Terms of Service

Last Revision: November 11th, 2013

PLEASE, SERVE TO CAREFULLY READ THE FOLLOWING SERVICE CONDITIONS. BY ACCESING OR USING THE SERVICE, YOU ARE COMPROMISED TO RESPECT THE TERMS AND CONDITIONS. IF YOU DO NOT AGREE WITH THEM, PLEASE AVOID USING THE SERVICE.

This Service Conditions (hereinafter referred to as “Terms”) are applied in the moment you Access to our OPENPAY's S.A.P.I de C.V. and its associates (hereinafter referred to as “Company” or “us”). The following conditions do not modify the terms and conditions you might have with the Company for any other service or product.

The Company reserves the right to change or modify the terms and conditions contained in this document as well as any Policy at any moment and according to the Company's necessities. There will be an advice through the publication of the revised Services and the update will appear at the beginning of the document as “Last Revision” or through some other media that the company takes into consideration. To employ particular information media does not obligate us to use it in any other case. Any change or modification to these Terms will be effective at the very immediate moment after the Service revision's publication and you quit to any right you may have to receive any specific advice of such changes or modifications. The usage of these Services will confirm the acceptance to such changes or modifications, so you are obligated to frequently revise the terms and policies in order to understand the conditions that are being applied to the Services. The updated version can be consulted by clicking on the “Terms of Service” link located at the bottom of the website. If you do not accept the updated Terms you must stop using our Services.

 

Requirements

You must be 18 years old in order to accede or use our Services and not be legally disabled (you must be able to legally hire our Services). By signing in an use our Services, you must guarantee that you are major than 18, that you are not signing in for using a third person's data and that you have not being suspended or retired from our Services. You also declare and guarantee that you might not use the Services if the laws at your country prohibit the Terms.

 

Registration and Account

In order to use the Services, you must create an account with the Company (hereinafter referred to as “Account”) by logging in through our platforms known as “Access Media”. You guarantee that you are the authorized holder of the Account and Access Media you had employed among your register. You should be registered in only one Account.

You also compromised to: (a) Provide exact, updated and complete information when registering or update your Account, (b) To maintain updated your Account data, (c) to keep the security and confidentiality of your Access data and confine the Access to your Account and PC, (d) you must notify immediately to the company by sending an e-mail to the address legal@openpay.co at the moment you suspect or discover any security fail and assume the responsibility of all the activities that might occur on your Account and also accept all the risks involved in a non authorized log in.

 

Privacy Policy

Please visit our “ Privacy Policy ” by clicking on the corresponding link located at the bottom of our websites and find out how the company obtains, uses and reveals user's personal data.

 

Service Description

Virtual Account. In order to realize and receive payments to third parties, the Service will provide a virtual account. All the funds at the virtual account will be retaining under your name until the Recipient accomplishes all the requirements to receive those founds. The Service provides the users with the capacity to use the virtual account to make payments and receiving a transfer through them. The company employs PROSA as a processor which provides the payment services (e.g. card processing, clearance to trade and related services). By using any or all the Services you accept that you will be linked to PROSA's Terms and Conditions as well as the Privacy Policies available at http://www.prosa.com.mx/, whereby you consent and authorize us to delegate authorizations and share the provide information with our Third Parties Service Providers as needed in order to provide the Payment Services. The company processes all the Payment and Transfer transactions through the PCI open switch which accomplishes all the regulations stipulated by the Mexican Comision Nacional Bancaria y de Valores CNVB.

 

Disputes

You recognize and accept that any conflict you may have over the Payments and Transfer reception will be exclusively solved between you and the application's users, and that the Company is not somehow responsible of any Payment or Transference, including, without limitation any personal data or payment data you provide through it.

 

Taxes

You are the only responsible of tax declarations, receipts for tax purposes, retention reports or associate's responsibilities with any Contributions you do or with the Transferences you receive.

 

Fees

The Company charges an extra for the Service consisting in a percentage of any Payment received (“Fee”). This fee varies according to the “Payment Method” employed by the user and they will be published at the link named “Fees” such as the Platform usage fee, Transference fee, Financial fee and Safe Card Processing. The Company reserves the right to modify the Platform fee at any moment and without notice as long as this change only applies new Payment transactions after the implementation of that change.

