{"id":2857,"date":"2021-02-25T16:53:35","date_gmt":"2021-02-25T16:53:35","guid":{"rendered":"https:\/\/documents.openpay.mx\/?p=2857"},"modified":"2022-08-17T03:44:05","modified_gmt":"2022-08-17T03:44:05","slug":"terminos-servicio","status":"publish","type":"post","link":"https:\/\/documents-mx-dev.opdevhm.com\/en\/docs\/terminos-servicio.html","title":{"rendered":"T\u00e9rminos y condiciones de uso de los servicios de Openpay"},"content":{"rendered":"
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T\u00e9rminos Y Condiciones De Uso De Los Servicios De Openpay<\/h1>\t\t<\/div>\n\t\t\t\t<\/div>\n\t\t\t\t
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LOS CUALES SURTEN EFECTOS LEGALES A PARTIR DEL 1 DE MAYO DE 2020.<\/span><\/h2>

POR FAVOR LEA ESTAS CONDICIONES DE USO DEL SERVICIO CON CUIDADO. AL ACCEDER O UTILIZAR EL SERVICIO, SE COMPROMETE A RESPETAR LAS CONDICIONES DESCRITOS AQU\u00cd Y TODOS LOS T\u00c9RMINOS INCORPORADOS POR REFERENCIA. SI USTED NO EST\u00c1 DE ACUERDO CON ESTAS CONDICIONES, NO UTILICE LOS SERVICIOS. Estas Condiciones de Uso del Servicio (\u201cCondiciones\u201d) se aplican al acceso a, y uso de los sitios web, aplicaciones m\u00f3viles y otros productos y servicios en l\u00ednea (colectivamente, los \u201cServicios\u201d) de OPENPAY, S.A. de C.V. (en lo sucesivo \u201cOPENPAY\u201d) y sus filiales, subsidiarias y empresas asociadas (\u201cCompa\u00f1\u00eda\u201d o \u201cnosotros\u201d). Estas Condiciones no alteran los t\u00e9rminos y condiciones de cualquier otro acuerdo que pueda tener con OPENPAY para los productos, servicios o de otra \u00edndole. OPENPAY se reserva el derecho de cambiar o modificar los t\u00e9rminos y condiciones contenidos en las presentes Condiciones o de cualquier pol\u00edtica o directriz de los Servicios, en cualquier momento y a su sola discreci\u00f3n. Se proporcionar\u00e1 un aviso mediante la publicaci\u00f3n de los t\u00e9rminos revisados a los Servicios y el cambio de la fecha de \u201c\u00faltima revisi\u00f3n\u201d en la parte superior de las Condiciones o por otros medios de notificaci\u00f3n que la empresa determinar\u00e1 en su momento, a su entera discreci\u00f3n. Usando una forma particular de notificaci\u00f3n en algunos casos no nos obliga a usar la misma forma en otros casos. Cualquier cambio o modificaci\u00f3n ser\u00e1 efectiva inmediatamente despu\u00e9s de la publicaci\u00f3n de las revisiones de los Servicios, y usted renuncia a cualquier derecho que pueda tener para recibir un aviso espec\u00edfico de tales cambios o modificaciones. El uso de estos Servicios confirmar\u00e1 su aceptaci\u00f3n de tales cambios o modificaciones, por lo que debe revisar con frecuencia los t\u00e9rminos y pol\u00edticas aplicables para entender las condiciones que se aplican a su uso de los Servicios. Las versiones m\u00e1s actualizadas de las Condiciones pueden consultarse haciendo clic en el enlace de hipertexto de los \u201cT\u00e9rminos de Servicio\u201d situado en la parte inferior de nuestras p\u00e1ginas web. Si no acepta las condiciones modificadas, deber\u00e1 dejar de utilizar los Servicios.<\/p>

