Fundraising Projects proposed on the Site by making Contributions to Fundraising Projects.
"Contribution": any cash sum collected by a Fundraiser via the Site in view of financing one or more Fundraising Projects proposed on the Site.
"Fundraiser": any natural person or legal entity registered on the Site to present and promote one or more Fundraising Projects with the aim of obtaining financing through Contributions collected from web users via the Site.
"Intellectual Property Rights": all Intellectual Property Rights as stipulated by the Intellectual Property Code and national agreements, including royalties, associated rights for performing artists and phonographic and video graphic producers, brand rights, patents, trade names (including Internet domain names and email addresses), copyrights, moral rights, rights over all models, rights over all databases and know-how, whether or not registered or which may or may not be registered, existing in any part of the world.
"User Identification": the information required for the identification of a User by the Issuer, consisting of a User name (valid email address) and password.
"Working day": a calendar day, excluding Saturdays, Sundays and public holidays in mainland France.
"Okpal" or "the Site": the community website accessible on the Internet at the address http://www.okpal.com, the exclusive property of the Company, whose purpose is to enable Fundraisers to create and promote their Fundraising Projects, and Contributors to contribute their financial support to these Fundraising Projects, through Contributions carried out via the Site.
"Party": depending on the case, the Company and/or any User who has agreed to the application of the General Conditions; "Parties" designates all of these.
"Service(s)": all the Services proposed on the site whether or not for payment.
"Company": ULULE, a simplified joint stock company with a share capital of €254,080, registered in the Paris trade and companies register under number 794 710 830, having its head office at 8 rue Saint Fiacre, 75002 Paris, France.
"Transaction": a transaction concluded by a User according to the conditions indicated in the Site's General Conditions of Use giving rise to a payment operation.
"User": all Fundraisers and Contributors registered on the Site, provided that they have previously agreed to the General Conditions.
"Visitor": any person who visits the Site to view the content and information published on the Site without being registered, or prior to being registered on the Site as a User.
1.2 Scope of application
These General Conditions of Use (hereinafter "the General Conditions") apply unreservedly without restriction to all the Services proposed by the Company on its Site, notably accessible at the address www.okpal.com, with the exception of specific conditions applicable to certain Services.
These General Conditions take precedence over any other general or special conditions not expressly approved by the Company.
Registration for Services is solely reserved for Users who have previously taken note of the General Conditions of Use in their entirety and have accepted them unreservedly.
Users declare and acknowledge having read the General Conditions of Use in their entirety.
These General Conditions of Use take effect from their publication on the Site and remain in force until their partial or total modification by the Company.
The General Conditions of Use are regularly updated and thus subject to change. In view of possible extensions and improvements to the operation of the Site, the Company reserves the right, at any time, to adapt or modify the scope of services offered via the Site. The Company reserves the right to unilaterally alter the General Conditions of Use at any time without notice.
The new characteristics will be put online on the Site so that Users and Fundraisers can take note of them. It is thus the Users' responsibility to view and accept the General Conditions of Use whenever they make a Contribution, notably to be aware of the current provisions. Every use of the Services proposed on the Site by Users implies their acceptance of the latest version of the General Conditions of Use published on the Site.
Article 2. Conditions for accessing and registering on the Okpal Site
2.1 Consent and capacity
Registration is carried out by completing an online form. Once the form is completed and validated, the Site sends an email confirming the web user's application. When registering, Users and Fundraisers undertake to provide accurate information, and must fill in all the mandatory fields in the registration form.
Users who are natural persons must be of age and have the legal capacity to sign contracts.
Representatives of Users that are legal entities must certify that they hold all the rights necessary to conclude this contract in the name of the legal entity they represent.
The Company must accept Users' registrations. In this respect, the Company notably reserves the right to refuse the registration of any Users who do not fulfil the conditions of good conduct, or who oppose the values and ethics the Company endeavours to uphold, without the latter being obliged to give a reason for this refusal.
The Company is the sole decision-maker as regards the registrations it accepts, without any possible recourse or indemnification of any kind.
Users undertake not to create or use other accounts than the one initially created, whether under their own identity or that of a third party. Any exemption to this rule must be requested explicitly by the User, and must be expressly and specifically authorised by the Company. The fact of creating or using new accounts under their own or a third party's identity without having requested and obtained the Company's authorisation could entail the immediate suspension of a User's account and all associated services.
Users guarantee that the information they communicate on the site are true, accurate and not misleading. They undertake to inform the Company promptly if there is any change in the information communicated when they registered, and if need be, to make the changes themselves in their personal space.
2.2 User Identification and password
When they have created their accounts, Users choose or are allocated a User Identification and password (hereinafter "User Identification") enabling them to access their personal space. This User Identification is personal and confidential. It can only be changed at the User's request or on the Company's initiative.
Users are solely and entirely responsible for the use of User Identification concerning them and undertake to make every effort to keep it secret and not to disclose it to anyone in any form for any reason.
Users will be held liable for the use of their User Identification by third parties and for actions or declarations made via their Personal User Accounts, whether or not these are fraudulent, and shall hold the Company harmless against any demands in this respect
Furthermore, as the Company does not have the obligation or the technical means to check on the identity of people registering on the Site, it may not be held responsible in the event that a User's identity is usurped. If Users have any reason to suspect that someone is fraudulently using elements of identification or their account, they should inform the Company immediately.
In the event of loss or theft of User Identification concerning them, Users are responsible for any harmful consequences arising from such loss or theft. They should use the process for altering their identification as soon as possible.
If they become aware that another person has accessed their Personal Account, Users should immediately inform the Site manager by mail at this address: , and confirm this information by registered letter to the following address: ULULE SAS, 8 rue Saint Fiacre, 75002 Paris, France.
Any fraudulent use of the Site or use that infringes these General Conditions will justify a User being refused access to the services or other functions of the site at any time.
Article 3. Conditions Applicable to Fundraisers
3.1 Nature of the Services provided to Fundraisers
The Site enables Users who so wish to present their Fundraising Projects in order to create and disseminate a Fundraising Project and have it financed on the Site.
In this respect, the Company only takes action as a technical intermediary, by providing Fundraisers with an online platform enabling them to create, disseminate and promote Fundraising Projects on a web page or several pages dedicated to this Project.
3.2 Presentation of Fundraising Projects
Fundraisers who so wish can create a project in view of obtaining Contributions.
The characteristics and parameters of a Fundraising Project are not reviewed by the Company before this is put online, so it cannot guarantee the accuracy of the information presented by the Fundraiser. The Company does not perform any analyses to check the accuracy of the information presented in the public description of a Fundraising Project. Only the Fundraiser who created the project is responsible for this description and the accuracy of the information presented in it.
It is the responsibility of Fundraisers to ensure that they have all the rights required to publish a Fundraising Project on the Site and that they comply with all the laws and regulations applicable as regards the publication and promotion of the Project concerned.
In particular, Fundraisers may not create Fundraising Projects that infringe current laws and regulations, jeopardise the human dignity or privacy of another person, contravene moral standards, or incite or lead to an illegal activity or any other activity that violates the rights of the Company and its co-contractors, of other Users and more generally of any third party.
Fundraisers are entirely responsible for the presentation of a Fundraising Project published on the Site and must notably ensure that this presentation does not mislead Users.
Fundraisers acknowledge that the provision of misleading, incomplete or erroneous information may incur its liability with regard to the Company and Users and thus assume entire responsibility for consequences arising from any omission or negligence in this respect.
In the event of the death or incapacity of a Fundraiser, or an accident or any other event making it impossible for the latter to manage the Fundraising Project, the Company is authorised to suspend any Fundraising Project under way.
More generally, the Company may, at its discretion, cancel an ongoing Fundraising Project and delete a Fundraising project if it becomes aware that a Fundraiser has infringed these Conditions. In this event, all Contributions registered will be immediately cancelled and the Contributors concerned refunded, and the Fundraiser may not lay claim to the sums collected.
Fundraisers are requested to update their Projects regularly and to share with other Users all information and the latest news about the Fundraising Projects for which they have raised funds, together with any actions carried out.
3.3 Promotion on and outside the Site
Through these Conditions, Fundraisers agree that the content and information provided can be freely used by the Company for the purpose of promoting a Fundraising Project.
Thus Fundraisers exclusively transfer to the Company at no cost, for the entire world and for the duration of these Conditions, the rights indicated below, to enable the Company to provide the Service in the form of dissemination on the Internet, networks and mobile telephony and/or any other current communication network open to the public.
In this respect, Fundraisers transfer the following rights to the Company:
- to use their names together with the name and characteristics of Fundraising Projects as part of their communication and promotion of the Site;
- the right to reproduce and have reproduced the content and information provided on the Site on any network, using any process, in any form, known or unknown, whether or not in association with other works of any kind, if these uses are carried out in connection with promoting a Fundraising Project;
- to represent or have represented all or part of the content of a Fundraising Project;
- to adapt or have adapted all of part of the content of a Fundraising Project.
In addition, Fundraisers expressly authorise the Company to promote and/or advertise a Fundraising Project, and to disseminate advertising, commercial and/or promotional messages relating to products or services of third parties with the content.
Fundraisers also expressly agree that the content and information provided can be exploited on the Site with the presence of brands or logos of the Company's partners.
3.4 Obligations of Fundraisers
If they undertake to perform certain actions relating to their Fundraising Project, such a commitment being described in the description of the Project, for example, then Fundraisers undertake to fulfil their commitments to Contributors.
Fundraisers undertake not to make any illicit commitments, notably of a sexual, racist, discriminatory, libellous, insulting or xenophobic nature or any that incite others to violence, violate the image of third parties, jeopardise public order or decency, go against the law, infringe professional secrecy, brand ownership or rights, patents or any other intellectual or industrial creation belonging to third parties, or are dangerous or falsified.
If Fundraisers are unable to meet any commitments they have made to their Contributors, they acknowledge that they are solely responsible for any legal consequences (for example, if Contributors consider that they have been wronged), and accept that the Company can in no way assist them.
Fundraisers expressly acknowledge that they are solely responsible for accounting, tax and social matters relating to Fundraising Projects, including sums received via the Company.
The Company is not responsible for the actions of Fundraisers, who remain solely responsible for the terms binding them to Contributors as regards Fundraising Project Contributions via the Site.
Fundraisers are solely responsible for the collection of Contributions, which they organise via the Site, and for any commitments they make in the context of Fundraising Projects presented on the Site.
Fundraisers can organise reimbursements at their sole discretion. The Company is not responsible for reimbursements which have or have not taken place in connection with the collection of Contributions.
Article 4. Conditions applicable to fundraising services and the monitoring of Contributions
4.1 Collection of Contributions
Contributors are entirely free as to the amount and allocation of their Contributions.
In agreeing to these conditions, Contributors declare that the source of funds they use on the Site is not illegal, and undertake not to use the latter for an illegal or fraudulent activity, notably money laundering.
It is reminded that the Company only acts as an intermediary between Fundraisers and Contributors in the context of Fundraising Projects.
Consequently, Contributors cannot seek the company's liability if Fundraisers fail to meet their obligations.
4.2 Payment of Contributions by Contributors
It is stipulated that the Company receives no commissions from Contributors on the Contributions raised, which are paid by the Fundraisers.
Contributions are paid using one of the means of payment proposed for the Fundraising Project concerned: for example, via a bank card, and/or Paypal, and/or payment by cheque, and/or any other means of payment already proposed on the Site or which may subsequently be added to the service.
When you donate to or create a campaign, you accept the terms of service of the payment systems used on Okpal.
For payment flows and campaigns in Euros: Okpal.com has chosen to trust Mangopay SA through its service Mangopay for all credit card payments and direct debit in EUR currency.
Okpal.com thus enables its Users to become Electronic Money unit holders, which they can allocate as Contributions to a Project in a few clicks. In using the bank card or direct debit payment system proposed on the Okpal Site, you must accept the Special Conditions of Use for the MangoPay Electronic Money service detailed attached to the current terms of services and are integral part of Okpal website terms of service.
- Payment flows and campaigns in currencies other than euro are managed by Stripe, payments and funds collection in currencies other than euro are managed thanks to payment solution Stripe Connect.
4.3 Management of Contributions
A Contribution made using a bank card is immediately debited from the Contributor's account and immediately credited to the Collected Funds of the Fundraising Project concerned, and from then on cannot be refunded to the Contributor.
In the event of a dispute, the Contributor will have to take action against the Fundraisers.
Contributors acknowledge and expressly agree that the Company will communicate information on their identities and addresses to the Fundraisers, notably to enable Fundraisers to thank their Contributors and keep them informed about actions connected with their Fundraising Projects.
4.4 Commissions in exchange for the intermediation Service and transfer of sums collected
Access to the site is free.
The Company receives a commission on the funds raised through Fundraisers' Fundraising Projects, which is due and calculated when the Fundraiser applies for a transfer of funds to its bank account.
With Fundraisers receiving Contributions, the costs of the Services provided by the Company are calculated as a percentage of the amount of Contributions raised via the Site.
The percentage applicable is 4.17% excluding tax.
This commission is taken directly by the Company from the Funds Raised before these are paid to the Fundraiser.
VAT applies at the rate in force on the day when the funds raised are transferred, and depends on the Fundraiser's location. The services provided by the Company ULULE SAS are considered as electronic services according to EU legislation, and so the VAT rate applicable when Fundraisers are private individuals depends on their location.
Since 1 January 2015, service provisions delivered electronically have been taxable in the place of consumption when the services are provided by parties liable for tax, whether or not established in the European Union (EU), to persons who are not liable for tax ("consumers") whose domicile or usual residence is in EU territory. Electronic services are thus taxable at the current VAT rate in the member state where the consumer is domiciled (for example, 20% for a private Fundraiser based in France, which results in a commission rate of 5% including tax).
This transfer takes place no later than 12 working days after the expiry of the Fundraising Period, if the Fundraiser has indicated all the information required to transfer the sums (notably bank details) and provided all the identification data required for transferring the funds (full details of account, copy of identity papers, etc.).
4.5 Taxes on funds raised and the issue of tax receipts.
It is the responsibility of all Users to pay any applicable dues or associated taxes, whether on Contributions collected via the Site as Fundraisers, or on Contributions made by Contributors in support of the Fundraising Project.
The Company may under no circumstances replace them in this respect or even advise them as to the nature and details of their obligations.
Fundraisers are in charge of drawing up and directly transmitting to Contributors any tax receipts attesting to the payment of Contributions via the Site.
It is the responsibility of all Contributors to check their eligibility for tax reductions on all of part of the Contributions made via the Site, according to existing legislation.
Any claims concerning the production of such tax receipts and the information contained in them must be addressed directly to the Fundraisers by Contributors.