 

Chargebacks

The Customer is responsible of supplying documentary evidence and to answer any chargeback application or Cybernetic fraud. The company will provide the process service to the banking institutions but does not assumes any responsibility for any chargeback and will not bear any cost under this concept.

Any chargeback detail must be revised and, if possible, any prove should be sent to the debit or credit card issuing entity in order to cancel the process in accordance to the time and terms established by the regulation applicable. The credit or debit card issuing entity is responsible of determining the chargeback's resolution.

In the event of a chargeback resolution results in favor of an end customer and the repayment must be applied to the transaction, The Customer authorize to The Company to immediately charge the total amount from that transaction directly to they positive balance plus all the fees (hereinafter referred to as “Chargeback Repayment”)

In case the platform gets malware to realize fraud, the corresponding law will be applied. In the event that The Customer does not have positive balance in his account to apply a “Chargeback Repayment” to make an immediate payment, The Customer must pay to The Company the total amount of the “Chargeback Repayment” in no more than 5 (five) days. In the event. In case of default penalty interest will apply from the date of default and until their full and complete payment at such rate 3% (three percent) per month, establishing from this time that any payment be applied first to interest and then to Capital.

The Customer authorizes the Company to retain by way of escrow to ensure proper fulfillment of their obligations 5% (five percent) of the amount of each transaction (hereinafter the "Escrow"). The Company will pay to Customer once this percentage when 180 (one hundred eighty ) calendar days have elapsed from the transaction in question and as long as there is no balance in favor of the Company for chargebacks or other obligations by The Customer.

Acceptable Service Usage

The usage and Access to the Services are under the Acceptable Service Usage Policy in which case the suspension or cancelation of your Access right or Service usage might result.

 

You and only you are Responsible when using the Service

The Company has no part, participation or interest. The company does not represents or warrantees and has no responsibility or obligation with the communications, transactions, interactions, conflicts or any other relation among you and other users, person or organization. You are the only responsible of your interactions through our services or users. We keep the right, but have no obligation, to supervise interactions between you and other users of our Services.

 

Identity Verification

You are the only responsible to determine the identity of other members whom you can interact with through our Services. We do not investigate or verify the reputation, behavior, moral, criminal records, business background, credit history or any other information that the user may present through the Services. You accept that the Company does not represent or warrantee about any registered user and you are the only responsible of the investigation and user selection.

 

Release

Because our services are only a platform, in the case you have argument with one or more users, you release us as well as to our public servants, directors, associates, employees, agents, members and suppliers of any complain, claim or harm and damage, known or unknown, suspected or unsuspected, revealed or unrevealed that might appear or related in such a way in any conflict.

 

Copyright and Limited License

Unless the opposite is indicated among the Services, they and all their content and other material, including without limitation the Company Logo, and all its designs, texts, graphics, pictures, information, data, software, sound files, other files and its selection and dispositions (“Company's Material”) are the Company's property and are protected by the Mexican and international Copyright law.

It is granted a limited license to Access and use the Company's Services and Materials, under the following conditions, except for the expressly allowed in the Services, in this Conditions or another written document, except for: (a) any resale or commercial use of the Company's Services and Materials, (b) the distribution, public communication or exhibition of the Company's Materials, (c) the modification of any other way or make use of the Service derivations and Company's Materials or any part of them; (d) the usage of any data, robots or extraction or recompilation method, (e) to download, except for the web's caching, of any part of the Services or Company's materials or any other information contained on it; (f) any usage of the Services or Company's Materials that are not contemplated. Any usage of the materials or Services that are not authorized in this document, without the written permission from the Company is completely prohibited and will revoke the granted license. Such non authorized usage can violate the laws, including, without limitations, the copyright, industrial property right, personal data right and other applying regulations. This license might be revoked at any moment.

User's Content

The Services can include interactive areas or services (hereinafter referred to as “Interactive Areas”) in which you and other users will be able to create, publish, send or keep messages, data, files, information, music, pictures, video, graphics, apps, codes, links or any other elements or Service's contents (hereinafter referred to as “User's Content”). By using the Services you accept not to publish, upload, send, save, create or publish through the Service any of the following:

• Illegal content, obscene, defamation, pornography, indecent, prurient, harassment, treatment, abusive, fraudulent, false, cheating or another;
• User's Content that might constitute, provokes or provides instructions for a transgression, right's violation on any form or that might create civil responsibility or distorts any local, national or international law;
• User's Content that violates the Copyright, Privacy Policy or another data including pictures or third parties data without consent;
• User's content that transgresses licenses, copyrights, classified information or similar. When publishing any content, you declare and warrantee that you have the legal right to distribute or reproduce that content;
• User's Content that supersedes any other person or identity or that distorts the relationship with third parties or entities;
• Virus, corrupted data or harmful documents or
• User's Data that according to the Companies judgment could be considered questionable or that confines or disables third parties from enjoying the interactive areas or services or that might expose the company or other users to any damage or responsibility.

