Terms & conditions

1.      THE PAYMENT SERVICE PROVIDER

1.1.   Inpay A/S (“Inpay”; “we”; “our”; “us”) has a company registration number of 32317731, and a registered office at Toldbodgade 55B, 1253 Copenhagen, Denmark.

1.2.   Inpay is a licensed payment service provider with authorisation from the Danish Financial Supervisory Authority (Finanstilsynet) to provide: (i) payment initiation services; and, (ii) account information services.

1.3.   The Danish Financial Supervisory Authority’s address is Århusgade 110, 2100 Copenhagen, Denmark and you can find additional contact details on their website.

2.      THE PAYMENT SERVICE

2.1.   Inpay’s payment services allow you to:

2.1.1.use account information services in order to retrieve your consolidated bank account information (registered name, account number and transaction data) and share this information with a merchant (“Account Information”);

2.1.2.give Inpay payment orders to initiate payments from your bank account to a merchant (“Collection”); and

2.1.3.Account Information and Collection are jointly referred to as the “Service” herein.

2.2.   The Service is made available to you via a supplier providing you with a product or a service (the “Merchant”). The Service is not offered by or affiliated with your bank.

2.3.   For Account Information and Collection, you are considered the payment service user.

2.4.   By using the Service, you agree to these Terms and Conditions in English (the “Terms and Conditions”; the “Agreement”).

3.      AGENTS

3.1.   In providing the Service, Inpay is entitled to utilise services provided by legal entities that are also agents in accordance with The Danish Payments Act (Lov om Betalinger), acting on behalf of Inpay.

4.      TRANSACTION FLOW AND DATA

4.1.   You use the Service by choosing Inpay in the Merchant’s online checkout (or similar), filling out the required details into the interface, and clicking continue (or similar).

4.2.   For Account Information, you identify yourself to your bank with your security credentials supplied by your bank (e.g., a code or password) to select your bank account and by doing so also request that Inpay shall share the retrieved bank account information with the relevant Merchant.

4.3.   For Collections, Inpay provides you (the payer) with a payment service. You give Inpay a payment order to initiate a payment transaction from your selected bank account (the “Payment Order”) by signing the Payment Order with your bank issued security credentials. The payment is then received by Inpay on behalf of the Merchant to which you are making the payment, and the transfer of funds to the Merchant is thereafter completed.

4.4.   Up until the point at which a Payment Order has been instructed by you via the Service, you may withdraw your consent for the payment to be initiated, but this shall happen no later than the moment of irrevocability in accordance with Article 80 of the Payment Service Directive 2 (EU) 2015/2366 (the “PSD2”).

4.5.   You acknowledge that once a Payment Order has been consented to and signed by you, the Payment Order cannot be withdrawn or revoked, and you hereby agree that you shall not attempt to withdraw or revoke the Payment Order through your bank.

4.6.   All data transferred through the Service is encrypted. Your personalised security credentials are only forwarded to the corresponding input-field of your selected bank and never stored by Inpay.

5.      TERMINATION

5.1.   The Agreement shall be valid until terminated by one of the parties in accordance with the terms herein.

5.2.   You can terminate Agreement without notice. Inpay may terminate the Agreement with two months' notice. Inpay may also terminate the Agreement without notice, unless otherwise provided by applicable law, if we assess that we cannot comply with anti-money laundering or other legislation.

5.3.   In the event of a material breach, we may terminate the Agreement without notice.

5.4.   If you take up permanent residence in a country included on the European Commission's list of high-risk third countries, we may terminate the agreement without notice. You can read more about the list of high-risk third countries on the European Commission's website under 'EU policy on high-risk third countries'.

5.5.   If you have not used Inpay for six months, we reserve the right to terminate this Agreement with two months' notice.

5.6.   Inpay’s termination of the Agreement must be objective, and the reason shall be stated in the termination that we send.

6.      PERSONAL DATA

6.1.   Personal data about you is processed by Inpay in accordance with Inpay’s Privacy Policy.

7.      ELIGIBILITY TO USE THE SERVICE

7.1.   To use the Service, you must be of such age as required by the Merchant and have the capacity to enter into legally binding agreements and the right to dispose of the assets available in your bank account.

7.2.   You may not use the Service if the usage results in a breach of third-party agreements and you are personally responsible for all such breaches.

8.      TRANSACTION TIME

8.1.   Collections are carried out via general clearing systems, meaning that it might take up to three (3) banking days before the payment is received on the Merchant’s bank account or payment account. In certain cases, Inpay or relevant third parties may be required to delay payments further due to legal obligations under anti-money laundering and other applicable laws and regulations.

9.      KNOW YOUR CUSTOMER

9.1.   All payment transactions made through the Service are subject to monitoring for the purposes of Inpay complying with applicable laws and regulations regarding anti-money laundering and counter-terrorism financing. The policies and practices applied may vary from time to time and depending on conditions pertaining to you such as transaction patterns and geographical position. To comply with applicable laws and regulations, records may be kept and additional information may be requested from you to establish matters such as identity, purpose of the payment transaction and origin of funds. By using the Service, you commit to providing Inpay with all such information as may be deemed reasonably necessary and any information required under applicable law, e.g. under the Danish Money Laundering Act or Tax Control Act.

10.   SUSPENSION

10.1.                  Inpay unilaterally reserves the right to suspend the Service:

10.1.1.   to comply with applicable laws and regulations including anti-money laundering and counter-terrorism financing laws and regulations and keep records thereof; and/or

10.1.2.   in case of fraud or other criminal or illicit activity, act or omission that might expose you or Inpay to damage.

11.   LIMITATION OF LIABILITY

11.1.                  Inpay shall provide the Service in accordance with The Danish Payments Act.

11.2.                  Inpay is liable if, due to gross negligence, we carry out our agreed obligations in a defectively or untimely manner. Inpay assumes no liability for losses caused by one or more of our suppliers.