Glossary of Terms Used<\/strong><\/p>

  1. API: Se refiere a \u201cApplication Programming Interface\u201d (por sus siglas en ingl\u00e9s), que es una capa\/interfaz de acceso a la plataforma OPENPAY por medio de lenguajes de programaci\u00f3n. (M\u00e1s informaci\u00f3n en: http:\/\/www.openpay.mx\/docs\/api\/). Incorporando dicha API en los sistemas y plataformas del COMERCIO es que se pueden recibir y procesar pagos desde la plataforma de OPENPAY.<\/li>
  2. Beneficiary of the Payment of Services: It is the natural or moral person who will receive the monetary sum sent by the MERCHANT for the payment of services through OPENPAY.<\/li>
  3. CFDI: It means \"Digital Payment Receipt on the Internet\". It is a digital document with legal validity, which uses internationally recognized technical security standards to guarantee the integrity, confidentiality, authenticity, uniqueness and non-repudiation of the Electronic Invoice. They are made up of files in XML and PDF formats.<\/li>
  4. Chargeback: This occurs when the End User contacts the issuing bank of his debit or credit Card to raise a clarification for this concept, who, if applicable, pays the End User the amount of the transaction. The bank issuing the debit or credit card of the End User is the one who creates a chargeback request to the MERCHANT that processed the corresponding transaction.<\/li>
  5. Merchant: It is the natural person with business activity or the legal entity that contracts the provision of OPENPAY services.<\/li>
  6. Fee: It is the fee that OPENPAY charges the MERCHANT for processing a payment transaction through the OPENPAY platforms, which depends on the configured Payment Method, same as specified in this Contract.<\/li>
  7. CLABE Account: It is the \u201cStandardized Bank Code\u201d, which is unique and unrepeatable, is made up of eighteen digits and is used to identify the bank account (s) within the Mexican banking system. This CLABE account guarantees that the resources sent by OPENPAY, as well as the electronic transfers of INTERBANK funds (between banks), are applied exclusively to the account indicated by THE MERCHANT.<\/li>
  8. MERCHANT Account: Refers to the MERCHANT account on the OPENPAY platform, where data is recorded, such as the current balance and the available balance of all OPENPAY Payment Methods, among others.<\/li>
  9. Transaction day and time: It is the date, specifying year, month, day, hour, minutes and seconds of a transaction carried out within the OPENPAY system, which is recorded at the time that said transaction is completed and paid, regardless of Payment method. Usually it is specified as a completed transaction (hereinafter \u201cTC\u201d) and is represented in the format \u201cyyyy:mm:dd:hh:mm:ss\u201d (Example: 2014:12:12:13:00:00 ).<\/li>
  10. Daily cutoff time: It is the maximum time in which a transaction is accepted, depending on the Payment Method, so that the amount of said transaction is part of the current balance of MERCHANT of the current day. If a \u201cTC\u201d transaction is completed before or until the daily cut-off time of the Payment Method used, then the amount of the \u201cTC\u201d transaction is credited to the current balance of that current day and is settled to the MERCHANT as established in the Resource Availability Time section of this Contract.<\/li>
  11. IIP: Means \"personally identifiable information\" and refers to any data that could potentially identify a specific individual. Any information that can be used to distinguish one person from another, and that can be used to remove anonymity, which may be stored in the United States of America and\/or the United Kingdom<\/li>
  12. Payment Method: Including but not limited to, refers to the Payment Methods that OPENPAY has available to clients or End Users of the MERCHANT, which are: Credit, debit and service cards, both from national and international Issuers (VISA , MasterCard or American Express), or through Referenced Deposits in Multiple Banking Institutions, cash payments in convenience stores (hereinafter \u201cPaynet\u201d), as well as any other Payment Method that will be available in the future through OPENPAY and enabled within the MERCHANT systems.<\/li>
  13. Aggregator or PSP mode: It is the modality of the OPENPAY platform under which the payment transaction is processed, using the Payment Method rules and the transaction amount is added to the current balance, with OPENPAY paying the transaction amount processed to the current balance and subsequently adds it to the available balance, based on the Time of availability of the resources to later be the liquidator of the MERCHANT and discounting the discount rate or fees agreed, according to said Payment Method.<\/li>
  14. Processor or Gateway Mode: It is the modality in the OPENPAY platform under which it processes each payment transaction using the rules of the Payment Method in question, the bank being the liquidator who pays the amounts transacted directly to the account (s) ) CLABE OF THE MERCHANT based on the settlement time and discounting the discount rate or fees agreed according to said Payment Method. OPENPAY charges only for the use of the platform and THE MERCHANT must issue the payment of the fees corresponding to OPENPAY later.<\/li>