The Company does not assume control or responsibility of any User's Content published, saved or uploaded by you or any other member, either for any damage or lost of information. The Company is not responsible for any user's behavior or mistake, defamation, calumny, omission, falseness, obscenity pornography or oath you may find through. By participating on the interactive areas you understand that some information and content you choose to upload can be publicly exhibited or can be selected by other users. You are the only responsible of the Services usage and interactive areas and using them is under your own risk.

If you consider any User's Content to be transgresses this Conditions you are able to report it by sending an e-mail to the following address: legal@openpay.co. Although the Conditions and under our discretion we are on the right to apply the Conditions in some other cases. Furthermore, these Terms do not allow the right to third parties or any promise for our Services not to include any content prohibited by the Terms. Although the Company does not have the obligation to revise, edit or control de User's Content, the Company reserves the right and absolute discretion to revise, eliminate or edit any User's Content published or saved at any moment and for any reason and without advise and you will be the only responsible for creating security copies or substitute any User's content you publish or save on the Services under your own cost. Any trespass on the Service usage might become into the ending or adjourn of the usage of the interactive areas or Services.

The Company disclaims the property or control upon any User's Content, except for feedback and the expressly indicated in these Terms, in the Services or at any agreement. Although, if you publish the User's Content at the Services, unless we tell the contrary, you allow the Company and partners the non exclusive right, irreversible, free of charge and totally sub-licensed to use, reproduce, modify, adapt, publish, translate, use and show that User Content through the world and in any form or media in and out the Services, including trade and promotion. We also can use your name and image by relating it to the User's Content. This license will end when all the uploaded data is removed by the user or the account is canceled, the license will continue if there is any usage outside the Site done before, because of the cache or saved data that might exist when the User's Content is eliminated. At the moment you upload or publish data the Company and its agents and employees are free of any complain about the usage according to the Terms. When breaking any of these stipulations you completely agree that you won't have any right to an additional compensation because of the usage of the Content.

By publishing the Content into the Services, you represent and warrantee that: a) the content is not confidential; b) that you own or have rights over the Content in order to confer the rights to the Company; c) the Content is correct and it is not harmful in any way; d) the Content and its usage and publication in relation with the Service are not and will not trespass this Terms or any law.

 

Copyright Complains

If you consider that something among the Service transgresses a copyright you had owned or controlled, you might want to present a contravention notification to our Designed Agent as it appears bellow.

Designed Agent: OPENPAY Legal Department

Address: Paseo De La Reforma 296, Col. Juárez, Cuauhtémoc, CDCO, C.P. 06600

Phone Number: +52 (55) 4170 3567

E-mail: legal@openpay.co

Please consult 17 U.S.C. §512(c)(3) to know the requirements for an appropriate notification. You must consider that if you lie or falsify information in your notification about the material or activity you complain about you might lose your or third parties rights and will be responsible for the damages, perjury and costs (including the attorney's fee), caused against us or the presumed offender as the result of trusting in that inexact or fake information, so that we eliminate or cancel the access to such material since it trespass Copyright.

 

Trademarks

“openpay”,“openpay.co”, logos and other products or Company's/ Service's names, as well as slogan are Copyright (hereinafter referred to as “Trademarks”) and cannot be copied, imitated or used (entirely or partly) except for the expressly allowed among the Terms and Services or through a previous written allowance from the Company. You are not allowed to use “metatags” or “hidden text” with the Company's Trademarks without our written allowance. Moreover, the aspect and sense of our Services, including all the headlines, personalized graphics, icons, and commands are copyrighted and belong as Trademarks and cannot be copied, imitated or used (entirely or partly) without a previous and written allowance, except for the expressed in this Document or in the Services. All the Trademarks, Copyrights, Products' names and Companies' names as well as logos mentioned above belong to their owners and cannot be copied, imitated or used (entirely or partly) without the written allowance from the holder or brand's owner. The reference to any product, service, process or any other information, by Commercial Trademark, Registered Brand, Provider or another do not constitutes or implies sponsorship or recommendation from us.

