Welcome to HibanaPay Terms and Conditions!
Before you’re able to starting using the benefits of HibanaPay, which is brought to you by Velo Payments, we need you to confirm that you’ve read and agreed these terms and conditions.
By agreeing to these terms, you are bound by them in their entirety. If you do not agree to them, you must not sign-up to become a HibanaPay user. Please read these terms carefully – you may want to print a copy for your future reference.
These terms may have changed since you last reviewed them
We amend these terms from time to time. Please check these terms to ensure you understand the terms that apply at that time. If you’re already a HibanaPay user and you’re reading these terms again, this version may be a different version from the one you previously read.
Who we are and where to find information about us
We are Velo Payments Limited registered in England and Wales under company number 10613628 and have our registered office at Suite 1, 7th Floor, 50 Broadway, London. SW1H 0BL. Our VAT number is 10686255. Sometimes, services are provided by our group company, Velo-Payments Inc., together with its parent company, subsidiaries and affiliates, Velo-Payments Inc., a Delaware corporation whose address is 1001 Bridgeway, #502; Sausalito, CA 94965, USA or other third party service providers.
You can find everything you need to know about us (we refer to ourselves as ‘Velo’, ‘we’, ‘us’ or ‘our’ in these terms), and our payment services on our website or our app. We can also confirm key information to you in writing after you sign up to become a HibanaPay user, either by email, or in your online account should you request this be sent to you.
We don't give business customers all the same rights as consumers
Our payments services can be used by both consumers as well as business customers. However, consumers benefit from additional rights under law that business customers don’t benefit from.
For example, business customers have different rights where there is a problem with the service, and we don't compensate them in the same way for losses caused by us. Where a term applies just to businesses or just to consumers, this is clearly stated in these terms. You are a business customer if you are using HibanaPay wholly or mainly for use in connection with your trade, business, craft or profession, even if you are an individual.
If you are a business customer this is our entire agreement with you
If you are a business customer these terms constitute the entire agreement between us in relation to your use of our services. You acknowledge that you have not relied on any statement, promise, representation, assurance or warranty made or given by us or on our behalf which is not set out in these terms and that you have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in these terms.
Our Service
We provide a mobile and web-based solution to offer Open Banking services that allows you to receive payments, pay or move money between accounts that you connect via the HibanaPay platform – we refer to this as our ‘payment services’. We partner with Yapily LTD API to connect and move your payments pursuant to the Payment Services (PSD 2) - Directive (EU) 2015/2366. We utilize Yapily services for payment transactions operated through our website or app, using Yapily Connect Ltd, which is authorised and regulated by the Financial Conduct Authority under number 827001.
Our platform enables you, either as a business customer or an individual, to generate a QR code when you want to receive payment for something. That could be either goods, services, or even if you wanted to split a payment with a group of friends.
In order to use HibanaPay, you will need a compatible mobile telephone or handheld device and internet data access. You will be assumed to have obtained permission from the owners of the devices that are controlled, but not owned, by you, to download and use HibanaPay.
Fees and Payments
As a business user you have a choice of usage tiers with associated fees. Each fee consists of a monthly platform fee. If you have signed up via the web app each month we will invoice you at the start of the month to collect the subscription fees, This invoice will be available via the web application and via e-mail, if you have signed up via the iOS app, Apple will handle the subscription fees via their standard subscription process.
In the event that the tier fees are updated, we will provide a minimum of thirty (30) days advance notice.
For web app signed up users, we expect every invoice to be paid within 30 days of the invoice date, and we reserve the right to restrict your usage of the service in the event of your payment not being received within this payment period.
If you subscribe to the service via Apple then all payments will processed via the standard Apple app subscription terms.
Our Role
Whilst payments are facilitated through HibanaPay QR codes, HibanaPay does not process any payments. We operate the QR code payment structure through the use of Open Banking and Yapily (further details on Yapily and Open Banking can be found https://www.yapily.com/legal/yapilyconnect-terms-and-conditions/. All payment transactions are processed using your customer’s (or the payee’s) banking app.