  15. Paynet Mode: Refers to the Payment Method where the End Users and clients of the MERCHANT can pay for the products and services of the MERCHANT in cash, using a unique barcode per transaction, which is provided by OPENPAY to the End Client, which can contain expiration date and time so that the payment transaction is accepted, notified and available in real time in the MERCHANT systems and this in turn is accepted in the convenience store chains affiliated with OPENPAY, which are published in the official page: https:\/\/www.paynet.com.mx\/; These operations, for each barcode presented, cannot exceed the maximum amount published on said official page. The maximum amount may be increased or decreased at the discretion of OPENPAY and convenience stores, so it will be the obligation of the MERCHANT to periodically review said page to know the changes that may have arisen. There are no refunds or cancellations in this payment method.<\/li>
  16. E-Commerce Services: E-Commerce or electronic commerce is a method of buying and selling goods or services through a website or a platform with an internet connection.<\/li>
  17. SPEI: It refers to the \"Interbank Electronic Payment System\", which is the payment platform developed and operated by Banco de M\u00e9xico (\"BANXICO\"), which allows the general public to send and receive money through electronic transfers between bank accounts , regardless of the bank in which the bank account has been contracted. Receipt of payments is allowed only through electronic interbank transfers. OPENPAY has no control at the time the Client or End User enters the reference data in their electronic banking to make the transfer, so if the latter enters any incorrect data, the payment may not be reflected as completed on the OPENPAY platform. and classify as unknown. In this case, the MERCHANT must provide the corresponding documentation so that OPENPAY validates that the balance has actually been credited to the account and if so, there is a process for the recovery and payment of the balance after the MERCHANT. Otherwise, the MERCHANT must request the End User to check in his account statement whether the balance was actually discounted, credited again to his account or deposited some other recipient. There are no refunds or cancellations in this payment method. The details of the service are at: https:\/\/www.banxico.org.mx\/servicios\/sistema-pagos-electronicos-in.html<\/li>
  18. Credit or Debit Card: It is a means of disposition that identifies and associates the cardholder with the credit line that was granted by the bank or with the sight money deposit account contracted with it, through which the cardholder has , as the case may be, of your line of credit or the balance of your account.<\/li>
  19. Resource availability time: It is the time in which the amount of available balance is transferred to the bank account of THE MERCHANT. Said available balance must be transferred and delivered in liquid form to THE MERCHANT once a week on business days or every 7 (seven) calendar days. THE MERCHANT will choose the day of the week in which you want the balance to be transferred to you. Any request to change the day, increase in the days of settlement or unscheduled settlements, will be subject to validation and authorization as long as the merchant has completed a minimum period of operation of three months, or until a volume of Considerable transactions to perform a detailed analysis of the behavior of MERCHANT.<\/li>
  20. Fraudulent Transaction: Those transactions or operations carried out with a charge to the credit or debit card that are carried out in the \u201cE-Commerce Services\u201d ', without the authorization or consent of the holder of said credit or debit card, or that has been received, processed and \/ or made without complying with the provisions, procedures and \/ or rules established in this Agreement.<\/li>
  21. Users, End Users or Clients: Natural or legal persons who go to or enter the \"E-Commerce Services\" of the MERCHANT in order to acquire a good or service.<\/li>
  22. Saldo Actual y Saldo Disponible. \u2013 Saldo actual, es el acumulado de todas las ventas en tiempo real a trav\u00e9s de los diferentes m\u00e9todos de pago que se van generando en EL COMERCIO. Saldo disponible, es el tiempo (generalmente en \u201cN\u201d d\u00edas) para que parte del saldo actual, dependiendo de las reglas de negocio del m\u00e9todo de pago en cuesti\u00f3n, se sume al saldo disponible de la cuenta virtual de EL COMERCIO para poder disponer del mismo. La f\u00f3rmula para determinar cu\u00e1ndo pasar\u00e1n las ventas de un saldo actual a disponible se ver\u00e1 reflejado como (\u201cT + N d\u00edas\u201d) Pago con tarjeta AMEX (T + 3 d\u00edas). Pago con tarjeta Visa y Master Card (T + 1 d\u00eda). Pago en efectivo (T + 3 d\u00edas). Pago en banco (T + 1 d\u00eda).<\/li><\/ol>