 

Hyperlinks

It is granted a limited right, non exclusive to create a text hyperlink into the Services, as long as that link do not represents the Company or any other service in a fake form, misleading, derogatory or defamatory and must tell that the binding site do not contains illegal or material for adults as well as any offensive material. This limited right can be revoked at any moment. You cannot use any Company's Trademark or another graphic from the Company to Access the Services without a written permission. Furthermore, you are not able to frame or use framing techniques ((frames or iframes) to attach any of the Company's Brand, logo or other owner's information, including the pictures found through the Services, the content of any text or design of any page or questioner in the Service's site without the Company's written allowance Except for the expressed above, or that you got a right or license of implication, obstacle or any other patent, copyright or trademark from the Company or third parties.

 

Third Parties Contents

The Company and users can provide third parties contents in the Services and can provide links and contents of Third Parties websites, including but not limiting advertisements or promotions (hereinafter referred to as “Third Parties Contents”) as a service to our interested clients in such information. The company does not control or adopts any Third Parties Content and does not represent or warrantees anything about them, including their limitation or integrity. You recognize and accept that the Company is not responsible in any form of Third Parties Content and does not assume any responsibility about updates or content's revision. The users employ such content under their own risk. Their commercial transactions or mail with or including promotions from third parties and any other term or condition, warrantee or related representation with them are only between you and the third parties. The Company is not responsible of any lost or damage that might occur as the result of those relationships or promotions or as the result of third parties presence in the Services.

 

Third Parties Relationship (Companies or Suppliers)

The Company is not a Facebook, PROSA, VISA, MasterCard or American Express or any other company's representative. Facebook, PROSA, VISA, MasterCard or American Express is foreign Trend marks. You are the only responsible of accomplishing the Terms, Contracts and Policies applicable at Facebook, PROSA, VISA o MasterCard and other company involved with the Services. The company will not be responsible of any personal, financial or sensible data you exchange, register or use through Facebook, PROSA or any other services.

 

Feedback

You accept and recognize any material including, but not limiting questions, comments, opinions, suggestion, ideas, plans, notes, drawings, original or creative material or any other information with regard to the Company or Services (hereinafter referred as “Comments”) which are provided by you, and which can be sent by e-mail, published through the Services or that are not confidential and will be the Company's exclusive property. The Company will own the exclusive rights, including all the intellectual property and will have the unrestricted right to use and share the Comments for any commercial purpose or other purpose without recognition or compensation for you.

 

Compensation

You accept to defend, compensate and exempt responsibilities to the company, its independent contractors, service suppliers and consulters and their respective directors, employees and agents among any claim, damage, cost, responsibility or expenses (including attorney fees) that might appear from: a) the usage of the services; b) any user's content or comment you share; c) that you attempt against the terms; d) any other right attempt or e) behavior against the services. Some jurisdictions limit the user's compensation, so that some or almost all compensation clauses may not be applied for you. If you must indemnify us, we will have the right at our discretion and unfettered, to control any action or process and determine if we would like to solve it and the conditions to do so.

 

Disclaimer and Warranties

THE COMPANY DOES NOT OFFER ANY GUARANTEES ABOUT THE EXECUTION, SERVICES OR COMPANY'S MATERIAL UNLIMITED DISPOSITION. THE SERVICES AND COMPANY'S MATERIAL ARE PROVIDED “AS IS” AND “ACCORDING TO AVAILABILITY”, WITHOUT GUARANTEES, EXPRESSED OR IMPLICIT. THE COMPANY REFUSES ALL THE EXPRESSED OR IMPLICIT GUARANTEES, INCLUDING THE SERVICES AND INFORMATION, CONTENT AND MATERIAL CONTAINED ON THEM. THE COMPANY DOES NOT REPRESENT OR GUARANTEES THAT THE COMPANY'S MATERIAL OR SERVICES ARE EXACT, COMPLETE, TRUTHFUL UPDATED AND EXACT. THE COMPANY TRIES TO PROVIDE A SECURE ACCESS AND USAGE, THE COMPANY CANNOT AND DO NOT REPRESENT OR GUARANTEE THAT THE SITE OR SERVER IS VIRUS FREE OR ANY OTHER DAMAGE ITEMS; SO, YOU MUST EMPLOY RECOGNIZED SOFTWARE IN ORDER TO DETECT AND CLEAN VIRUS IN EACH DOWNLOAD.