Signing up to be a HibanaPay user
Once you’ve signed up to our service through our website, we’ll need to ask you for certain information about yourself, including whether you’re a using the service for peer to peer payments or a business customer. If you are using the service as the payment requestor in peer to peer payments you will be referred to as a ‘consumer’ in this document We may then need to complete further checks. Please keep your details up to date and let us know immediately if any information you've given us changes. If we discover that any of your information is incorrect, we will update it.
To meet our legal and regulatory requirements we might sometimes need to ask for more information about you. Please provide this information quickly so that there is no disruption to your HibanaPay account or our services.
Sometimes we’re unable to register you as a HibanaPay User - for example, because you are located outside the UK. When this happens, we will let you know during the sign-up process. You can also contact us if you have any issues in signing up.
We are not required to verify that the bank account details (for payment receipt) that you enter pertain to you or your business. We do ensure that the same bank sort code and account number combination is not used by more than one HibanaPay account.
Please keep your account details safe at all times. If you believe your account has been compromised or is being used by anyone other than yourself, you must contact us immediately at support@hibanapay.com so that we can freeze your account and investigate.
You are also responsible for ensuring that all persons who use your HibanaPay account, such as employees if you are a business customer, are aware of these terms and that they comply with them.
How to cancel your account (both consumers and business customers).
If you have signed up via the iOS mobile app, you can manage your subscription via the standard Apple subscription process. If you have signed up via the web app, you can lapse your subscription simply by not paying the next month’s subscription.
If payment for the forthcoming monthly period is paid you will no longer be able to use the HibanaPay service.
If, after your account is closed, you change your mind and want to re-open your account, we may be able to do this for you. You will need to contact us to see if this is possible.
Where we can delete or suspend your account
We reserve the right to disable, delete and remove your HibanaPay account at our discretion, without notice to you. We may, for example, delete your account without notice to you, if you breach our fair usage policy or you breach any term of these terms and conditions.
We also monitor transactions – if any transaction looks like it may need investigating, or looks suspicious to us for any reason, we will suspend usage of your account until we notify you otherwise.
HibanaPay should not be used for any illegal activity under any circumstance. Any evidence of illegal activity will not only result in removal of your account, but we may be required to report such activity to the relevant authorities.
Fair Usage Policy
The fair usage of our service is covered by the following :
Transaction value bounds of the fee tiers. If you repeatedly exceed the upper total transaction fee amount of the current tier for which you are registered without upgrading to the appropriate tier, we will contact you.
Velocity limits - If you intend to use HibanaPay for a sudden and unexpectedly high volume and/or value of transactions, please contact us in advance at support@hibanapay.com . If we do not receive such notice we reserve the right to remove your access to the service.
Reasonable usage - We expect transactions facilitated by our service to be for legitimate business or personal use only.
Legal usage - HibanaPay should not be used for any illegal activity under any circumstance. Any evidence of illegal activity will not only result in removal of your account, but we may be required to report such activity to the relevant authorities.
We reserve the right to block your access to the service with immediate effect in the event that we believe that the fair usage policy has been abused.
We're not responsible for delays to our service outside of our control.
If our payment services are delayed by an event outside our control, we will endeavour to contact you as soon as possible to let you know and do what we can to reduce the delay. As long as we do this, we won't compensate you for the delay, but if the delay is likely to be substantial you can contact our Customer Service Team: support@hibanapay.com to end the contract and to stop being a HibanaPay user.
We do not guarantee that our service will always be available or be uninterrupted. We may suspend or withdraw or restrict the availability of all or any part of our website or app for business and operational reasons. We will try to give you reasonable notice of any suspension or withdrawal. We also do not guarantee that our service will be secure or free from bugs or viruses. You are responsible for configuring your information technology, computer programs and platform to access our service. You should use your own virus protection software.
If you are a consumer, you have a legal right to change your mind
Your legal right to change your mind. We need to tell you that as a user, you have a legal right to change your mind about using HibanaPay, once you’ve opened a HibanaPay account. However, you are under no obligation to use HibanaPay and you can cancel your HibanaPay account at any time. See “How to cancel your account", above.