Article 5. Conditions applicable to the content disseminated via the Site and comments spaces
5.1. Responsibility for messages and content put online by Users and Fundraisers
Users and Fundraisers may not post any content that could mislead other Users of the Site, or which constitutes a misrepresentation. They are solely responsible with regard to other Users for any loss or damage suffered by the latter because of the inaccurate or misleading nature of this content.
Users and Fundraisers must ensure that they hold the rights, including intellectual property rights, required to publish the content they disseminate.
The Company declines any liability resulting from any infringement of the rights of third parties.
Users and Fundraisers are solely responsible for the content they put online in comments spaces, and must undertake to ensure that the information published does not infringe any current legal or regulatory provisions. In particular, Users and Fundraisers may not post any content that is obviously or potentially illicit, whatever the medium used (sound, texts, images, videos, etc.).
The Company does not carry out any prior moderation on messages and content put online by Users and Fundraisers, or to which the Site may refer. It acts as a host within the meaning of article 6 I 2° of the LCEN (trust in the digital economy act), and in this respect carries out a simple storage activity.
5.2. Information provided to the Company by Users of the Site.
Users must inform the Company of any illicit or obviously illicit content by email at this address: .
5.3. Right to delete content and/or Personal Accounts of Users or Fundraisers.
The Company reserves the right to promptly delete, without prior notice and without indemnification, any illicit or obviously illicit content it becomes aware of, together with the Personal Accounts of any Users or Fundraisers publishing illicit content.
In addition, pursuant to article 6 I 7° of the LCEN (trust in the digital economy act), the Company reserves the right to communicate to the legal authorities any information enabling the identification of any Users who have posted obviously illicit content that has come to its notice.
Article 6. Period of relations with the Company
These General Conditions of Sale and Use apply throughout the period of use of the Site until the account is closed for any reason.
If a Fundraising Project remains inactive for a period of 24 months, i.e., if the last Contribution was received 24 months ago, and no transfer of funds collected to the Fundraiser's bank account has been requested, notification of closure will be sent by email to the Fundraiser. If there is no response or request for a bank transfer from the Fundraiser within one month, the Fundraising Project will be closed, and a closure fee of €65 will be charged. The Fundraiser will then have a receivable with the Company corresponding to the amount of funds raised for the Fundraising Project as of the closure date, from which closure costs have been deducted. Each year, on the anniversary date of the closure, a new reminder will be sent by email to the Fundraiser, and €65 as a reporting and reminder fee will be deducted from the amount of the receivable.
Article 7. Data protection
7.1 Collection of information
Users know and acknowledge that they provide information concerning them when they register on the Site and subscribe to the Services offered by the Company.
Some information is in fact mandatory, including the information enabling Users' identification.
Personal data collected by the Company include the full name and email address, and can also include, particularly with Fundraisers, the postal address, the nature of the person registered (private individual, association or company), the company's identification number, landline and/or mobile phone numbers, bank details, one or more photographs, one or more vocal announcements, videos, centres of interest and use of the Site.
In addition, some non-personal information can be collected, such as the version of the User's browser (Chrome, Firefox, Internet Explorer, etc.), the type of operating system used (Windows, Mac OS, etc.) and the IP address of the computer used.
All Users, when they register or at any subsequent time, may ask to receive offers by email concerning the Services provided by the Company and its partners.
Subsequently, Users may ask the Company at no cost to send or cease sending them the Company's newsletter and/or promotional offers that are sent to them by email by the Company and/or its partners, by managing their options in their Personal Accounts.
7.2 Declaration of automated processing of personal data to the CNIL
As it needs to process personal data, the Company has declared its site to the CNIL (French data protection authority). The website is registered under no. 1937022.
7.3 Use of data
The main purpose of information collected about Users when they register and subscribe to the Services is to enable the identification of Site Users and their use of the various Services proposed on the Site.
Every precaution has been taken on the databases to archive Users' information in a secure environment. Only certain employees of the Company or any other company authorised by it or belonging to the same group have access to this information, which is only accessible to them if needed. The personal data provided by Users when they register do not constitute an announcement accessible to third parties, and are not transmitted, sold or exchanged except in the cases indicated below, provided that Users have been informed and have given their consent beforehand, or in the absence of opposition on their part.
However, as an exception to the above, Users who make a Contribution to financially support a Fundraising Project agree that the Company may communicate their personal data to Fundraisers, which are required for them to be kept informed of the next stage in their Fundraising project and to thank them if they wish.
The Company may send Users promotional offers of the Company, subject to their free and prior consent when they register, unless they subsequently refuse to receive them.
7.4 Right to rectify and oppose
Pursuant to the data protection act of January 1978 amended by act 2004-801 of 6 August 2004, Users are also entitled to access, modify and delete data concerning them. They can exercise this right by sending an email to the following address: .
In order for the Company to meet this request, Users must indicate the information required to identify them (title, full name, address, postcode, town and country).
Users acknowledge and agree that cookies may be installed on their computers in order to register any information relating to the browsing of their computers on the Site.
Cookies are data that contain no personal information, and are sent by the server to the hard drive of the User's computer.
The role of cookies is to identify Users more rapidly when they log on and facilitate their Contribution to certain events, promotional offers, activities, etc. proposed on the Site.
Users are informed that they can oppose the installation of cookies by configuring their browsers accordingly. However, use of the site may be interrupted in this case.
7.6 Liability waiver
Users acknowledge that generally speaking, and given the state of technology today, every time they provide personal information online, this information can be collected and used by third parties.
Consequently, Users release the Company from any liability or harmful consequence of the use by third parties of information exchanged via the communication tools proposed by the Site.
Article 8. Responsibilities
8.1 Functioning of the network
To use the Services, Users must have the equipment, software and configuration required for the proper functioning of the Site. Users must have the skills, hardware and software required for using the Internet. Users declare that they are aware of the characteristics and constraints of the Internet.
Users acknowledge that the characteristics and constraints of the Internet mean that it is impossible to guarantee the security, availability and integrity of data transmissions when they circulate on the Internet. Users thus communicate data at their own risk.
The Company may not be held responsible for any incidents arising from this transmission. In any event, Users expressly recognise and accept that they use the Site at their own risk and under their sole responsibility.
Given the specific features of the Internet, the Company offers no guarantee for a continuous service, being bound in this respect only to a best endeavours obligation.
The Company's liability may not be incurred in the event of damage linked to the temporary impossibility of accessing any of the services proposed by the Site.
Any delay, suspension or cancellation in the dissemination of a Fundraising Project resulting notably from technical defects inherent to the functioning of the Internet, external to the Company and outside its control, is not a valid reason for refusing to make any payments of any kind on the part of Users, nor does it give the right to indemnification of any kind in any form.
The Company may not be held liable if the Site does not function, is impossible to access or has problematic conditions of use due notably to unsuitable equipment, dysfunctions arising with the User's access provider, the improper use of the Site or services by the User, or congestion on the Internet.
The Company accepts no responsibility for any damage or loss connected with the use or impossibility of using the Site or its content, except as provided for by law.
8.2 Modification of the Site
It is understood that the content of the Site is not static.
Thus all information contained in the Site may be modified at any time, given the interactive nature of the Site, without this incurring the Company's liability.
8.3 Availability of the Site
The Company has a best endeavours obligation to provide Services. It thus accepts no responsibility for any non-availability, suspension or interruption of the Site or Services arising during maintenance operations, the updating of hardware or software, emergency repair work on the Site or following circumstances beyond its control (including but not limited to this list in the event of technical damage or the failure of telecommunications links and equipment).
The Company endeavours to take all suitable measures to limit disturbances insofar as they are attributable to it.
Furthermore, the Company may not be held liable for any indirect or unpredictable damage within the meaning of articles 1150 and 1151 of the French Civil Code.
Pursuant to article 1992 of the French Civil Code, the Company's liability may only be sought in the event of fraud or misconduct in its management
8.4 Use of the Site
The information provided by Users must be true, accurate and not misleading. The consequences of its disclosure on their lives and/or those of other Users are the sole responsibility of the User concerned.
It is reminded that Users take the initiative to disclose and disseminate on the Site information, data, text, content, photos, and videos concerning them. Thus Users assume the entire responsibility for these and waive all claims against the Company, notably concerning damage to their image rights, honour, reputation and privacy resulting from the dissemination or disclosure of information concerning them.
The Company does not guarantee that the information presented is detailed, complete, verified or accurate. The documents, information, descriptions and generally speaking all content present on the Site are provided "as is" without any express or tacit guarantee of any kind.
The Company may not be held responsible for the inaccuracy of information or content provided by other Users, visitors to the Site and/or Users themselves.
In addition, the Company may not be held responsible for content disseminated by a User that may infringe the rights of one or more other Users or third parties.
8.5 Contact between Fundraisers and Contributors
Given that the Company's role is limited to intermediation, Fundraisers and Contributors acknowledge and expressly accept that it may not under any circumstances in any way be held responsible for Fundraising Projects, including their presentation, their management or any commitments undertaken by Fundraisers in descriptions of their Fundraising Projects.
The Company is not responsible for the actions or omissions of Fundraisers, who remain solely responsible for all the terms and conditions for carrying out a Fundraising Project with regard to Contributors.
Contributors must therefore address any questions or claims to the Fundraisers alone.
Fundraisers hold the Company harmless and undertake to indemnify it for any damage it suffers, and to protect it against any action for damages brought against it by a User or more generally by a third party, in respect of the infringement of any right resulting from the publication and completion of a Fundraising Project on the Site.
Likewise, the Company is not obliged to provide advice in respect of these Conditions. Thus the Company may not in any way be held responsible for the consequences of Contributors' Contributions.
8.6 Disputes between web users
The Company accepts no liability if a dispute arises between Users and/or Visitors and/or Fundraisers who have come into contact on the Site.
8.7 Hypertext links
The Site contains links to third party websites.
The linked sites are not under the Company's control, and the Company is not responsible for the content of these linked sites. The Company provides these links for convenience and a link does not imply that the Company sponsors or recommends the linked site in question, nor that the Company is affiliated to it.
Linked sites are owned and operated by independent retailers or service providers, and as a result, the Company cannot guarantee that Users will be satisfied with their products, services or commercial practices.
It is Users' responsibility to make all the checks they consider necessary or appropriate before carrying out transactions with any of these third parties.
Article 9. Intellectual property
9.1 Content disseminated by the Company
9.1.1 Ownership of the Site and its content
Trademarks (notably Okpal) and associated logos are the intellectual property of the Company.
More generally, all rights – whether patrimonial, moral or intellectual property rights – connected with the content and elements of information on the site are the Company's own property, with the exception of any patrimonial rights belonging to a third party for which the Company has obtained the necessary rights transfers or authorisations.
Rights conferred to Users in view of using the Site and the services provided by the Company involve no transfer or any authorisation to exploit or use any of the Site's components.
All elements of intellectual property, including trademarks, drawings, texts, hypertext links, logos, images, videos, sound elements, software, page layouts, databases, codes, etc. contained in the Site and in associated sites are protected by national and international intellectual property law.
They remain the exclusive property of the Company and/or its partners.
Consequently, without the prior written consent of the Company and/or its partners, Users may not undertake any reproduction, representation, re-edition, redistribution, adaptation, translation and/or partial or complete transformation, or transfer to another site of any component of the Site.
Users are authorised to reproduce the Okpal logo on third-party sites, but only for the purpose of promoting their Fundraising project and/or the Okpal site.
Users acknowledge and take note of the fact that non-compliance with this prohibition constitutes an infringement in terms of both civil and criminal liability.
9.1.2 Rights of the database producer
The Company is the producer of the database constituted by the Site within the meaning of articles L.341-1 and thereafter of the Intellectual Property Code. Any extraction or use of the base's contents not expressly authorised may incur the civil and/or criminal liability of the party responsible.
The Company reserves the right to take all legal remedies against persons who do not respect this prohibition.
9.2 Content disseminated by Users
Users grant the Company a licence for the use of Intellectual Property Rights attached to the content provided by the User concerned for the purpose of dissemination on the Site.
This licence includes the right for the Company to reproduce, represent, adapt, translate, digitise, use or sublicense content concerning, Users (information, images, videos, descriptions, search criteria, etc.) on any electronic communication media in the context of providing its Services.
This licence authorises the Company to present Fundraising Projects on partner sites and authorise partner sites to recover the data of such Fundraising Projects in order to present them on their own online or off-line communications media.
Users expressly authorise the Company to modify such content in order to respect the Site's graphic guidelines or other communication media indicated above and/or to make them compatible with its technical performances or the formats of the media concerned.
These rights are granted for the entire world and for the entire period during which these General Conditions are in force between the User and the Company.
Users are also forbidden to copy, reproduce or otherwise use content relating to other Users apart from the strict requirements of using the Services for private and personal purposes.
Article 10. Suspension and interruption of Services
Without this creating an obligation for it to verify the content or the accuracy and consistency of content, the Company has the right to refuse the insertion of a Fundraising Project, in accordance with the practices of the press and publishing sector.
The Company is free to delete or modify, prior or subsequent to its dissemination, any content on the Site that is not connected with the content normally expected, the Site's editorial line or which flouts current laws and regulations.
To this end, the Company has the right to carry out electronic surveillance to pinpoint contentious content and take action against its author, including the latter's exclusion.
The Company reserves the right to suspend or limit access to services subscribed to by Users after informing the party concerned by any means, if a User has failed to fulfil any of the obligations stipulated in these General Conditions of Use.
Thus if a User fails to fulfil any obligation, the Company reserves the right to block any Fundraising Project or content of the User concerned, to delete contentious messages or content of any nature, to prevent the publication of all of part of a Fundraising Project, and/or to block the User's access to all or part of the Services temporarily or permanently, without any counterpart or refund, and without prejudice to any action that may be taken against the User.
In the event of suspension for any reason, the Company reserves the right, as a penalty clause, not to reimburse all or part of the amounts credited which it considers necessary to remedy any prejudice of any kind that it may have suffered.
Article 11. Force majeure
The Company's liability may not be incurred if the execution of any of its obligations is prevented or delayed due to a case of force majeure as defined by the jurisprudence of French courts, including but not limited to natural disasters, fires, the blocking of means of transport for any reason, total or partial strikes within or outside the company, lockout, the blocking of telecommunications or IT networks by any means (electrical breakdowns, computer viruses, etc.) and governmental or legal restrictions.
Article 12. Termination
Users and Fundraisers may request the termination of their accounts at any time by email to this address: or by means of a letter sent to ULULE SAS, 8 rue Saint Fiacre, 75002 Paris, France.
These General Conditions of Use may be cancelled by the Company, provided that it gives notice of one (1) month.