    Obligation, Consent and Acceptance of these Terms and Conditions of Use<\/p>

    By entering the OPENPAY Site, you accept the content of these Terms and Conditions of Use, and the other OPENPAY Policies. Ignorance of the content of this document and the Policies does not exempt you from any responsibility; We recommend that you carefully read the content of the Terms and Conditions of Use, since when entering, accessing, browsing, using or registering as a Merchant, User or Client, ALL the obligations contained herein will apply. Said consent shall have the same legal effects as the consent granted through the autograph signature, being admissible as evidence in court under the terms of the applicable legislation. These Terms and Conditions of Use are NOT negotiable and must be observed by all the Merchants, Users or Clients that contract the services provided by OPENPAY.<\/p>

    Contractual Improvement<\/b><\/p>

    By entering the OPENPAY Site, you agree that it may require you to perfect, sign or formalize legal documentation, such as signing contracts, acknowledging debts, letters of any kind, etc. In addition, you accept that if for any unjustifiable reason, you are not willing to perfect said legal documents, OPENPAY may assert your rights and claims through the courts, these Terms and Conditions of Use, as well as all the information on record, being admissible as evidence. in our databases to demonstrate the relationship with you and the debts that you have, if applicable.<\/p>

    Requirements<\/b><\/p>

    Our Services can only be used by persons of legal age, to access or use the Services and not be legally incapacitated (you must have full legal capacity to contract), the use by minors is strictly prohibited; By accessing the Site, you affirm that you are of legal age to contract and are in full use of your abilities. By registering to use the Services, you represent and warrant that you do not register to use the Services on behalf of a third party and that you have not previously been suspended or withdrawn from the Services. You represent and guarantee that you will not use the Services if the law of your country prohibits you from using it in accordance with these Terms and Conditions. The Service can only be used for the purposes described in this document; OPENPAY reserves the right to verify your identity, age and legal capacity, as well as to suspend the Service to people who carry out Unauthorized Activities or illegal activities. Additionally, the Services may only be used by individuals with business activities and Legal Entities who are duly registered with the Tax Administration Service, and have a Federal Taxpayer Registry.<\/p>

    Legal Personality of Users and Business<\/b><\/p>

    If your intention is to open a business account in the name of a legal entity, you accept and guarantee that you have sufficient legal powers to do so; otherwise, we ask that you refrain from opening the account or request the authorized person to open the account with us. Take into consideration that we will verify all the legal documentation that accredits you as a proxy or legal representative, so you accept that all the documents that enter our system are real, current and comply with the regulations applicable in the Mexican Republic.<\/p>

    Identity Verification<\/b><\/p>

    You are solely responsible for determining the identity and suitability of the other users with whom you may interact through our Services. We do not investigate or verify the reputation, conduct, morals, criminal, commercial, credit history, or any information that a participant may submit through the Services. You acknowledge that OPENPAY makes no representations or warranties of any kind with respect to any registered user to use the Services and that you are solely responsible for the investigation and selection of users.<\/p>

    General<\/b><\/p>

    Both Parties agree that the present Terms and Conditions of Use are intended to establish the terms and conditions (hereinafter \"conditions\") for the use of the Electronic Payment Acceptance service, either electronically, through affiliated channels to Paynet through all the OPENPAY payment methods that are available or will be available on the OPENPAY platform. By using any of our Services, you accept the Policies that govern them, including the policies of third parties; Additionally, it assumes all the risks that the operation of business and carrying out activities on the Internet entails. In addition to what is stipulated in the Glossary of Terms, the Services include the receipt and processing of the authorization of the payment request, made by the Customers of the Merchant regarding products and services offered by them on web pages and \/ or mobile applications. Payments can only be made in Production Mode through the Payment Methods contracted with OPENPAY.<\/p>

    Service's description<\/b><\/p>

    Merchant account<\/u><\/strong><\/p>

    Con el fin de realizar o recibir pagos a terceros, OPENPAY le proporcionar\u00e1 una cuenta del comercio. Todos los fondos en su Cuenta ser\u00e1n retenidos en su nombre hasta que el Beneficiario cumpla con todos los requerimientos para recibir dichos fondos. OPENPAY proporciona a los Comercios la capacidad de utilizar su Cuenta del Comercio para recibir Pagos y recibir Transferencias a trav\u00e9s de la Plataforma OPENPAY. OPENPAY utiliza servicios de terceros para proveer los servicios de pago (ej. procesamiento de tarjetas, liquidaci\u00f3n a comercio, y servicios relacionados). Al hacer uso de alguno o de todos estos servicios de pago en los Servicios usted acepta que quedar\u00e1 vinculado a los t\u00e9rminos y condiciones y pol\u00edticas de privacidad de estos servicios y por lo cual consiente y autoriza a nosotros a delegar las autorizaciones y compartir la informaci\u00f3n que usted provee a los Servicios con nuestro(s) Tercero(s) Proveedor de Servicios en la medida necesaria para proporcionarle Servicios de Pago. OPENPAY procesa todas las transacciones de Pagos o Transferencia a trav\u00e9s de este switch abierto de pagos y cuenta con certificaci\u00f3n PCI y que cumple con todas las regulaciones de la Comisi\u00f3n Nacional Bancaria y de Valores \u201cCNBV\u201d.<\/p>