You have rights if there is something wrong with our service
If you think there is something wrong with our payment service, we ask that you first contact our Customer Service Team using the details found at the beginning of these terms.
We will not be liable for issues with transactions. HibanaPay and/or Velo does not facilitate any payment – this is done via the payee’s bank, as well as your bank to receive payment. If any issues arise around the transaction itself, HibanaPay and/or Velo shall not be held liable, unless the issue is caused by the issuing of the QR code. Please contact your bank directly in respect of any issues around a particular transaction.
Your rights and remedies if you are a consumer. We honor our legal duty to provide you with services that are as described to you on our website and that meet all the requirements imposed by law. Your legal rights are summarized below. These are subject to certain exceptions. For detailed information please visit the Citizens Advice website www.citizensadvice.org.uk. Remember too that you have several options for resolving disputes with us.
Summary of your key legal rights If your product is services, for example payment services, the Consumer Rights Act 2015 says: · You can ask us to repeat or fix a service if it's not carried out with reasonable care and skill, or get some money back if we can't fix it. · If a price hasn't been agreed upfront, what you're asked to pay must be reasonable. · If a time hasn't been agreed upfront, it must be carried out within a reasonable time. |
Business Customers – where we won’t be liable. We will not be liable for our service if you are a business user and:
· you continue to use our service after we have told you not to;
· any defects arise because you failed to follow our oral or written instructions as to the use of the service;
· the defect arises because of an issue with your device.
We can change these terms
Changes we can always make. We can always change how we operate our service:
· to reflect changes in relevant laws and regulatory requirements;
· to make minor technical adjustments and improvements, for example to address a security threat. These are changes that don't affect your use of the service; and
· to update digital content, provided that the digital content always matches the description of it that we provided to you before you bought it. We might ask you to install these updates.
Changes we can only make if we give you notice and an option to terminate. We can also make the following types of change to the service or these terms, but if we do so we'll notify you and you can then contact our Customer Service Team to end the contract and stop being a HibanaPay user before the change takes effect, or if you do not wish to accept any changes to the service or these terms then we will terminate your account – these changes may include if we introduce a charge to use HibanaPay or fundamentally change how it operates.
We don't compensate you for all losses caused by us our service
Our liability to consumers. We're responsible for losses you suffer caused by us terminating your account unless the loss is:
· Unexpected. It was not obvious that it would happen and nothing you said to us before we accepted your application to register as a HibanaPay user meant we should have expected it (so, in the law, the loss was unforeseeable).
· Caused by a delaying event outside our control. As long as we have taken the steps set out in the section. We're not responsible for delays outside our control
· Avoidable. Something you could have avoided by taking reasonable action. For example, damage to your own digital content or device, which was caused by our service and which you could have avoided by following our advice to apply a free update or by correctly following the installation instructions or having the minimum system requirements advised by us.
· A business loss. Our liability for any loss you suffer in connection with your trade, business, craft or profession is limited, as described in Our liability to businesses.
Our liability to businesses. If you're a business, then, except in respect of the losses described in Losses we never limit or exclude:
· we shall not be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profit, or any indirect or consequential loss arising under or in connection with any contract between us; and
· our total liability to you for all other losses arising under or in connection with any contract between us, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall be limited to £1000.
Losses we never limit or exclude. Nothing in these terms shall limit or exclude our liability for:
· death or personal injury caused by our negligence, or the negligence of our employees, agents or subcontractors (as applicable);
· fraud or fraudulent misrepresentation;
· breach of the terms implied by section 12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982; or
· any matter in respect of which it would be unlawful for us to exclude or restrict liability.
We use your personal data as set out in our Privacy Notice
How we use any personal data you give us is set out in our Privacy Notice.
If you request data from the party from whom you are requesting payment though HibanaPay, this data collection is only relevant to and must only be used for your business use and you agree to follow all applicable privacy laws. The data you can request should be limited to :-
· Name
· Company name
· E-mail address
· Post code/Address
· Phone number
· Location
· Loyalty/Membership number
· Date of birth
· Additional date
Under GDPR you are acting as the Data Collector and we are acting as the Data Processor.