Furthermore, if Users fail to execute or comply with any of the obligations or stipulations indicated in this document, the Company can modify, suspend, limit or block access to the Site within fifteen (15) days of notification sent to the User that has remained without response, without the latter being able to claim any indemnity, without prejudice to any damages the Company has a right to claim to remedy any loss suffered.
In the event of a serious infringement of any of the provisions of the General Conditions of Use, the Company is within its rights to terminate the User's account without any notice or notification, without any indemnity and without prejudice to any damages the Company has a right to claim to remedy any loss suffered.
In the event of termination, the Funds raised during the Fundraising Period can then be stopped and the relevant Contributions refunded to the Contributors concerned.
Article 13. Final provisions
13.1 Correspondence – Proof
Correspondence exchanged between the Company and Users essentially takes place through electronic mail. Thus, pursuant to articles 1316 and thereafter of the Civil Code, Users acknowledge and accept that information delivered by the Company via electronic mail and on the Site constitute proof between the parties and have the same probative force as a handwritten document.
Unless expressly stipulated otherwise, notifications between the parties to these Conditions are made by e-mail.
Notifications are deemed to have arrived 24 hours after the dispatch of an email, unless the sender is notified of the invalidity of the email address.
13.3 Applicable law
By express agreement between the parties, these General Conditions of Use and operations arising from them are governed by French law.
They are drafted in French. If they are translated into one or more languages, only the French text will be considered authentic in the event of a dispute.
In the event of a problem or difference between the parties regarding the interpretation, execution or cessation of these General Conditions of Use, the parties must endeavour to resolve the situation as best they may, and undertake to seek an amicable solution in the spirit of these General Conditions of Use.
Failing an amicable solution, the most diligent party can take the matter to the Courts with jurisdiction.
IT IS STIPULATED THAT ANY DISPUTE WITH A USER ACTING AS A TRADESMAN THAT HAS ARISEN DUE TO THE INTERPRETATION, EXECUTION OR BREACH OF THESE GENERAL CONDITIONS FALLS WITHIN THE JURISDICTION OF THE PARIS COMMERCIAL COURT.
If any stipulations contained in the General Conditions of Use are declared null and void, the validity of the other stipulations in this document will not be affected in any way.
In accordance with the spirit and purpose of these conditions, the stipulations declared null and void will be replaced by other valid stipulations, which with regard to their scope, to the extent permitted by law, shall be similar to the stipulations declared null and void.
The fact that the Company does not invoke any of the provisions of these General Conditions of Use at any time may not be interpreted as a waiver by the Company to invoke it subsequently.
13.7 Transfer /Substitution
The Company reserves the right to transfer to any third party of its choice all or part of its rights and obligations in respect of these General Conditions or to substitute any third party to execute these conditions, which Users hereby accept unreservedly.
14. Legal notices
14.1 Identification of the publisher
Users are informed that the Site is published by ULULE, a simplified joint stock company with a capital of €254,080, registered in the Paris trade and companies register under number 794 710 830, having its head office at 8 rue Saint Fiacre, 75002 Paris, France. Individual tax identification number (intra-European VAT number): FR57794710830. Our departments can be reached during office hours on 01 83 62 90 69.
14.2 Director of publication
The Site's Publication Director is Mr Alexandre Boucherot, whose email address is .
14.3 Site host
The Site is hosted by the Company Enix, whose details are as follows:
Enix, a simplified joint stock company with a capital of €8,100, registered in the Paris trade and companies register under number B 481 912 970, having its head office at 275 rue Saint-Denis – 75002 Paris.
14.4 Contact for any claims concerning the Site and/or its content
The contact email for any claim concerning the Site and/or its content is
Appendix: Framework Contract for Payment Services using MANGOPAY Electronic Money
This agreement is important and you should read it carefully. It creates a legally binding agreement between you (hereinafter referred to as “You” or the “User”) and Leetchi Corp. S.A. (hereinafter referred to as the “Issuer”) relating to the use of Electronic Money issued by Leetchi Corp S.A. as a means of payment on the Website.
Leetchi Corp. S.A. is a public limited liability company incorporated under Luxembourg law, with a share capital of 500,000 euros. The Issuer is listed under number B173459 in the Luxembourg Trade and Companies Register. The Issuer is authorised to conduct its business in certain European Member States under the freedom of establishment, as an electronic money institution approved by the Luxembourg Financial Sector Supervisory Commission, whose address is at 110 route d’Arlon L-1150 Luxembourg and whose website is at: www.cssf.lu.
You can contact the Issuer at its registered offices, which are at 59 Boulevard Royal, L-2449 Luxembourg, or by email at: .
References hereinafter to the “Parties” are a reference to you and the Issuer.
Please carefully read these General Terms and Conditions for the Use of Electronic Money and the Financial Conditions communicated to you on the Website before accepting them.
The Framework Contract is concluded in English and all communication between the Issuer and You will be in English.
For the purposes hereof, the words hereafter are defined as follows:
Account: Means an internal reference allowing the Issuer (i) to identify in its records each transaction involving the purchase, use and reimbursement of Electronic Money carried out on behalf of a User, and (ii) to determine the amount of Electronic Money available to the User at any time. The Account may under no circumstances be compared to a deposit account, a current account or a payment account.
Banks: Credit institutions that hold funds collected by the Issuer corresponding to the Electronic Money in circulation. The institutions selected are currently Barclays, Crédit Mutuel Arkéa and ING Luxembourg. The Issuer reserves the right to select any other credit institution based in a European Union Member State or in a State party to the agreement on the European Economic Area. The current list of the selected credit institutions is available upon request at Leetchi Corp S.A.
Business Day: Means between the hours of 9am and 7pm on any calendar day, apart from Saturdays, Sundays and public holidays, in France, Luxembourg and in the host country indicated in the Special Conditions, on which the payment infrastructures of all these countries and the Banks are open for business.
Card: The bank, payment or credit card used by the User to pay to the Issuer the purchase price of the Electronic Money. This card belongs to one of the following networks: Visa, MasterCard, CB, Amex.
Distributor: Means Ulule SAS, a simplified joint stock Company with capital of €254,080, registered in the Paris trade and companies register under no. 794 710 830, having its head office at 8 rue Saint Fiacre, 75002 Paris. The Distributor prepares, facilitates and advises its customers, for the purpose of concluding the Framework Contract through the Website. It assists the customers for the duration of their relationship with the Issuer within the context of carrying out Payment Transactions, including Purchases and Reimbursements of Electronic Money. To this end, the Distributor provides each User with a dedicated user service for Payment Transactions carried out hereunder. The Distributor does not collect funds apart from those agreed in the Financial Conditions.
Electronic Money: Means the monetary value available at any given time that represents a debt payable by the Issuer to the User. Electronic Money is issued by the Issuer in exchange for the User’s delivery of the corresponding funds and constitutes a means of payment exclusively accepted by the Recipients. The Issuer stores the Electronic Money on its server in an Account opened for this purpose.
Financial Conditions: Means the document comprising all the fees paid by the User for the purchase, use and management of Electronic Money, as provided in the Special Conditions of Use.
Framework Contract: Means the General Conditions for the Use of Electronic Money and the Special Conditions for the Use of Electronic Money.
General Conditions of Use of Electronic Money: Means the present document.
General Conditions of the Website: Means the general conditions of use of the Website concluded between the User acting as a customer of the Website and the Distributor, including those conditions governing access to the Website.
Issuer: Means Leetchi Corp. SA, an issuer of Electronic Money licensed in Luxembourg by the Financial Sector Supervisory Commission under reference n°3812 and entitled to conduct business in the host country indicated in the Special Conditions. The Issuer is on the list of electronic money institutions available at www.cssf.lu/surveillance/ep-eme/listes-officielles/.
Login: Means the data required for the Issuer to identify a User in order to carry out a Payment Transaction, consisting of a user name (valid email address).
Order: Means the instruction given by the User to the Issuer in accordance with the procedure specified in the Framework Contract, for the purpose of carrying out a Payment Transaction and/or Reimbursement.
Payment Page: Means the secure page provided by the Issuer’s electronic banking provider.
Payment Transaction: Means the transfer of Electronic Money to the User’s designated Recipient on the Website.
Recipient: Means the recipient of Electronic Money, being any natural or legal person acting on their own behalf, selected by the User from among the clients of the Website, who receives Electronic Money as part of a Payment Transaction. Any Recipient can also become a User upon acceptance of the Framework Contract, subject to the Issuer's prior approval. In certain cases, the Recipient may also be the Distributor, in accordance with the Special Conditions.
Reimbursement: Means the transfer by the Issuer upon an Order from the User, of cashless payments corresponding to all or part of the available Electronic Money held by him/her, less any costs due.
Special Conditions of Use of Electronic Money: Means the form to be filled out by the User on the Website containing his/her personal data and the applicable Financial Conditions for Electronic Money.
User: Any natural or legal person acting on their own behalf and holding Electronic Money registered in an Account opened in their name, in order to carry out one or more Payment Transactions.
Website: Means www.okpal.com, a website created and operated by the Distributor.
These General Conditions of Use of Electronic Money set out the conditions under which the Issuer will provide You with a means to pay the Recipients that you choose through the Website. The proposed means of payment must be consistently prepaid by the User and will not be subject to any advance, credit or discount. It is based on the Electronic Money issued and managed by the Issuer.
The Issuer has authorised the Distributor to offer this means of payment to customers of the Website, to facilitate the conclusion thereof and to assist the Users for the duration of their relationship with the Issuer. These General and Special Conditions of Use of Electronic Money constitute the whole Framework Contract entered into between the Parties regarding the issue, use and management of the Electronic Money issued by the Issuer. The User can, at all times and without any supplemental fees, obtain a copy of these documents on the Website. Only the Framework Contract shall be valid in case of any dispute between the parties.
3. User Registration
3.1 Necessary preconditions for User registration
Any natural person of at least 18 (eighteen) years of age, with capacity to enter into legally binding contracts, as well as any legal person, resident of or registered in a European Union Member State or in a State party to the agreement on the European Economic Area or an equivalent third country that imposes the equivalent requirements regarding money laundering and the financing of terrorism, can request to open an Account, provided that they are a customer of the Website. The User, a natural person, will be deemed to be acting exclusively for non-professional purposes.
3.2 Registration procedure and procedure for opening an Account
You must provide the Distributor with:
your surname, name, email address, date of birth and nationality (for natural persons); or the name, corporate form, capital, head office address, business description, identities of associates and executives, as well as a list of beneficial owners as defined by the regulations (for legal persons), if the Distributor is not already in possession of this information.
You must indicate a Login, consisting of a User name and a password, or connect via your Facebook account. You are solely responsible for the use of your Login and maintaining the confidentiality of your Login. You agree not to use the Account, name or Login of another User at any time, or to disclose Your Login to a third party.
You must protect the secrecy of your Login and password at all times and never disclose it to another person. You must take reasonable steps to keep Your Login and password safe and prevent fraudulent use of Your Account. For example, You should keep information relating to Your Account in a safe place, You should not write down your Login and password and You should take care to ensure that other people do not oversee or hear you using your Login and password.
You agree to immediately inform the Distributor in the event that You suspect any unauthorised use of Your Account or Login. The Issue reserves the right to immediately suspend or withdraw Your right to make Payment Transactions where: the Issuer has reasonable grounds to believe that there may be a breach in the security of your Account, the Issuer suspects unauthorised or fraudulent use of Your Account or the Issuer is required by law. If the Issuer decides to take such action, the Issuer will notify You in advance, except where this is not possible, in which case the Issuer will inform You at the earliest opportunity. The Issuer will not inform You if it would compromise its reasonable security measures or is otherwise unlawful. If the reasons for the Issuer's actions cease to exist, the Issuer will reinstate Your Account or issue You with new account details as soon as practicable.
After carefully reading the Framework Contract, You must accept it in accordance with the terms specified on the Website and must provide all information and relevant documents requested by the Distributor. By accepting the terms of the Framework Contract, You agree that the Distributor may transmit Your application to register as a User to the Issuer, together with all supporting documents received.
Only the Issuer can accept the Your registration as a User and open an Account in Your name. The Distributor will notify You if the Issuer accepts Your registration in accordance with the terms specified on the Website. The Issuer may, without stating reasons and with no right to compensation to You, refuse an application to register as a User and to open an Account. You will be notified of this refusal by the Distributor in accordance with the terms specified on the Website.
In addition, the Issuer reserves the right to ask You, before any registration and at any point in the duration of the Framework Contract, for supplementary information and identification data for the purposes of identity checks, as well as any supporting documents that the Issuer may deem necessary.
You confirm upon submission of Your request to register to the Distributor and throughout the duration of the Framework Contract that:
- (a) (if You are a natural person) You are at least 18 (eighteen) years old;
- (b) You are legally competent to enter into this agreement;
- (c) You are acting on your own behalf and not for any other person; and
- (d) all information that You provided during registration is true, accurate and up-to-date.
3.3 Account use limitations
At the Issuer’s discretion, a User who has not provided all the required documents as listed below may be expressly authorised by the Issuer to use his/her Account for the purchase of goods or services up to a limit of 2,500 Euros of Electronic Money held by a User within the same year, provided that this Electronic Money has not been subject to requests for reimbursement exceeding 1,000 Euros per year.
Upon receipt of all the documents listed below and provided that they are deemed satisfactory by the Issuer, the User may initiate reimbursements exceeding 1,000 Euros per year and hold an amount of Electronic Money exceeding 2,500 Euros per year. These Reimbursements will only be granted if the purchase or Reimbursement of Electronic Money is carried out to or from an account opened in the User’s name with a payment services provider established in a European Union Member State or in a state party to the agreement on the European Economic Area or in a third country that imposes equivalent requirements regarding money laundering and the financing of terrorism.
The documents required for any User who is a natural person in accordance with the above are as follows:
- A copy of an official and valid identity document (e.g. identity card, driving licence, or a passport for nationals of a country outside the European Union); and
- And, on request, a proof of residence which is less than 3 months old.
The documents required for any User who is a legal person in accordance with the above are as follows:
- An original or copy of an extract of the official register, less than three months old and stating the name, legal form, head office address and the identities of associates and executives;
- A certified copy of the statutes and any decisions appointing the legal representative; and
- where requested by the Issuer, a copy of the legal representative’s identity card or passport and, where appropriate, of any beneficial owner.
It is expressly provided that the Issuer retains the right to request at any time additional documents regarding the User, the Recipient, the beneficial owner or any Payment Transaction or Reimbursement.
The Recipient is considered to be the recipient of the funds that have been transmitted by the User. Where appropriate, the Recipient agrees to provide his/her email address, date of birth and nationality, as well as the postal address of the person to whom the Recipient will pay the funds.