The Company keeps the right to modify all and each content in the Services at any moment and without advice. Any product reference, service or any other process or information, by trend mark, manufacturer, supplier or similar does not mean recommendation or sponsorship through the Company.

IF THE MEXICAN LAW DOES NOT ALLOW THE TERMS EXCLUSION IMPLIED IN USERS CONTRACTS, SOME OR ALL THE DISCLAIMERS IN THIS SECTION CANNOT BE APPLIED.

 

Liability Limit

IN ANY CASE THE COMPANY, DIRECTORS, EMPLOYEES, OR AGENTS WILL BE RESPONSIBLE FOR ANY DIRECT DAMAGE THAT MIGHT APPEAR THROUGH THE SERVICE USAGE, THE MATERIAL OR CONTENT ACCESSED THROUGH THE SERVICES, INCLUDING THOSE PROVOKED BY THE CONFIDENCE GIVEN BY THE USER IN ANY INFORMATION OBTAINED BY THE COMPANY, OR AS THE RESULT OF MISTAKES, OMISSIONS, BREAK DOWNS, DELETED FILES OR E-MAILS, VIRUS, OPERATION OR TRANSMISSION DELAYS OR ANY FAILURE RELATED OR NOT TO NATURAL DISASTERS, COMMUNICATION BREAKDOWNS, DESTRUCTION OR NOT ALLOWED ACCESS TO THE COMPANY'S REGISTERS, PROGRAMS OR SERVICES. IN ANY CASE THERE WILL BE TOTAL RESPONSIBILITY FROM THE COMPANY, ALTHOUGH THERE IS A CONTRACT, GUARANTEE, OR RESPONSIBILITY THAT COMES FROM THE USAGE OF THE SERVICES. IF THE MEXICAN LAW DOES NOT ALLOW THE RESPONSIBILITY LIMITATION IN THE USER'S CONTRACTS, SOME OR ALL THE ABOVE LIMITATIONS MIGHT NOT BE APPLIED.

 

Modification to the Services

The Company keeps the right to modify or discontinue temporally or permanently the Services or any other characteristic or part of them without previous advice. You accept that the Company will not be responsible for any modification, discontinuation or interruption of the Services or any part of it.

 

Applicable Law and Jurisdiction

These Terms and Service usage will be interpreted and under the Colombia City or DF laws, without using legal dispositions.

 

Arbitration

READ CAREFULLY THE FOLLOWING PARAGRAPH SINCE IT FORCES BOTH PARTS TO ARBITRATE SOME DISPUTES AND LIMITS THE WAY IN WHICH YOU CAN FIND THE COMPANY'S SUPPORT. By Reading this you accept that any legal action that comes from these Terms or that are closely related with them should be solved according to the Reglamento de Arbitraje de la Camara de Comercio Internacional (ICC Colombia) by a moderator named by such institution. The arbitration will be in Spanish and at Colombia City, D.F.

As much as the law allows it, ANY ARBITRATION OR COMPLAINT UNDER THESE SERVICE TERMS WILL BE RELATED TO ANY OTHER, INCLUDING THOSE THAT IMPLY ANY OTHER USER BEFORE OR AFTER THE ACTUAL ONE AND ANY COLLECTIVE CLAIM. COLLECTIVE ACTIONS WILL BE ALLOWED, UNLESS THE LAW DETERMINATES SO.

 

Termination and Suspension

However the Terms, the Company reserves the right, without notice and according to its discretion, to cancel, or suspend the Services and block or deny the Access to them.

 

Survival

The Sections as Service Description, Contributions and Transfers, Donations, Platform Committees, Acceptable use of Services, Interaction with other users, Trademarks, Third Parties Content, User's Contents, Feedback, Compensation, Warrantees, Liability Limitations, Applicable Law, Arbitration, Survival and Separation will apply under any termination or expiration of these Terms.

 

Separation

If any disposition of these Terms is considered illegal, not valid or not applicable for any reason, such disposition will be considered dissociable from the Terms and will not affect the appliance and validity of the rest of the dispositions.

 

Contact and Questions

Any question or comment about the services or these Terms can be asked to the company by sending an e-mail to the following address:legal@openpay.co.