Intellectual Property
The intellectual property rights in the HibanaPay service and the services we provide are owned by us. We agree to grant you a fully paid-up, worldwide, non-exclusive, royalty-free perpetual and revocable licence (this means that we allow you to use our intellectual property rights so you can use HibanaPay services even though we own it) for the purpose of using HibanaPay and services.
You must not modify any paper or digital copies of any materials you have printed off or downloaded in any way, and you must not use any illustrations, photographs, video or audio sequences or any graphics separately from any accompanying text.
Our status as the authors of content for all HibanaPay and Velo payments materials must always be acknowledged (except where content is user-generated).
You must not use any part of the content on our website or app for commercial purposes (other than as a payment facilitator) without obtaining our prior permission in writing to do so from us.
No text or data mining, web scraping or introducing viruses
You shall not conduct, facilitate, authorize or permit any text or data mining or web scraping in relation to our site, app or any HibanaPay and/or Velo payments services. This includes using (or permitting, authorizing or attempting the use of):
· Any "robot", "bot", "spider", "scraper" or other automated device, program, tool, algorithm, code, process or methodology to access, obtain, copy, monitor or republish any portion of the site or any data, content, information or services accessed via the same.
· Any automated analytical technique aimed at analyzing text and data in digital form to generate information which includes but is not limited to patterns, trends and correlations.
These provisions above should be treated as an express reservation of our rights in this regard, including for the purposes of Article 4(3) of Digital Copyright Directive ((EU) 2019/790).
It shall also not apply insofar as (but only to the extent that) we are unable to exclude or limit text or data mining or web scraping activity by contract under the laws which are applicable to us.
You must not misuse HibanaPay by knowingly introducing viruses, trojans, worms, logic bombs or other material that is malicious or technologically harmful. You must not attempt to gain unauthorized access to our site, the server on which our site is stored or any server, computer or database connected to our site. You must not attack our site via a denial-of-service attack or a distributed denial-of service attack. By breaching this provision, you would commit a criminal offence under the Computer Misuse Act 1990. We will report any such breach to the relevant law enforcement authorities and we will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use HibanaPay will cease immediately.
You have several options for resolving disputes with us
Customer Service Team. Our Customer Service Team will do their best to resolve any problems you have with us or our service. We ask that you contact them and we’re confident that we can resolve most issues this way.
Resolving disputes without going to court (consumers only). Alternative dispute resolution is an optional process where an independent body considers the facts of a dispute and seeks to resolve it, without you having to go to court. If you're not satisfied with the outcome or alternative dispute resolution, you can still go to court.
You can go to court. These terms are governed by English law. If you are a consumer then, wherever you live, you can bring claims against us in the English courts and if you live in Wales, Scotland or Northern Ireland, you can also bring claims against us in the courts of the country you live in. If you are a consumer we can claim against you in the courts of the country you live in. If you are a business customer you irrevocably agree to submit all disputes arising out of or in connection with our contract with you to the exclusive jurisdiction of the English courts.
Other important terms apply to our contract
We can transfer our contract with you, so that a different organization is responsible for supplying our service. We'll tell you in writing if this happens and if you are a consumer we'll ensure that the transfer won't affect your rights under these terms. If you're a consumer and you're unhappy with the transfer you can contact our Customer Service Team to end terminate your account.
Nobody else has any rights under these terms. These terms and your account are between you and us. Nobody else can enforce it and neither of us will need to ask anybody else to sign-off on ending or changing it.
If a court invalidates some of these terms, the rest of it will still apply. If a court or other authority decides that some of these terms are unlawful, the rest will continue to apply.
Even if we delay in enforcing these terms, we can still enforce it later. We might not immediately chase you for not doing something or for doing something you're not allowed to, but that doesn’t mean we can't do it later.
VELO PAYMENTS LIMITED
MARCH 2023
© 2024 Velo Payments Limited.
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