3.4 Communication between us
The Issuer will contact You using the contact details You provided when You opened Your Account, or any updated contact details You have provided to the Issuer. It is Your responsibility to update the Issuer with any new contact information, including a change in address. The Issuer will send any correspondence to most recent email address or postal address You have provided to the Issuer for Your Account. You must advise the Issuer promptly of any change to Your contact details in the interests of security (including name or address) and provide appropriate supporting evidence required by the Issuer.
You can contact the Issuer by telephone call to the customer service department of the Distributor at the number indicated in the Special Conditions. All contact should initially be directed through the Distributor. If You wish to contact the Issuer directly, please email .
4. Operation of the Account
4.1 Purchase of Electronic Money
Electronic Money can be purchased by Card (or any other means accepted by the Issuer), in one or more instalments.
To carry out such a transaction, You must Login to the Website and place a money transfer order via the dedicated Payment Page. For any payment, You may be asked to enter a single-use code on the Payment Page, which You will receive on Your mobile phone. By using the Payment Page and, where applicable, entering the single-use code, You are giving Your consent to the Payment Transaction.
The Issuer may refuse any payment at its sole discretion and without giving rise to any right to compensation. The transaction is carried out by Your Card issuer. Any dispute concerning such transfer must be notified to Your Card issuer. The Issuer is not entitled to cancel such a transfer. Notwithstanding the foregoing, You may receive a Reimbursement of Electronic Money in accordance with article 4.4.
The registration of Electronic Money in the User’s name is subject to the actual receipt of funds by the Issuer less the costs agreed in the Financial Conditions.
In the event that the transfer of funds is cancelled by the Card issuer following a dispute, for whatever reason, the Issuer may, upon receipt of the information, suspend or cancel any Payment Transaction, close the Account concerned, debit, at any time, the Account for the amount of Electronic Money corresponding to the funds of the cancelled transfer and recover the amount due from the User by any means.
4.2 Functioning of the Account
It is stipulated that the Company receives no commission from Contributors on the Contributions raised, this being the Fundraiser’s responsibility.
Contributions are made using one of the payment methods proposed for the Fundraising Project concerned, such as a bank card and/or PayPal and/or payment by cheque and/or any other means of payment already proposed on the Site or which could be integrated into the service subsequently.
Consequently, whether you are supporting or creating a Fundraising Project, you accept the terms and conditions of use for payment systems used on Okpal.
- With fund payment and collection flows in euros: the Company has decided to use Mangopay SA’s Mangopay solution for all electronic payment services carried out in euros. By using the payment system proposed on the Site to make a payment in euros or collect funds in euros, you thus agree to Mangopay’s terms and conditions of use, which are appended to this document and form an integral part of the Ulule Site’s general terms and conditions of use.
- With fund payment and collection flows in a currency other than the euro: the payment and collection of funds in a currency other than the euro are carried out using the Stripe Connect payment system. By using the payment system proposed on the Okpal Site to make a payment or collect funds in a currency other than the euro, you thus agree to Stripe Connect’s terms and conditions of use. All Stripe Connect’s terms and conditions of use can be found here: https://stripe.com/connect/account-terms
4.3 The use of Electronic Money to carry out a payment Transaction
Before transmitting an Order, the User must be sure to have a sufficient amount of Electronic Money available to cover the Payment Transaction amount and the related costs as agreed in the Financial Conditions.
Where appropriate, the User must acquire a sufficient amount of Electronic Money in accordance with article 4.1 before an Order can be legitimately transmitted to the Issuer for execution. The Electronic Money may be issued and stored by the User, provided that the corresponding funds are duly received by the Issuer. The Electronic Money may in no way be issued on the basis of a credit granted to the User.
As such, if the amount of available Electronic Money, at the date of execution of the Order by the Issuer, is lower than the amount of the Payment Transaction (fees included), the Order is automatically refused by the Issuer. The information about this refusal is made available to the User on the Website. This refusal may give rise to additional fees in accordance with the Financial Conditions.
The transmission terms of an Order by the User are as follows:
When carrying out a Payment Transaction, the User logs on to the Website by entering his/her Login and password or by connecting through his/her Facebook account. The User completes the relevant form on the Payment Page and, where appropriate, provides the supporting documents requested by the Issuer. The form should include the following components: the Payment Transaction amount; the currency, which may only be the currency of the Electronic Money; the details required to identify the Recipient; the date of execution of the Order; and any other required information. The User then gives his/her consent to the Order and the Order becomes irrevocable when the User clicks on the validation tab on the form. The User then receives a confirmation email on a date referred as the ‘Date of Receipt’.
In certain cases, the User may fill in a single form containing the purchase of Electronic Money as provided in article 4.1 and an Order in compliance with the previous paragraph.
Execution of the Order
The Electronic Money is debited from the User Account to be credited to the Recipient Account, following the User instructions. As such, the Recipient may open an Account in accordance with article 3.2 in order to receive the Electronic Money if he/she is not already a User. Where appropriate, the funds corresponding to the Electronic Money transferred to the Recipient can be directly reimbursed to a bank account or a payment account opened in the name of the Recipient upon the receipt by the Issuer of the relevant account details. For this purpose, the Recipient must provide the IBAN number and SWIFT code of his/her bank or payment account as well as his/her address. This account must be opened by a bank or a payment institution, based in a European Union Member State or in a State party to the agreement on the European Economic Area.
It is agreed between the Parties that the Payment Transaction will be executed, at the latest, on the next Business Day following the Date of Receipt if the Recipient has an Account. If the Recipient does not have an Account, the Payment Transaction will be executed as soon as an Account is opened or on the date the Issuer receives the bank or payment account details of the Recipient to whom the funds are due.
If the Date of Receipt is not a Business Day, the Issuer will be deemed to have received the Order on the following Business Day.
4.4 Transmission and execution of an Order for Reimbursement
When the User wishes to transmit an Order for Reimbursement, the User identifies him/herself on the Website by indicating his/her Login and password or by connecting through his/her Facebook account. The User completes the relevant form on the Payment Page and, where appropriate, provides the supporting documents requested by the Issuer. The form must contain the following components: the Reimbursement amount, the currency, which may only be the currency of the Electronic Money, the date of execution of the Order and any other required information. The User then gives his/her consent to the Order and the Order becomes irrevocable when the User clicks on the validation tab on the form. The User then receives a confirmation email on a date referred as the ‘Date of Receipt’.
The Reimbursement of electronic money purchased by Card by a User will occur by crediting the Card used by the User to purchase such Electronic Money.
Where applicable, the Reimbursement will be carried out by money transfer to the bank account or payment account of the User (using the details for the relevant bank account or payment account already provided by the User to the Issuer (‘Date of Notification’). It is agreed between the Parties that the Reimbursement will be carried out, at the latest, on the next Business Days following the Date of Receipt or the Date of Notification as appropriate.
If the Date of Receipt is not a Business Day, the Issuer will be deemed to have received the Order on the following Business Day.
4.5 Withdrawal of an Order
An Order may not be withdrawn by the User after the date on which it is deemed irrevocable as indicated above.
5. Login objection, Transaction dispute and Reporting
5.1 Login objection
The User must inform the Distributor of the loss or theft of his/her Login, or misuse or unauthorised use of his/her Login or data as soon as he/she becomes aware of this fact in order to request that the Login be blocked. Such a declaration should be made:
- by telephone call to the customer service of the Distributor at the number indicated in the Special Conditions;
- or directly by email through the contact form available on the Website.
On receipt of the notification, the Issuer, through the Distributor, will immediately block Your Account. The event will be recorded and time stamped. A time stamped objection number will be communicated to the User. A written confirmation that Your Account has been blocked will be sent to You by the Distributor by email. The Issuer is responsible for the file at an administrative level and retains all the data for 18 (eighteen) months. Upon written request by the User and before expiration of such a deadline, the Issuer will communicate a copy of this objection.
The Issuer and Distributor shall not be held liable for the consequences of any request to block Your account that is made by a person who is not the User.
An objection request is deemed to be made at the date and hour of its actual receipt by the Distributor. In case of theft or fraudulent use of the Login, the Issuer is entitled to request, through the Distributor, [a receipt or a copy of the complaint][information about the circumstances leading to the alleged theft or fraudulent use from the User who undertakes to respond as soon as possible.
5.2 Transaction Dispute
For any claim concerning Payment Transactions or Reimbursements executed hereunder by the Issuer, the User is advised to consult the customer service department of the Distributor or the address indicated for this purpose in the General Conditions of the Website.
If You notify the Issuer that the Issuer has incorrectly executed an Order, the Issuer will refund the amount of the incorrectly executed Payment Transaction and the Account will be restored to its former state before the receipt of the Order without undue delay. The Order is then resubmitted correctly.
A User who wishes to dispute a Payment Transaction not authorised by him/her shall contact the customer service department of the Distributor by telephone (contact details shown on the Website) as soon as possible after becoming aware of the anomaly and within 13 months of the date of the Account registering the Payment Transaction. After validation of the legitimacy of the request, the Issuer will immediately arrange for the refund of the amount of the unauthorised Payment Transaction and restore the Account to the amount it would contain if the disputed transaction had never been executed, including any interest and related charges.
In the event of loss or theft of Your security information (Login and password), or where You have failed to keep your security information safe, You may be responsible for unauthorised transactions carried out before notification of the dispute, up to a maximum of 50£. However, You may be responsible for a greater amount if You have acted fraudulently, have not used your Account in accordance with the Framework Contract or otherwise through Your fault. Except where You have acted fraudulently, You will not be responsible for any losses incurred in respect of unauthorised Payment Transactions arising after you have notified the Issuer of the lost, theft, misappropriation or authorised use of your Account details.
The User may dispute an authorised transaction whose exact amount is undefined or those whose final amount is not that which he/she could have reasonably expected taking into account his/her profile, previous expenditures and the Framework Contract conditions. This request must be submitted to the
Issuer within 8 weeks of the execution of the Order on the Account. The Issuer must reimburse the User within a period of 10 Business Days after receipt of the request, if the latter proves justified, taking into account applicable laws, and whether the request consists of all the components necessary for examination by the Issuer. The Issuer reserves the right to refuse such a reimbursement, which will be explained and notified to the User. The latter will provide the necessary information in order to determine the circumstances of the Payment Transaction. The Issuer reserves the right not to reimburse the fees resulting from the Payment Transactions concerned. The fees indicated in the Special Conditions may be collected in the case of a non-justified Payment Transaction dispute.
The User may access, at any time, on its personal page on the Website, the indicative amount of Electronic Money available on his/her Account.
The User has, on his/her personal page on the Website, a statement of Payment Transactions carried out on the Account. The User is advised to pay careful attention to the list of these Transactions.
The Issuer shall make available to the User upon written request a monthly statement of the Account, covering the 13 previous months.
6. Amendment of the Contract
The Issuer reserves the right, at any time, to amend the General Conditions of Use of Electronic Money. Such amendments will be sent by email to all Users at least two (2) months' before they take effect.
If You are not happy with any amendments that the Issuer plans to make to the General Conditions of Use of Electronic Money, You can terminate the General Conditions of Use of Electronic Money immediately and without paying a charge. If You do not end the General Conditions of Use of Electronic Money before the proposed amendments take effect, the Issuer will consider that You have agreed to the amendments. The relationship between the Parties after the date the amendments come into force shall be governed by the new version of the General Conditions of Use of Electronic Money.
It is therefore important that the User reads his/her emails and regularly reads the General Conditions of Use of Electronic Money available on the Website at any time.
The Issuer undertakes to provide its services in accordance with the applicable and professional laws and regulations. In particular, the Issuer will make every effort to ensure the security and confidentiality of the User’s data, in compliance with current regulations in force.
The Issuer reserves the right to temporarily suspend access to the Account on line for technical, security or maintenance reasons, without these operations being eligible for any compensation. The Issuer will limit this type of interruption to a necessary minimum.
The Issuer cannot, however, be held liable to the User for possible errors, omissions, interruptions or delays produced by the Website resulting in an unauthorised access to the latter. Nor can the Issuer be held liable for thefts, destruction or unauthorised communications of data arising from unauthorised access to the Website. In addition, the Issuer will not be involved in the existing legal relationship between the User and the Recipient of the Payment Transaction. The Issuer cannot be held liable for faults, wilful default or negligence of the User or Recipient towards each other.
The Distributor is solely responsible for the security and confidentiality of the data exchanged within the framework of the use of the Website, in accordance with the General Conditions of the Website. The Issuer is responsible for the security and confidentiality of the data that it exchanges with the User within the context of these General Conditions of Use of Electronic Money in respect of the creation and management of the Account, as well as the Payment Transactions associated with the Account.
8. Limitation of Issuer liability
The Issuer will not intervene in any way in the legal and commercial relationships and any litigation arising between the Recipient and the User. The Issuer has no control over the compliance, security, legality, characteristics and appropriateness of the products subject to a Payment Transaction. In this respect, it is up to the User to obtain all useful information before proceeding to the purchase of a product or service, the collection of funds or any other transaction, in full knowledge of all the considerations involved. Any transaction carried out by the User gives rise to a contract directly formed between him/her and the Recipient(s) with whom the Issuer has no contact. The Issuer cannot, under any circumstances, be held liable for the non-performance or poor execution of obligations that may result, or possible damages caused to the User in this respect.
If the Issuer fails to comply with the Framework Contact, the Issuer is responsible for any loss or damage You suffer that is a foreseeable result of the Issuer breaching this contract or failing to use reasonable care and skill when providing its services under the Framework Contract, but the Issuer is not responsible for any loss or damage that is not foreseeable or which is not caused by its failures. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time the contract was made, both the Issuer and You knew it might happen.
You acknowledge and agree that the Issuer will not be responsible to You for any loss or damage You suffer in connection with the use of the Issuer's service where such loss or damage is caused by Your acts or omissions or by those of a third party including, but not limited to:
- (a) Your failure to provide the Issuer with accurate, complete and up to date information; or
- (b) You losing or allowing third parties to gain access to your Login and password.
The Issuer will take reasonable care to ensure that any data it holds in relation to You and Your Accounts is secure. However, You acknowledge and agree that a service provided via the internet cannot be completely secure and the Issuer will only be responsible to You for loss or damage to Your data to the extent that it is caused by the Issuer's failure to take such reasonable care.
Whilst the Issuer will use its reasonable efforts to make sure that its service is available to You when You want to use it, the Issuer makes no promise or guarantee that its service will be uninterrupted or error free and the Issuer will not be responsible to You for such errors or interruptions.
The Issue will not be responsible to You for any loss of profit, loss of business, business interruption or loss of business opportunity.
9. User Commitments
The User guarantees that no part of its profile on the Website will harm the rights of third parties or is contrary to the law, to public order or to accepted principles of morality.