11.3.                  Inpay is not liable for losses caused by:

11.3.1.   Breakdowns in or lack of access to IT systems or damage to data in these systems attributable to the events listed below, regardless of whether it is the fault of Inpay itself or an external supplier, failure of Inpay’s power supply or telecommunications, legislative intervention or administrative acts.

11.3.2.   Other circumstances that are beyond Inpay's control.

11.4.                  Inpay’s exemption from liability does not apply if:

11.4.1.   Inpay should have foreseen the circumstance that caused the loss when the Agreement was concluded; and,

11.4.2.   Inpay breaches mandatory Danish legislation, which thereby directly causes the loss.

11.5.                  Unless required by relevant Danish or EU consumer law, Inpay shall in no case be liable to you for any direct or indirect loss or damages incurred due to the use of the Service.

11.6.                  The purchase of goods and/or services from the Merchant is subject to the Merchant’s terms and conditions and Inpay is not liable for the acts or omissions of the Merchant, including any loss you incur as a result of such acts or omissions.

12.   RIGHT OF WITHDRAWAL

12.1.                  You can withdraw from the Agreement within 14 days of signing up for Inpay if you are a consumer.

12.2.                  If the last day of the withdrawal period falls on a Saturday, Sunday, public holiday, Christmas Eve or New Year's Eve, the deadline runs up to and including the following working day.

12.3.                  If you have chosen to use the Services before the withdrawal period has expired, including transferred or received amounts, the transaction that takes place will not be covered by the right of withdrawal. The Payment Order you have initiated will therefore not be refunded or reversed in the event of your subsequent cancellation of the Agreement.

12.4.                  To exercise the right of withdrawal, you must notify your decision to withdraw from this Agreement in an unambiguous statement to Inpay by sending an e-mail to [email protected]

13.   POTENTIAL FEES APPLIED BY THE BANK OR THE MERCHANT

13.1.                  Inpay does not charge you any fee for the provision of the Services. The Merchant may however charge you a fee for the Service which is regulated in the terms and conditions of the Merchant.

14.   CHANGES

14.1.                  Inpay may change the terms and conditions of this Agreement with two months' notice. However, we may change the Terms and Conditions without notice if the changes are in your favour.

14.2.                  You will be notified by Inpay if we change the terms of this Agreement. If you do not wish to be covered by the new terms and conditions, you must notify us at the latest before the new terms come into force. If you decide that you do not wish to be covered by the new terms and conditions, we consider the Agreement to be terminated from the time that the new terms enter into force. If we do not hear from you, we consider that you have accepted the changes.

15.   COMPLAINTS, COMMUNICATION AND VERSION PREVALENCE

15.1.                  If you notice an error or malfunction in the Service, have a question or complaint concerning the Service, these shall be submitted to Inpay via e-mail to [email protected]. Inpay shall answer your complaint by e-mail within fifteen (15) banking days in English.

15.2.                  The Danish Consumer Ombudsman can be contacted [email protected] and can be found at Carl Jakobsens Vej 35, 2500 Valby, Copenhagen, Denmark.

15.3.                  The Danish Competition and Consumer Authority can be contacted at [email protected].

15.4.                  You may complain to our regulator, the Danish Financial Services Authority (Finanstilsynet), at:

Finanstilsynet

Aarhusgade 110

2200 Copenhagen

www.dfsa.dk/

+45 33558282

[email protected]

15.5.                  All communication between the parties in relation to this Agreement shall take place in English.

15.6.                  You can also complain to the European Commission's online dispute resolution portal (the “ODR”). This is particularly relevant if you are a consumer living in an EU country other than Denmark. If you contact the ODR, you can inform them that Inpay's complaints department can be contacted directly at [email protected] This ensures that the ODR can contact us directly.

15.7.                  This Agreement shall be written and executed in the English language. Any translation into any other language shall not be an official version of this Agreement and in the event of any conflict of interpretation between the English version and such translation, the English version shall prevail.

16.   INTELLECTUAL PROPERTY

16.1.                  All copyrights, trademarks, logos and other intellectual property rights in and relating to the Services and their features are the property of Inpay. You may not reproduce, copy, display, assign, publish or otherwise use these intellectual property rights of the Services, except to the extent necessary to use the Services as provided for in this Agreement.

17.   FORCE MAJEURE

17.1.                  Inpay shall in no case be liable for any economic loss, delay, or failure in performance of the Service to the extent such loss, delay or failure is caused by fire, flood, explosion, war, strike, embargo, governmental requirements, civil and military authority, data trespass, denial-of-service attack, unlawful action by you or any other cause beyond Inpay’s reasonable control.

18.   SEVERANCE

18.1.                  If any provision of these Terms and Conditions is found by any court or administrative body of competent jurisdiction to be invalid or unenforceable, such invalidity or unenforceability shall not affect the other provisions of these Terms and Conditions which shall remain in full force and effect. If any provision of these Terms and Conditions is so found to be invalid or unenforceable but would cease to be invalid or unenforceable if some parts of the provision were deleted or amended, the provision in question shall apply with such modification as may be necessary to make it valid and enforceable.

19.   GOVERNING LAW AND DISPUTE RESOLUTION

19.1.                  These Terms and Conditions shall be governed by the laws of the Kingdom of Denmark and subject to any mandatory provisions under the laws of your country of residence. Disputes shall primarily be resolved by negotiations between you and Inpay following a claim being filed by you in accordance with Clause 15 of this Agreement. If you and Inpay are not able to reach an amicable agreement regarding the claim, the dispute shall be dealt with by the Copenhagen City Court. This applies without regard to international private law rules that may lead to the application of other law than Danish law.