The User undertakes not to:
- Execute the Framework Contract in an illegal manner or in conditions that are likely to damage, deactivate, overload or impair the Website;
- Assume the identity of another person or entity, falsify or conceal his/her identity or age, or create any false identity;
- or Disseminate personal data or information concerning a third party, such as postal addresses, telephone numbers, email addresses, bank card numbers etc.
In the event of User default, the Issuer reserves the right to take any appropriate measures in order to stop the relevant actions. The Issuer will also be entitled to suspend and/or block access to the Account.
10. Duration and Termination
The Framework Contract is concluded for an unlimited period. It is applicable from the date of receipt by the User of the email from the [Issuer] confirming his/her registration with the [Issue].
The User can terminate the Framework Contract at any time on 30 (thirty) calendar days' advance notice to the Issuer. The Issuer can terminate the Framework Contract at any time on two months' advance notice to the User.
Such termination shall also constitute the termination of the entire Framework Contract and consequently the closure of the Account.
To terminate the Framework Contract, the terminating Party shall transmit a notice of termination to the other Party by registered letter with proof of delivery to the postal address indicated in the Special Conditions.
The User shall indicate his/her bank or payment account details in the termination letter enabling the Issuer to reimburse him/her with the available Electronic Money. In the absence of such information, the Issuer shall follow the Reimbursement instructions entailing the Reimbursement by credit to the Card used for the purchase of Electronic Money. The Issuer has no further obligations after having confirmed with the User the transfer to the bank account indicated or the credit to the Card of the amount of the Electronic Money.
In the event of gross default, fraud or lack of payment on the part of the User, the Issuer reserves the right, without cause or prior notice, to suspend or terminate these conditions by sending an email accompanied by a registered letter with proof of delivery.
In the event that a successor to the Issuer is nominated to issue the Electronic Money distributed on the Website, it is the responsibility of the Distributor to obtain the User’s express written consent to this change, about the amount of Electronic Money available and to indicate the arrangements for the transfer of funds corresponding to the available Electronic Money to the Issuer.
It is envisaged that the Framework Contract will be automatically terminated in the event of new circumstances affecting the ability of one Party to commit to these conditions.
11. Right of Cancellation
The User has a period of 14 (fourteen) calendar days to cancel the Framework Contract, without having to either justify any reason or sustain any penalty. This deadline for cancellation shall start from the day of the User's registration.
The User must notify its decision to cancel within the prescribed deadline to the Distributor’s customer service department by telephone or email and send a letter of confirmation to the address of the customer service department of the Distributor. In respect of the exercise of a right of withdrawal by the User, the Framework Contract will be cancelled without any fees charged to the User.
In the event that a User has already benefited from the service and is in possession of Electronic Money at the date of the withdrawal, he/she must transmit his/her bank account details to the Distributor in order to allow the Issuer to reimburse the User with Electronic Money.
12. Anti-money laundering and terrorism financing
The Issuer is subject to applicable legislation regarding the combating of money laundering and the financing of terrorism. As a result, the Issuer must obtain information from any User, for any transaction or business relationship, of the origin, purpose and destination of a transaction or opening of an Account. In addition, the Issuer must take all the steps necessary to identify the User and, where appropriate, the Recipient owner of the Account and/or any Payment Transactions linked to the Account.
The User recognises that the Issuer can, at any time, stop or delay the use of a Login, access to an Account or the execution of a Payment Transaction or a Reimbursement in the absence of sufficient information pertaining to its purpose or nature. He/she is informed that a transaction carried out within the framework of these conditions may be subject to the national financial intelligence unit’s right to disclosure.
The User can, in accordance with the legislation, access all of the information disclosed, provided this right to access does not undermine the purpose of the fight against money laundering and terrorism financing of terrorism, where this data concerns the applicant.
No prosecutions or civil liability actions can be brought or any professional sanction taken against the Issuer, its managers or employees who have reported their suspicions in good faith to the national authority.
13. Personal data and professional secrecy
The User’s personal data provided in connection with the opening of the Account, is used by the Issuer for the purposes of managing his/her Account, Payment Transactions and Reimbursements.
The User agrees that his/her contact details and personal information obtained by the Issuer in connection with the Framework Contract may be transmitted to operational providers, with whom the Issuer has a contractual relationship, with the sole purpose of executing Payment Transactions and providing the services under the Framework Contract, provided that these third party recipients of personal data are subject to regulations guaranteeing a sufficient level of protection. The list of the third party recipients of the User’s data is available upon request from the Issuer’s compliance manager at the following address: . This information is stored by the Issuer or by any company authorised to do so in accordance with legal and regulatory rules.
The User will be informed prior to any transfer of his/her personal data outside the European Union. In such a case, the Issuer undertakes to respect the regulations in force and to put in place any measure necessary in order to guarantee the security and confidentiality of data transferred in such a way.
Certain information collected and held by the Issuer thereunder may give rise to the rights of access and correction. Any User may, at any time, obtain a copy of the information pertaining to him/her upon request addressed to the Issuer’s customer correspondent at the following address: . He/she may request the deletion or correction of this information by letter to the Issuer at the address found at the beginning of this document. The User may, at any time, object to receiving commercial solicitations, amend his/her contact details or object to their disclosure by sending a notification by registered mail or e-mail to the customer service address of the Issuer.
The Issuer will store the personal information and data for a maximum legal or regulatory period applicable depending on the purpose of each type of data processing.
14. Inactive Accounts
Any Account that is inactive for a period of 12 (twelve) months will receive a notification of inactivity by email from the Issuer followed by a reminder a month later.
If there is no response or use of available Electronic Money within this period, or in the event of the death of the User, the Issuer may close the Account and keep it active for the sole purpose of the Reimbursement of Electronic Money. The right of Reimbursement may be subject to time limits pursuant to the law of the residence of the User, with such time limits starting from the last transaction on the Account. In the event of death, the Electronic Money can only be reimbursed to the User’s assignee.
An Account that has been closed will not permit the further use of Electronic Money.
15. Events Outside The Control of a Party
Neither Party will be liable or responsible for any failure to perform, or delay in performance of, any of their obligations under the Framework Contract that is caused by an Event Outside The Control of a Party.
An Event Outside The Control means any act or event beyond a Party’s reasonable control, including without limitation strikes, lock-outs or other industrial action by third parties, civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war, fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster, or failure of public or private telecommunications networks.
16. Independence of contractual provisions
If any of the provisions of the Framework Contract is held invalid or unenforceable, it shall be deemed deleted and will not invalidate the other provisions.
If one or more of the provisions of the Framework Contract lapses or is declared as such under any law or regulation or following a final decision of a court of competent jurisdiction, the other provisions will retain their binding force and scope. The provisions considered null and invalid would then be replaced by provisions closest in scope and meaning to those initially agreed.
17. Protection of funds
The collected funds are protected against any claims from other creditors of the Issuer, including in the event of enforcement proceedings or insolvency proceedings against the institution.
The User’s funds are deposited at the end of each Business Day into an account opened with a Bank and are ring fenced by the Bank.
The Framework Contract cannot be subject to a complete or partial transfer by the User, whether against payment or free of charge. It is therefore forbidden to transfer to a third party any rights or obligations that the User owns hereunder. In the event of breach of this prohibition, in addition to the immediate termination hereof, the User may be held liable by the Issuer.
The services offered hereunder are charged by the Distributor on its behalf and on the behalf of the Issuer in accordance with the Financial Conditions.
The Fees due by a User to the Issuer may be paid with available Electronic Money (stored on the User Account) reimbursed at the Issuer sole discretion.
20. Agreement of proof
All data held in a permanent, reliable and secure manner in the computer database of the Issuer relating, in particular, to Orders and confirmations received by the User, notices sent, access, withdrawal and Reimbursement will prevail between the parties until proven otherwise.
21. Complaints and arbitration
The User is invited to send any complaint to the customer relations service indicated in the Special Conditions and on the Website.
Any complaint other than as provided in article 5.2 concerning the conclusion, execution or termination of the Framework Contract and services for the issue and management of Electronic Money shall be notified by email (and without any failure or undeliverable messages) to the following address: .
If the User believes that the response provided is unsatisfactory, or in the absence of a response within one month after sending the email, he/she may refer the complaint to the Luxembourg Financial Sector Supervisory Commission by post at 110 route d’Arlon L-1150 Luxembourg or by email: .
22. Applicable law and competent jurisdiction
The Framework Contract is governed by the laws of England and Wales. You and the Issue agree to submit to the non-exclusive jurisdiction of the English courts. However, if You are a resident outside England, You may also bring proceedings in Your local courts.
APPENDIX: MANGOPAY PAYMENT SERVICES FRAMEWORK CONTRACT
General Conditions of Use for the Payment Services
Version of 18 May 2018
Entered into between:
The client, a legal or physical person registered in the Business and Companies Registry (or a national business registry or any other equivalent professional organisation) in a Member State of the European Union or in a State that is part of the European Economic Area, or in a third-party country imposing equivalent obligations in terms of the fight against money laundering and the financing of terrorism, acting exclusively on their own behalf for professional purposes (commercial, industrial, artisanal or independent),
hereinafter, referred to as the “Account Holder” or “Professional Account Holder”,
The client, a legal or physical person resigning in a Member State of the European Union or in a State that is part of the European Economic Area, or in a third-party country imposing equivalent obligations in terms of the fight against money laundering and the financing of terrorism, acting exclusively on their own behalf for non-professional purposes,
hereinafter, referred to as the “Account Holder” or “Consumer Account Holder”, party of the first part,
MANGOPAY SA a société anonyme [joint-stock company] governed by Luxembourg law, with capital of 2,000,000 euros, the registered office of which is located at 10 Boulevard Royal, L-2449 Luxembourg and registered in the Luxembourg Business and Companies Registry under number B173459, authorised to exercise their activity in the European Economic Area as an independent establishment, in the capacity of an electronic money institution authorised by the Luxembourg Commission de Surveillance du Secteur Financier [Oversight Commission of the Financial Sector], 283 route d’Arlon L-1150 Luxembourg, www.cssf.lu,
hereinafter, referred to as the “Service Provider”, party of the second part,
hereinafter, referred to separately as a “Party” and together as the “Parties”.
The Account Holder is asked to carefully read this Framework Contract provided to them by the Platform before accepting it. They are asked to download a hard copy of it. By default, communication with the Service Provider is always carried out through the Platform, according to the terms established in the General Conditions of the Site, except when a distinct communication method is established in the Contract.
For the purposes hereof, the terms hereinbelow are defined as follows:
“Authentication”: indicates the procedures defined by the Platform in order to identify the Account Holder or the validity of a Payment Order. These procedures include using the Personalised Security Data and the Identification Data.
“Strong Authentication”: indicates the Authentication procedures defined by the Platform and that respond to the requirements of European Directive 2015/2366 of 25 November 2015. This Strong Authentication specifically includes elements that allow for establishing a dynamic link between the Operation, the amount and the Beneficiary.
“Banks”: indicate credit institutions in charge of protecting funds collected by the Service Provider on behalf of the Account Holder. These funds are indicated in the books of the holding account opened for this purpose. The designated institutions today are ING Luxembourg and Crédit Mutuel Arkéa. The Service Provider has the possibility of selecting any other authorised credit institution.
“Beneficiary”: indicates the legal or physical person, creditor of a Payment Operation issued by the Account Holder.
“Card”: indicates the debit card, payment card or credit card used to transfer the funds to an Account Holder designated on the Payment Account opened in the Service Provider’s books. This card must be within one of the following networks: Visa, MasterCard, CB.
“Payment Account” or “Account”: indicates the Payment Account used by the Service Provider in the name of the Account Holder and used to carry out payment operations. The Account may in no way be associated with a deposit account. The currency of the Account is indicated on the Site during registration sign-up.
“General Conditions of the Site”: indicates the general conditions of use of the Site entered into between the users of the Site and the Platform, specifically governing access to the Site.
“Price Conditions”: indicates the financial terms agreed to between the Account Holder and the Platform, including the fees under this Framework Contract.
“Framework Contract”: indicates these General Conditions of Use of the Payment Services, including the Registration Form and the Price Conditions, governing the use of the Payment Services as well as managing the Payment Account by the Service Provider.
“Personalised Security Data”: indicates the personal data provided by the Platform to the Account Holder for the purposes of Authentication. It includes the Identification Data, as well as potentially any other data related to the Authentication procedure or Strong Authentication.
“Identification Data”: indicates the unique identifier and the password of the Account Holder, that allows them to access their Personal Online Area.
“Personal Data”: indicates any information related to the physical person who is the Account Holder, or a physical person related to the legal person who is the Account Holder (specifically a corporate executive, a beneficial owner, or an Authorised Person), under the meaning in European Regulation 2016/679 related to protecting personal data.
“Personal Online Area”: indicates the environment dedicated to the Account Holder, accessible on the Site of the Platform, allowing them to access their Payment Account and use the Payment Services.
“Registration Form”: indicates the form to be filled out by anyone wishing to register for Payment Services, accessible on the Site at registration or made available by the Platform.
“Business Day”: indicates a calendar day with the exception of Saturdays, Sundays, and public holidays in mainland France and Luxembourg and any other day designated as such by the Service Provider.
“Payment Methods”: indicates the payment methods other than the Card, listed on the Site, and the option of which is offered by the Service Provider. The Account Holder activates the Payment Methods of their choice from their Personal Online Area.
“Payment Operation”: indicates a routine or one-time transfer, ordered by the Account Holder or by any representative authorised for this purpose, debited from the Payment Account.
“Payment Order”: indicates the instructions given by the Account Holder to the Service Provider in compliance with the procedure established in the Framework Contract to carry out a Payment Operation.
“Payment Page”: Indicates the page secured by the banking service of the Service Provider.
“Person in Question”: indicates the physical person who is the Account Holder or any person related to the Account Holder (specifically a corporate executive, a beneficial owner, or an Authorised Person), whose Personal Data is processed in the framework of the performance of this Framework Contract.
“Authorised Person”: indicates any representative designated by the Account Holder in order to access the Payment Account and use the Payment Services on their behalf.
“Platform”: indicates the entity, the designated payment agent of the Service Provider, the contact information of which are indicated in the General Conditions of the Site, who manages the Site. It prepares, facilitates and advises prospects, for the purposes of the Framework Contract through the use of its Site. It accompanies Account Holders during their entire relationship with the Service Provider in the framework of carrying out their Payment Operations. It collects the documents necessary to open an Account. The Platform does not collect funds with the exception of the fees agreed to in the Price Conditions.
“Service Provider”: indicates MANGOPAY SA, issuer of Electronic Money, authorised in Luxembourg by the Commission de Surveillance du Secteur Financier under reference number 3812 and authorised to carry out its activity in all Member States of the European Union. The Service Provider appears on the list of electronic money institutions available at www.cssf.lu/surveillance/ep-eme/listes-officielles.
“Third-Party Payment Service Providers” or “Third-Party PSP”: indicates any institution, other than the Service Provider, authorised in a Member States of the European Union or part of the European Economic Area, or in a third-party country imposing equivalent obligations in terms of the fight against money laundering and the financing of terrorism.
“Platform Customer Service”: indicates the customer service whose contact information is indicated on the Site, from which the Account Holder may obtain information regarding the Framework Contract.
“Payment Services”: indicates the payment services defined in Points 3 and 5 of the Annex of the Luxembourg Law of 10 November 2009, relative to payment services.
“Site”: indicates the website used by the Platform whose purpose is to sell goods or services to Users or to collect funds from them, or to put Account Holders in contact with Users.
“Hard Copy”: indicates any instrument allowing the Account Holder to store information addressed to them personally in order to be able to refer to it later during a time period adapted for the purposes for which the information is provided and allowing them to identically reproduce the information stored. It is generally offered in the form of a PDF file.
“Account Holder”: indicates any legal or physical person acting on their own behalf and in the name of which a Payment Account is opened to use the Payment Services.
“User”: indicates any legal or physical person having transferred funds to an Account Holder through the Site using their Card or any other Payment Method accepted by the Service Provider to transfer funds.
The Framework Contract has the purpose of defining the conditions in which the Service Provider provides Payment Services to the Account Holder in return for payment as defined in Article 11 herein.
These Payment Services include:
- opening and managing the Payment Account,
- crediting the Payment Account: registering the funds transferred by Card or by any other Payment Methods accepted by the Service Provider; receipt of transfers.
- debiting the Payment Account; carrying out recurring or one-time Transfer Operations, deducting the fees due in compliance herewith, reversal of funds transfer to Cards (or any other Payment Methods).
The Account is not subject to any overdraft, advance, credit or discount. The Service Provider does not offer any currency exchange services.
The Service Provider has authorised the Platform for the purposes hereof with all Account Holders and supports them for their entire relationship with the Service Provider.
3. Registration for the Services
3.1. Registration Methods
The Framework Contract is entered into remotely, according to the terms established by the Platform under the General Conditions of the Site. To enter into the Framework Contract Online, the interested party must have the necessary equipment (materials and software), for which they alone are responsible.
By default, acceptance of the Framework Contract is carried out remotely via the Site and is entered into by electronic signature. The interested party has the possibility of requesting to sign the Contract by hand. For this purpose, they must print this Contract, sign it, and return it by electronic or postal mail to the Platform Customer Service, the contact information of which is indicated in the General Conditions of the Site.
In the event of a handwritten signature, the date of entering into the Framework Contract is the date indicated on it and if there is no date, it will be the date that the Framework Contract is received by the Platform.
Electronic signing of the Framework Contract is carried out via the Site. The date of entering into the Framework Contract corresponds to the date on which the interested party has finalised the e-signing process as indicated on the Site.
The Framework Contract entered into with the Parties electronically has the same legal status as a Framework Contract on paper.
3.2. Contractual Documents
The Framework Contract includes:
- these General Conditions of Use of the Payment Services,
- the Registration Form available on the Site,
- the Price Conditions indicated via the Platform.
These General Conditions of Use of the Payment Services, as well as the Price Conditions, are made available to the Account Holder on the Site and downloadable as a Hard Copy. At any time during the contractual relationship, the Account Holder may, upon request, receive these documents in paper format.
The Service Provider will maintain access to the contractual documents for a term of five (5) years from the end of the contractual relationship. The Service Provider will end this service at the end of the above-mentioned five- (5) year period.
The Service Provider may place conditions on entering into this Contract by the Account Holder providing certifications and information in order to validate their status in regard to these agreements.
4. Opening an Account
4.1. Necessary and Prior Conditions for Opening an Account
Any legally capable physical person at least eighteen (18) years of age and any legal person, residing and/or registered in a Member States of the European Union or in a State that is part of the European Economic Area agreement or in a third-party country imposing equivalent obligations in terms of the fight against money laundering and the financing of terrorism, may send a request to open an Account subject to the physical person being referenced on the Site in the capacity of consumer or in the capacity of professional. A legal person may only be referenced as a professional.
The Account Holder acknowledges from the time of issuing their registration request to the Platform and during the entire term of the Framework Contract:
- that they are at least 18 (eighteen) years of age and legally capable or that they are legally formed with the status of a company;
- that they are acting on their own behalf;
- that all the information provided upon their registration are true, exact and up-to-date.
4.2. Registration Procedure and Opening an Account
4.2.1. Information and Proof
Any interested party must provide to the Platform the information and documents listed hereinbelow, for the Registration Form, in the event that this information and these documents are not already in possession of the Platform.
The interested party undertakes to provide the information and documents corresponding to their status either as a professional or as a consumer.
For the Account Holder, who is a physical person and consumer:
- their last name, first name, email address, date and place of birth, nationality and country of residence.
- a copy of the Account Holder's valid official identity document (e.g., identity card, driver’s license, and for citizens of countries outside of the European Union, a passport).
For professional Account Holders:
- for physical persons:
- their last name, first name, email address, date of birth, nationality and country of residence.
- an original or a copy of the official registration extract dated within three months that indicates registration as a retailer or in the national business registry or any other professional organisation that the Account Holder is a member of.
- a copy of the Account Holder's valid official identity document (e.g., identity card, driver’s license, and for citizens of countries outside of the European Union, a passport).
- for legal persons:
- their business name, business form, capital, address of the registered office, description of the activity, the identity of the business associates and officers, as well as the list of the beneficial owners such as defined by regulation,
- a Kbis extract or equivalent document dated within three months proving their registration at the Business and Companies Registry of a Member States of the European Union or a State that is part of the European Economic Area agreement or a third-party country imposing equivalent obligations in terms of the fight against money laundering and the financing of terrorism and their bylaws. This document must include the business name, legal form, address of the registered office and the identity of the business associates and officers mentioned in Sections 1° and 2° of Article R.123-54 of the Code of Commerce or their equivalent in foreign law.
- a copy of the bylaws and potential decisions specifically certified true legal copy from the legal representative;
- a copy of the identity card or passport of the legal representative and, as the case may be, the beneficial owner(s).
- The statement from the beneficial owners of the legal person holding more than 25% of rights in the event that the interested party has not declared their beneficial owners in the national registry, or if it is not subject to this obligation.
The Account Holder may also be requested to provide the bank details from an open account in the name of the person mentioned in Sections 1° to 6° bis of Article L.561-2 of the Monetary and Financial Code in a Member State of the European Union or a State that is part of the European Economic Area agreement or a third-party country imposing equivalent obligations in terms of the fight against money laundering and the financing of terrorism
It is expressly established that the Service Provider maintains the possibility of requesting before opening an account and at any time during the term of the Framework Contract, additional documents related to the Account Holder, the beneficial owners, or a specific Payment Operation.
The Account Holder grants the Platform the power to carry out the Payment Operation on their Payment Account under their full responsibility (“Proxy Power”). Proxy Power automatically ends upon the death of the Account Holder. It may be revoked at any time upon the Account Holder’s request by informing the representative and the Service Provider by registered letter with acknowledgment of receipt. Revoking it takes effect on the date the Service Provider receives the letter. The Account Holder remains responsible for Payment Operations initiated on its behalf until this date by the designated representative. The Account Holder expressly releases the Service Provider from professional secrecy regarding the data of the Payment Account in terms of the representative designated under Proxy Power.
4.2.2. Restriction of the Payment Account
By the Service Provider’s free assessment, use of a Payment Account may be restricted without the Service Provider having to justify their decision to the Account Holder in question. The functioning of the Payment Account will specifically be restricted when the Account Holder has not provided all of the information and documents required by the Service Provider, such as listed hereinabove. These restrictions are indicated to the Account Holder of the Platform.
4.2.3. Finalisation of Registration
After entering into the Framework Contract, the Account Holder must provide all of the information and proof that are requested by the Platform. By giving their consent to the terms of the Framework Contract, the Account Holder accepts that the Platform will transfer to the Service Provider their request for registration as an Account Holder and all the proof documents received by it.
The Service Provider alone has the power to accept the registration of an interested party as an Account Holder for a Payment Account in their name. This acceptance will be indicated to the Account Holder by the Platform by any means under the terms established on the Site.
The Service Provider, without motivation, or right to an indemnity in favour of the Account Holder, may refuse a request to open an Account. This refusal will be indicated to the Account Holder by the Platform by any means under the terms established on the Site.
5. Functioning of the Payment Account
The amounts credited to the Payment Account result from the funds transferred by Card (or by any other Payment Method accepted by the Service Provider), or the receipt of a transfer. The amounts debited from the Payment Account result: from executing a Payment Order to an account opened in the books of a Third-Party Payment Service Provider, of the Service Provider withdrawing fees due by the Account Holder under the Framework Contract or, a reversal of an operation by Card (or by any other Payment Method).
5.1. Acceptance of Payment Orders by Card for the Payment Account
Transactions for the Payment Account may be carried out by Card (or any other method accepted by the Service Provider), once or on several occasions. When such an operation is requested, the User will be identified on the Site by indicating their username (valid email address) and their password or via their Facebook account. The funds transfer request will be indicated on the Payment Page dedicated for this purpose. For all payments, the User may be requested to use a one-time code sent to their mobile telephone to the institution that issued the Card. If this is the case, it is the Service Provider’s right to refuse any payment following their free assessment without this decision giving rise to any indemnification. The funds transfer operation is carried out by the institution that issued the Card. Any dispute for such a transfer must be indicated to this institution. The Service Provider is not authorised to cancel such a transfer.
The Account Holder is informed that the Service Provider accepting a Payment Order by Card does not guarantee the receipt of these funds by the Account Holder in their Account. The funds arriving in the Payment Account of the Account Holder is based on the effective receipt by the Service Provider of the funds collected less the fees agreed to under the Price Conditions.
If the funds are not received for technical reasons, the Service Provider will make their best efforts to settle the operation. If the funds are not received for any other reason, the Service Provider will immediately inform the Account Holder of their inability to credit their Account in the expected amount, and to contact the User.
In the event that the transfer of funds to the Account of the Account Holder is cancelled by the institution issuing the Card following the User disputing it, the Account Holder accepts that the Service Provider may reverse any funds transfer operation by Card by debiting the Payment Account of the corresponding amount. The Account Holder recognises that such dispute may be brought to the attention of the institution issuing the Card up until a maximum time frame of thirteen (13) months following the date that the account was debited related to said Card. In the absence of sufficient provisions in the Account to carry out such a reversal, the Service Provider may suspend or cancel any Payment Operation initiated by the Account Holder or a representative, or as the case may be, subrogate the rights of the Account Holder by carrying out recovery procedures for the amount due by the User by any means.
5.2. Receipt of Transfer to the Payment Account
The Account Holder authorises the Service Provider to receive in their Payment Account SEPA transfer operations in euros from a bank account or payment account open in the books of a Third-Party PSP.
The funds are credited to the Payment Account by the Service Provider as quickly as possible following their effective receipt by the Service Provider.
After the funds are credited to the Account Holder’s Payment Account, the Service Provider will make available a summary of the transfer operation received, including the following information: the reference number of the payment operation, a reference number allowing identification of the payer, the amount of the operation, the date of the credit value.
5.3. Execution of a Wire Transfer Operation Debited from the Payment Account
The Account Holder may transfer orders for SEPA or international wire transfers to a Beneficiary’s account held by a Third-Party PSP.
When the Account Holder wishes to carry out a Transfer Operation, they will indicate their identification in their Personal Online Area by indicating their Identification Data and, if need be, by following a Strong Authentication procedure if indicated to them. They will indicate on the Payment Page: the amount of the Payment Operation, the currency, the Payment Account to be debited, the date the Order is to be placed and any other required information. In the absence of a date indicated, the Transfer Order will be deemed to be placed immediately. The Account Holder must also follow the Authentication Procedure (or follow the Strong Authentication Procedure) indicated by the Service Provider.
The Account Holder may at any time issue a request to execute a Transfer Order to a Beneficiary designated by them that has a bank account or payment account from a Third-Party Payment Service Provider. The Account Holder must include the subject associated with each transfer by respecting the Authentication Procedure (or Strong Authentication Procedure, if it be the case) indicated by the Service Provider
The Account Holder irrevocably consents to the Payment Order by clicking on the “validation” button (“Date of Receipt”). The receipt of the Payment Order is confirmed in the Account Holder’s Personal Online Area. No Order may be withdrawn by the Account Holder after the date upon which it is deemed to irrevocably have been received, which is from the Date of Receipt.
Before issuing a Transfer Order, the Account Holder (or the Platform acting on their behalf) must ensure that they have a sufficient amount of credit available in their Account to cover the amount of the Payment Operation and the related fees as established in the Price Conditions. If necessary, they must credit their Account before the Order is validly transferred to the Service Provider to carry it out.
It is expressly agreed that the Payment Orders are executed at the latest at the end of the Business Day following the Date of Receipt of the Order by the Service Provider (and on the agreed-to execution date for standing or timely transfers). Any Payment Order received after 4:00 p.m. by the Service Provider will be deemed to have been received the following Business Day. If the Date of Receipt is not a Business Day, the Payment Order will be deemed to have been received the following Business Day.
For each Transfer Operation, the Account Holder may request from the Service Provider to be provided with a Hard Copy of the information related to the maximum execution time frame of this specific operation, the fees that they owe and, if it be the case, the details regarding these fees.
The Service Provider may be required to refuse to execute a Transfer Order that is incomplete or erroneous. The Account Holder must reissue the Order so that it is in proper conformity. Furthermore, the Service Provider may block a Transfer Order in the event of serious doubt regarding fraudulent use of the Account, unauthorised use of the Account, breach of security of the Account, in the event of a freeze issued by an administrative authority or for any other reason.
In the event a Transfer Order is refused or blocked, the Service Provider will inform the Account Holder thereof by any means. If possible, the Service Provider will indicate to the Account Holder the reasons for this refusal or blockage, unless it is prohibited from doing so due to a pertinent provision of national law or European Union law.
The Account Holder may at any time transfer instructions to cancel a transfer of funds in order to reimburse a User. The Account Holder will access the Site indicating their identifier and password. They will indicate, in their Personal Online Area, the amount of the reimbursement, the currency, the User to be reimbursed and any other required information.
The reimbursement operation is carried out by the Service Provider by crediting the Card used by the User or by transfer using the original payment methods, within the limit of the available balance in the Account and the rules for each network and SEPA rules within five (5) Business Days following the Service Provider’s receipt of the request for reimbursement.
5.5. Specific Provisions for Services Initiating Payment and Information on Accounts Provided by Third-Party PSP
When a Wire Transfer Order is consented to by a Third-Party PSP offering the services of initiating payment, this consent is agreed to between the Account Holder and said Third-Party PSP under the conditions agreed to between them. The Service Provider is not involved under these conditions and may in no way be held responsible in the event of a dispute related to providing this service by the Third-Party PSP following said conditions.
The Account Holder may not revoke a payment order after giving their consent that the Third-Party PSP providing the service of initiating payment initiates the Payment Operation.
If an unauthorised, unexecuted or improperly executed Payment Operation is initiated by the Third-Party PSP providing the service of initiating payment, the Service Provider, at the latest at the end of the following Business Day, shall immediately reimburse the Account Holder in the amount of the unauthorised, unexecuted or improperly executed operation and, if it be the case, refund the Account debited so that it is in the state that it would be in if the unauthorised or improperly executed Payment Operation had not taken place. The date on which the Account Holder’s Payment Account is credited shall not be dated later than the date upon which it was debited.
The Account Holder, in their Personal Online Area, has a statement of the Payment Operations carried out on the Payment Account available to them. They are asked to attentively acknowledge the list of these operations. Operations statements may also, upon express request, be made available to the professional Account Holder for other time frames.
It is specified that for each Transfer Operation carried out by the Service Provider, the Account Holder has the following information available to them: the reference number of the Operation, the identification of the Beneficiary, the amount of the Operation, the date the Order is received, and if it be the case, the fees related to executing this Operation.
7. Access to the Payment Account and Confidentiality of Personalised Security Data
The Payment Account is accessible online in the Personal Online Area, by using the Identification Data and in compliance with the requested Authentication Procedure (or Strong Authentication Procedure, depending on the case).
The Account Holder must indicate the Identification Data of each Authorised Person. Each Authorised Person accepts to not use the name or Identification Data of another person. The Account Holder alone is responsible for the use of their identifier.
Each Authorised Person is fully responsible for maintaining the confidentiality of their Identification Data, as well as any other Personalised Security Data potentially provided to the Service Provider or the Platform. The Account Holder must take all reasonable measures to maintain the confidentiality and security of their Personalised Security Data. They also undertake to educate the Authorised Persons regarding the confidentiality and security of their own Personalised Security Data.
The Account Holder (and each Authorised Person) accepts to not communicate their Personalised Security Data to third parties. By way of exception, the Account Holder may communicate to authorised Third-Party PSP in a Member State of the European Union or in a State that is part of the European Economic Area agreement for information services regarding the accounts and initiation of Payment Operation (such as defined in Article 4 of European Directive 2015/2366, called “PSD2”). The Account Holder must ensure that this Third-Party PSP is authorised for the above-mentioned services and that it accesses the Personalised Security Data in a secured environment.
8. Objection Regarding Personalised Security Data
The Account Holder must inform the Platform of the loss or theft of their Personalised Security Data, of any misuse or unauthorised use of their Personal Online Area or data relating to them as soon as they become aware of this and request that it be blocked. This declaration must be carried out:
- by making a telephone call to the Platform Customer Service at the number indicated in the General Conditions of the Site; or
- directly by electronic message through the contact form accessible on the Site.
The Service Provider, through the Platform, shall immediately execute the request for objection. The event will be recorded and date/time stamped. An objection number with date/time stamp will be provided to the Account Holder. Written confirmation of this objection will be sent by the Platform to the Account Holder in question by electronic message. The Service Provider will take administrative responsibility of the file and keep all proof relating to it for 18 (eighteen) months. Upon written request of the Account Holder and before this time frame expires, the Service Provider will provide a copy of this objection.
Any request for objection must be confirmed immediately by the Account Holder in question, by a letter signed by the latter, provided or sent by registered mail, or email, to the Service Provider at the postal address indicated hereinabove or at the address indicated in the General Conditions of the Site.
The Service Provider will not be held responsible for the consequences of an objection sent by fax or email that does not come from the Account Holder.
A request for objection is deemed to be made on the date and time of the effective receipt of the request by the Platform. In the event Personalised Security Data is stolen or there is fraudulent use of the Personal Online Area, the Service Provider is authorised to request from the Platform, a statement or copy of the complaint of the Account Holder and undertakes to respond to it as quickly as possible.
9. Blocking a Payment Account and Refusing Access to a Payment Account
The Service Provider reserves the right to block the Payment Account for objectively motivated reasons regarding the security of the Payment Account, the presumption of unauthorised or fraudulent use the Payment Account or a significantly increased risk that the Account Holder is incapable of fulfilling their obligation to pay the fees due under this Framework Contract.
The Account Holder is informed that the Service Provider may refuse access to the Payment Account by Third-Party PSP providing the service of initiating payment or information on the accounts, for objectively motivated or documented reasons related to unauthorised or fraudulent access to the Payment Account by this Service Provider, including initiating an unauthorised or fraudulent payment operation.
In this event, the Account Holder will be informed in their Personal Online Area of the block or refusal of access to the Payment Account and the reasons for this block or refusal. This information will be provided to them, if possible, before the Payment Account is blocked or access is refused and at the latest immediately after the block or refusal, unless providing this information is not communicable for reasons of objectively motivated security or is prohibited under another provision of pertinent European Union or national law.
The Service Provider will unblock the Account or re-establish access to it when the reasons for the block or refusal of access no longer exist. The Account Holder may request at any time that the Account be unblocked by indicating this to the Platform Customer Service, the contact information of which is included in the General Conditions of the Site. The Account Holder may be requested to create new Identification Data.
10. Contesting an Operation
10.1. Provisions Common to All Account Holders
For any claim relating to Payment Operations carried out by the Service Provider in the framework hereof, the Account Holder is asked to address the Platform Customer Service at the address indicated for this purpose in the General Conditions of the Site.
If an Order is executed by the Service Provider with errors attributed to this latter, this should be contested as soon as possible to the Service Provider, the Order will then be cancelled and the Account returned to the situation that it was in before receiving the Payment Order. Following that, the Order will be correctly reissued.
The fees indicated in the Price Conditions may be due in the event an Operation is unjustifiably contested.
10.2. Provisions Applicable to Professional Account Holders
Professional Account Holders wishing to contest a Transfer Operation unauthorised by them or improperly executed must contact the Platform Customer Service by telephone as soon as possible after they become aware of the anomaly and at the latest within eight (8) weeks following the transaction of the operation, it being their responsibility to contest it to the Service Provider as soon as possible. Unless there are good reasons to suspect the Account Holder of fraud, the Service Provider will reimburse the Account Holder in the amount of the Operation immediately following receiving the request to contest it, and in any case at the latest at the end of the next Business Day. The Service Provider will return the Account to the state it was in before the unauthorised Payment Operation took place
In the event of the loss or theft of Personalised Security Data, unauthorised Operations carried out before they are contested are the Account Holder’s responsibility. Operations carried out after they are contested are borne by the Service Provider unless in the event of fraud by the Account Holder.
10.3. Provisions Applicable to Consumer Account Holders
Consumer Account Holders wishing to contest a Transfer Operation unauthorised by them or improperly executed must contact the Platform Customer Service by telephone as soon as possible after they become aware of the anomaly and at the latest within thirteen (13) months following the date it is debited, it being their responsibility to contest it to the Service Provider as soon as possible. Unless there are good reasons to suspect the Account Holder of fraud, the Service Provider will reimburse the Account Holder in the amount of the Operation immediately following receiving the request to contest it, and in any case at the latest at the end of the next Business Day. The Service Provider will return the Account to the state it was in before the unauthorised Payment Operation took place
In the event it is contested, responsibility for proof that the Operation was identified, duly recorded and accounted for, and that it was not affected by technical or other deficiencies is the responsibility of the Service Provider.
In the event of an unauthorised Payment Operation following the loss or theft of Personalised Security Data, the Account Holder is responsible for the losses related to the use of Personalised Security Data before it is contested, up to a threshold of fifty (50) euros. Operations carried out after they are contested are borne by the Service Provider unless in the event of fraud by the Account Holder. However, the Account Holder is not held responsible in the event:
- Of an unauthorised Payment Operation carried out without using Personalised Security Data;
- Of the loss or theft of Personalised Security Data that could not be detected by the Account Holder before the payment was made;
- Of losses due to actions or failures of an employee, agent or subsidiary of a PSP or an entity to which these activities were externalised.
The Account Holder is also not held responsible:
- if the unauthorised Payment Operation is carried out by diverting the Personalised Security Data, without the Account Holder’s knowledge;
- in the event of counterfeiting the Personalised Security Data, if, at the time of the unauthorised Payment Operation, the Account Holder is in possession of this Data.
The Account Holder will bear all the losses arising from unauthorised Operations if these losses result from fraudulent activity by them or if they intentionally seriously neglected the obligations to keep their Personalised Security Data secured and to contest operations in the event of loss, theft or diversion of their Data.
Barring fraudulent activities on behalf of the Account Holder, the latter will not bear any financial consequences if the unauthorised Operation was carried out without the Service Provider requiring Strong Authentication of the Account Holder, in the event that regulations require it.
11. Financial Conditions
The services offered herein are invoiced by the Platform on behalf of the Service Provider in compliance with the Price Conditions.
Any commissions due by the Account Holder are automatically deducted from the Payment Account by the Service Provider. The Account Holder authorises the Service Provider to compensate at any time, even after the Account is closed, any irrefutable credit, liquid and collectible that remains owed, of any nature whatsoever. Funds in the Payment Account may be compensated for any amount due, collectible and unpaid of the Account Holder to the Service Provider.
In the event of late payment of the amounts due and collectible of the Account Holder to the Service Provider, the Account Holder will owe late-payment interests for the period from the date they are due until payment is complete. The applicable interest rate will be calculated on the basis of two times the annual legal interest rate published twice yearly for businesses. The amount of late-payment interest will be equal to the product of the amount unpaid multiplied by the above-mentioned legal interest rate and the number of days late over 365.
12. Term and Termination
The Framework Contract is entered into for an indeterminate period. It enters into force from the time it is accepted by the Account Holder.
The latter may at any time and by respecting an advance notice of thirty (30) calendar days, terminate the Framework Contract. The Service Provider may at any time terminate the Framework Contract, by respecting an advance notice of two (2) months provided in Hard Copy format. In this case, the fees irrefutably owed for the Payment Services are due by the Account Holder on a pro rata basis for the period elapsed at the termination date.
Beyond six (6) months, the Framework Contract may be terminated without costs. In other cases, termination costs may apply, in compliance with the Price Conditions.
For these purposes, each Party must notify the termination hereof to the other Party, by registered letter with acknowledgment of receipt, to the postal and email address indicated in the General Conditions of the Site.
Consequently, the entire Framework Contract is terminated any Payment Account is closed. The credit in the Account will be transferred in a time frame of thirteen (13) months to the Account Holder’s Bank Account after deducting the fees due and payable to the Service Provider. If the credit in the Payment Account surpasses the threshold indicated in the Price Conditions, the amount surpassing the threshold will be transferred within thirty (30) days following the date the termination takes effect to the Account Holder’s bank account after deducting the fees due and payable to the Service Provider. The Service Provided is discharged of any obligation upon confirming to the Account Holder the transfer to the bank account indicated.
In the event of serious breach, fraud, or lack of payment on the part of the Account Holder, the Service Provider reserves the right to suspend or terminate this Contract by sending an email along with a registered letter with acknowledgment of receipt without providing reasons or advance notice.
It is established that the Framework Contract will be automatically terminated in the event of new circumstances that affect the ability of a Party to carry out the obligations of the Contract.
13. Modification of the Contract
The Service Provider reserves the right, at any time, to modify the Framework Contract. Any draft modification of the Framework Contract is provided to the Account Holder via the Platform
Any Account Holder may refuse the proposed modifications and must notify their refusal to the Platform Customer Service by registered letter with acknowledgment of receipt two (2) months before the proposed modifications enter into force (post office stamp being proof thereof) to the address indicated in the General Conditions of the Site.
Lacking notification of refusal before the indicated date that they enter into force, the Account Holder will be deemed to have accepted the proposed modifications. The relationship between the Parties after the date of entry into force will then be governed by the new version of the Framework Contract.
In the event the Account Holder refuses, this refusal will give rise, without fees, to the termination of the Framework Contract, as well as the transfer of the balance of the Payment Account in a time frame of thirteen (13) months following the date the termination takes effect in order to cover anything contested in the future.
Any legislative or regulatory provisions that make modifications necessary to any part of the Framework Contract will be applicable from the date they enter into force, without advance notice. However, the Account Holder will be informed thereof.
The Service Provider undertakes to ensure that the services are provided with respect to the applicable laws and regulations and best practices. Specifically, the Service Provider shall do what is necessary to ensure the security and confidentiality of the Account Holder’s data, in compliance with the regulation in force.
The Service Provider reserves the right to temporarily suspend access to the online Account for technical, security or maintenance reasons without these operations invoking any right to an indemnity of any kind. It undertakes to limit these types of interruptions to those that are strictly necessary.
However, the Service Provider shall not be held responsible to the Account Holder for potential errors, omissions, interruptions or delays of operations carried out via the Site that result from unauthorised access by the latter. The Service Provider shall not be held responsible for the theft, destruction or unauthorised disclosure of data that results from unauthorised access to the Site. Furthermore, the Service Provider remains outside of the scope of the legal relationship between the Account Holder and a User or between the Account Holder and the Site. The Service Provider will not be held responsible for defaults, breaches or negligence between a User and an Account Holder, or the Site and an Account Holder.
If the unique identifier or any other information necessary to carry out a Payment Operation provided by the Account Holder is inexact, the Service Provider cannot be held responsible for the improper execution of said Service.
The Platform alone is responsible for the security and confidentiality of the data exchanged in the framework of using the Site in compliance with the General Conditions of the Site, the Service Provider being responsible for the security and confidentiality of the data that it exchanges with the Account Holder in the framework hereof for creating and managing their Account, as well as Payment Operations related to the Account.
15. Limits to the Service Provider’s Liability
The Service Provider is in no way involved in the legal and commercial relationships and potential disputes arising between the Account Holder and the User or between the Account Holder and the Platform or between the Account Holder and a Beneficiary. The Service Provider exercises no oversight over the conformity, security, legality, characteristics and the appropriate character of the products and services subject to a Payment Operation.
Every operation carried out by the Account Holder gives rise to a contract created directly between themselves and a User who is a stranger to the Service Provider. Consequently, the latter cannot be held responsible for the non-performance or improper performance of the obligations arising from it, or any potential damages caused to the Account Holder.
Notwithstanding any contrary provision in this Contract, the Service Provider’s liability in terms of an Account Holder is limited to reparations for direct damages as established by regulation.
16. The Account Holder’s Commitments
The Account Holder acknowledges that elements in their Personal Online Area do not infringe on the rights of a third party and are not contrary to the law, public order, or proper ethics.
- To not perform the Framework Contract in an illegal manner or under conditions that may damage, deactivate, overload or alter the site;
- To not usurp the identity of another person or entity, falsify or divulge their identity, their age or create a false identity;
- To not divulge data or personal information related to a third party, such as postal addresses, telephone numbers, email addresses, bank card numbers, etc. In the event of a breach of these obligations, the Service Provider may take all appropriate measures in order to bring an end to these actions. It also has the right to suspend, erase and/or block the Account Holder’s access to their Account.
- Without prejudice to legal actions undertaken by third parties, the Service Provider has the right to personally bring any legal action that seeks to repair the damages that it has personally been subject to due to the Account Holder’s breach of their obligations under this Contract.
If the Account Holder is aware of a breach of the above-mentioned obligations, they are asked to inform the Service Provider of these actions by contacting it at the address: firstname.lastname@example.org.
17. Withdrawal Right
17.1. Provisions Common to All Account Holders
The Account Holder having been initiated under the meaning of Articles L.341-1 et seq. of the Monetary and Financial Code has a time frame of 14 (fourteen) calendar days to exercise their right of withdrawal, as the case may be subject to responding to the conditions of Article D341-1 of this Code, without having to justify the reason or bear the penalty. This time frame for withdrawal begins from the day of their registration as an Account Holder.
17.2. Provisions Applicable to Consumer Account Holders
Under Article L222-7 of the Consumer Code, the consumer Account Holder has a right of withdrawal that may be exercised in a time frame of 14 (fourteen) days without having to justify the reason or bear the penalty. This withdrawal time frame begins either from the day of entering into the Framework Contract, or from the receipt of the contractual conditions and information, if this date is after that of the date the Framework Contract is entered into. The Framework Contract may only be put into effect before the withdrawal deadline has expired upon the approval of the consumer Account Holder. The consumer Account Holder recognises that the use of Payment Services after entering into the Framework Contract constitutes an express request on its part to begin performing the Framework Contract before the above-mentioned deadline has expired. Exercising the right of withdrawal involves the Framework Contract coming to an end, and in the event performance thereof has begun, takes the form of termination and does not bring into question the services previously provided. In this event, the consumer Account Holder will only be responsible for a payment proportional to the Services effectively provided.
17.3. Exercising the Withdrawal Right
The Account Holder must notify the Platform Customer Service of their withdrawal request within the indicated time frame by telephone or by email and by sending confirmation to the address of the Platform Customer Service. For this purpose, it may use the withdrawal slip made available to them by the Platform. Rules Regarding the Fight Against Money Laundering and the Financing of Terrorism
The Service Provider is subject to all of the Luxembourg regulations regarding the fight against money laundering and the financing of terrorism.
Pursuant to the provisions of Luxembourg law, relating to financial organisations participating in the fight against money laundering and the financing of terrorist activities, the Service Provider must obtain information from all Account Holders regarding any operation or original business relationship, the subject and the destination of the operation or the opening of the Account. Furthermore, it must carry out all due diligence for identifying the Account Holder and, if it be the case, the beneficial owner of the Account and/or the Payment Operations related to them.
The Account Holder recognises that the Service Provider may bring an end or postpone at any time the use of Personalised Security Data, access to an Account or the execution of an Operation in the absence of sufficient elements regarding their purpose or nature. They are informed that an operation carried out in the framework hereof may be subject to exercising the right of communication to the national financial intelligence unit.
The Account Holder, pursuant to regulations, may access all information thus communicated subject to this right of access not jeopardising the purpose regarding the fight against money laundering and the financing of terrorism if this data relates to the individual making the request.
No proceedings or civil liability action may be brought and no professional sanctions issued against the Service Provider, their officers or agents if they have made declarations regarding suspicions in good faith to their national authority.
18. Protection of Personal Data
The Service Provider collects and processes all Personal Data in compliance with the regulations in force applicable to the protection of this Data.
The Personal Data required during registration is necessary in the framework of the services provided in compliance herewith. If the obligatory Personal Data is not provided, the interested party may be refused access to the services.
The Person in Question is informed that the Personal Data is specifically collected for the following purposes: providing the services such as described herein; the fight against money laundering and the financing of terrorism; managing requests for information and claims; carrying out statistics. This data processing is specifically necessary for the performance of the Framework Contract as well as respecting the legal obligations that the data processor is subject to. The Service Provider and the Platform act as joint processors of this data.
The Personal Data shall not be transferred to any third party without the express consent of the Persons in Question. However, the Person in Question is informed that the Personal Data is transferred to the Service Provider’s subcontractors for the above-stated purposes. Said subcontractors only act on instructions from the Service Provider and exclusively on behalf of the latter.
The Person in Question may access the list of subcontractors by sending their request to the Platform Customer Service. They are informed that the Service Provider ensures that their subcontractors take all necessary measures in order to maintain the security and confidentiality of the Personal Data. In the event the Data is violated (loss, breach, destruction, etc.) involving increased risk to the Person in Question, the latter will be informed thereof.
The Service Provider reserves the right to disclose Personal Data at the request of a legal authority to be in compliance with any law or regulation in force, to protect or defend the rights of the Account Holder or the Person in Question, if circumstances require it or to protect the security of the Service Provider, the Services or the public.
Personal Data processed by the Service Provider in the framework of the services provided in compliance herewith is kept for the period of time that is strictly necessary to attain the purposes mentioned hereinabove. Barring legal and regulatory provisions to the contrary, the Data will not be kept beyond the effective date of termination of the Contract. It is specifically indicated that the Personal Data relating to identification is kept for a term of five years from the end of the contractual relationship, subject to applicable regulation in terms of the fight against money laundering and the financing of terrorism.
The Persons in Question have the following rights pertaining to their Data, according to the conditions established by regulations: the right of access, right of rectification, the right of objection, the right of erasure, the right to restrict its processing and the right of portability. The Person in Question may at any time exercise these rights by addressing the Platform Customer Service. The request must indicate their last name, first name, identifier, and include a photocopy of an identity document bearing their signature.
A response will be sent to the Person in Question in a time frame of one (1) month following receipt of the request. This deadline may be extended to two (2) months, given the complexity and the number of requests. In this case, the Person in Question will be informed of this extension and the reasons for postponement within a deadline of one (1) month from the receipt of the request.
The Person in Question will be informed if they have the right to file a claim with the competent authority for any request related to their Personal Data.
If the Person in Question provides the request in electronic format, the response will be provided in electronic format, unless they expressly request otherwise.
When the Personal Data relate to a Person in Question who is not a party to the Framework Contract has been transferred by the Account Holder, the latter will be responsible for communicating to the Person in Question the information of this Article.
Additional Information on the processing of Personal Data carried out in the framework hereof, the time frame that it is kept and the rights of the Person in Question are available in the Service Provider’s confidentiality policy (accessible at the site www.mangopay.com).
19. Professional Secrecy
The Service Provider is bound by professional secrecy. However, the secrecy may be lifted, in compliance with the legislation in force, based on a legal, regulatory and prudential obligation, specifically at the request of supervisory authorities, the tax or customs administration, as well as those of a criminal judge or in the event of a legal request indicated to the Service Provider. Notwithstanding the foregoing, the User has the right to release the Service Provider from professional secrecy by expressly indicating the authorities receiving the confidential information that relates to the User.
It is specified that professional secrecy may be lifted by regulation benefiting companies providing the Service Provider important operational tasks within the framework hereof.
20. Intellectual Property
The Service Provider retains all intellectual property rights that pertain to them for the Services offered to the Account Holder. None of these intellectual property rights will be transferred to the Account Holder under this Contract.
21. Death of the Account Holder and Inactive Accounts
21.1. Death of the Account Holder
The death of the Account Holder will bring an end to the Framework Contract, once this is made aware to the Service Provider. Operations occurring from the time of death, except with the agreement of the individual who has rights or the attorney in charge of the estate, will be considered not having been authorised.
The Payment Account will remain open for the time necessary to settle the estate and the Service Provider will ensure the transfer of the balance upon the agreement of the individual who has rights or the attorney in charge of the estate.
21.2. Inactive Accounts
Any inactive Account may be the subject to an inactivity notification by email on behalf of the Service Provider followed by a follow-up notification one month later. An Account Holder’s Payment Account is considered inactive if, at the end of a period of twelve (12) months, there have been no operations (with the exception of management fees being taken out) at the initiative of the Account Holder (or any representative) and that has not been specifically indicated to the Service Provider in any form whatsoever.
In the absence of a response or use of the balance of the credit of the Account in this time frame, the Service Provider may close the Account and maintain it for the sole purposes of carrying out a transfer of the amount due on the account as indicated by the Account Holder. In the event of death, the balance may only be transferred to the individual holding the Account Holder’s rights.
The Account may no longer carry out Payment Operations.
22. Force Majeure
The Parties shall not be held responsible, or considered as being in breach hereof, in the event of a delay or non-performance, when the cause of which is related to an event of force majeure as defined by Article 1218 of the Civil Code.
23. Independence of the Contractual Stipulations
If one of the stipulations hereof is nullified or not applicable, it shall be deemed not having been written and it shall not lead to nullification of the other stipulations.
If one or more stipulations hereof becomes invalid or is declared as such pursuant to a law, regulation or following a definitive decision handed down by a competent jurisdiction, the other stipulations retain their force of obligation and their scope. The stipulations declared null and void will then be replaced by stipulations that are as close as possible to the meaning and the scope of the stipulations initially agreed to.
24. Protection of Funds
The Account Holder’s funds shall be deposited, at the end of the Business Day following the day that they were received by the Service Provider, in a holding account open on the books of a Bank under the conditions required by regulations.
Under the terms of Article 24-10 (5) of the Law of 20 May 2011, published in Mémorial A n° 104 of 24 May 2011 of the Grand Duchy of Luxembourg and Article 14 of the Law of 10 November 2009 published in Mémorial A n° 215 of 11 November 2009 of the Grand Duchy of Luxembourg, transposing the Directive 2009/110/EC of the European Parliament and the Council of 16 September 2009, concerning access to the activity of electronic money institutions, the funds collected are protected and are not included in the pool of assets of the electronic money institution in the event of liquidation, bankruptcy or any other competitive situation that may arise for this latter.
25. Lack of Transferability
The Framework Contract may not be subject to a total or partial transfer by the Account Holder in return for payment or free of charge. Thus, they are prohibited from transferring to any third party whatsoever the rights or obligations that it holds hereunder. In the event of breach of this prohibition, in addition to the immediate termination hereof, the Account Holder may be held responsible by the Service Provider.
26. Agreement in Relation to Proof
All data will be included in unalterable, true and secured form on the technology database of the Service Provider specifically relative to Payment Orders and notifications sent, so as to constitute proof between the Parties unless there is proof to the contrary.
27. Territorial Scope of Application
The provisions of Articles L133-1 et seq. and L314-1 et seq. of the Monetary and Financial Code apply when the Service Provider and the provider of payment services of the payer or a beneficiary of a payment operation debiting or crediting an Account are both located in the territory of mainland France, Guadalupe, Guiana, Martinique, La Réunion, Mayotte, Saint-Martin or Saint-Barthélemy or another Member State of the European Union or in a State that is part of the European Economic Area agreement, and the operation of which is carried out in euros or in the currency of a Member States of the European Union that is not part of the SEPA Area or another state that is part of the European Economic Area agreement.
The provisions of Articles L133-1 et seq. and L314-1 et seq. of the Monetary and Financial Code apply (with the exception of those in Articles L. 133-11 to L. 133-13; L133-14, II and with the exception of the time frames mentioned in Article L314-13, VI) when the Service Provider and the provider of payment services of the payer or a beneficiary of a payment operation debiting or crediting an Account, one of which is located in the territory of mainland France, Guadalupe, Guiana, Martinique, La Réunion, Mayotte, or Saint-Martin, and the other in the territory of mainland France, Guadalupe, Guiana, Martinique, La Réunion, Mayotte, or Saint-Martin or another Member State of the European Union or in a State that is part of the European Economic Area agreement, and the operation of which is carried out in the currency of a State that is not part of the SEPA Area or another state that is part of the European Economic Area agreement, for the parties to the payment operation that is carried out in the European Union.
The provisions of Articles L133-1 et seq. and L314-1 et seq. of the Monetary and Financial Code apply (with the exception of those in Articles L. 133-11, L133-13,I; L133-22; L133-25 to L133-25-2; L133-27, and with the exception of the time frames mentioned in Article L314-13, VI) when only the Service Provider or only the provider of payment services of the beneficiary or that of the payer is located in the territory of mainland France, Guadalupe, Guiana, Martinique, La Réunion, Mayotte, or Saint-Martin, no matter the currency in which the payment operation is carried out, for the parties to the payment operation that is carried out in the European Union.
28. Claims and Mediation
The Account Holder is asked to address the Platform Customer Service, as indicated on the Site regarding any claim.
Any claim other than that established in Article 10 relating to entering into, performing or terminating the Framework Contract must be indicated by email to the following address: email@example.com.
The Account Holder accepts that the Service Provider will respond to their claims on Hard Copy format. The response will be issued as quickly as possible and at the latest within a time frame of fifteen (15) Business Days following the receipt of the claim by the Service Provider. However, for reasons outside of its control, the Service Provider may not be able to respond in this time frame of fifteen (15) days.
In this event, it will provide the Account Holder with the response specifying the reasons for this additional time period as well as the date on which it will send the definitive response. In any case, the Account Holder shall receive a definitive response at the latest in a time frame of thirty-five (35) Business Days following the receipt of the claim.
The Account Holder is informed that the CSSF (Commission de Surveillance du Secteur financier) [Oversight Commission of the Financial Sector] is competent to settle disputes on an extrajudicial basis related to the performance of this Framework Contract. For more information on the CSSF and the conditions of such recourse, you may address the Platform Customer Service or consult the website of the CSSF (http://www.cssf.lu). Mediation requests must be addressed to the Mediator of the Commission de Surveillance du Secteur Financier (CSSF), 283 route d’Arlon, L-1150 Luxembourg, (firstname.lastname@example.org) and this, without prejudice to other legal actions. However, the mediator may not be approached if the request is manifestly unfounded or abusive, if the dispute has previously been settled or is in the process of being settled by another mediator or by a court, if the request to the mediator is provided within a time frame of longer than one year from the time of the written claim to the professional, or if the dispute does not fall within the mediator’s scope of competence.
29. Language - Applicable Law and Competent Jurisdiction
With the exception of applying a law related to public order (which only applies in the strict limits of its purpose), is expressly stipulated that English is the language chosen and used by the Parties in their pre-contractual and contractual relationships and that the Framework Contract is subject to French law. Any dispute between the Parties regarding the latter shall be submitted to the jurisdiction of the competent French courts.