    Registration and Account<\/u><\/strong><\/p>

    Para utilizar los Servicios, usted debe crear una cuenta con OPENPAY (\u201cCuenta\u201d) al iniciar sesi\u00f3n por medio de una de las plataformas soportadas de medios \u201cMedio de Acceso\u201d. Usted manifiesta y garantiza que es el titular autorizado de la cuenta de Medio de Acceso que utiliz\u00f3 para registrarse en su Cuenta. Usted puede inscribirse para una sola Cuenta. Al registrarte, recabamos informaci\u00f3n de su persona como nombre y correo electr\u00f3nico, en su caso, nombre de la empresa y tel\u00e9fono; su registro no garantiza que pueda disponer de los Servicios. OPENPAY se reserva el derecho para validar por cuenta propia o de terceros todos los datos que nos provea.<\/p>

    You also agree to: (a) provide accurate, current and complete information when creating or updating an Account, (b) keep your Account information updated, (c) maintain the security and confidentiality of your access data and restrict the access to your Account and your equipment, (d) will immediately notify the company by sending an email to legal@openpay.mx if you discover or suspect a security breach related to the Services, and (e) assume responsibility for all activities that occur under your Account and accept all risks of unauthorized access.<\/p>

    You acknowledge and accept that, in order to register a Merchant or Business account, you must have the capacity to contract on behalf of such entity and to compel it with powers of legal representation for acts of administration, your representation must be subject to the provisions of the second paragraph of article 2554 of the Federal Civil Code. Regardless of the foregoing, if you wish to Activate the account on behalf of a Business in which you have no power of representation, you must send us a simple power of attorney letter to legal@openpay.mx where the Legal Representative and \/ or Attorney of the company, empowers you to Activate the Account; If you are Activating the account on behalf of a third party either as a favor or as part of your employment and you do not have powers, neither the proxy letter could commit various unlawful acts so we recommend that you refrain from it. In the event that it is carried out and there is an irregularity at the time such as the refusal of the MERCHANT's legal representative to have activated the account, OPENPAY may report it to the authorities for crimes such as identity theft, having the obligation to keep us safe and in peace, and indemnify us for any damage, loss or prejudice that it may have caused us.<\/p>

    Test Accounts<\/u><\/strong><\/p>

    You acknowledge that by registering as a User, OPENPAY will allow you to use a Test Account. This will give you access to the Sandbox Mode (ONE SIMULATOR). You acknowledge that all the operations carried out in said account are solely for testing and simulation purposes, without legal and \/ or financial effects. You agree that only until OPENPAY notifies you that your account has been activated (see activation process), you will have access to the attributes and functions of a Production Account. Additionally, you acknowledge and agree that OPENPAY will not provide you with access to the Production Account or provide API Keys in Production Mode until your account is Activated.<\/p>

    Product Account Activation or Denial Procedure<\/u><\/strong><\/p>

    You agree that once you are registered as a Merchant, User, or Client, you can request the Activation of the Production Account from our technical support area at the email soporte@openpay.mx. OPENPAY will request additional information to validate your identity, veracity of the information, legality of the activity you want to carry out and other administrative information. Among the data we will collect is the following: Constitutive Act, Assembly Minutes where there are changes to statutes or legal representatives, Power of attorney, Official identification of the legal representative, Proof of address, RFC ID and Cover Statement.<\/p>

    All the information provided by the Users will be confidential and will be subject to the Privacy Notice published on our pages; by submitting an Activation request, you acknowledge and accept that you have legal standing to represent the Merchant or Business, you also accept and acknowledge that OPENPAY may request additional information to verify it, we may even request original documents. You accept and acknowledge that OPENPAY will make the best efforts to validate that all the documentation submitted is truthful, however, we are not responsible if the documentation is incorrect or inaccurate. In the case of bank account data, OPENPAY will deposit the Available Balance only to the Merchant account, for which we are not responsible if the account provided is incorrect or if due to fraud or bad faith, the person who requested the Activation gave data other than that of Merchant.<\/p>

    Our priority is to be efficient in registering our clients, however, you must understand that activating a Production Account implies a thorough analysis. Your security is our security, we do not guarantee a minimum response time to register, however, our average response time to activate a new account after your documentation is complete, your contract is signed (in case of that it applies) and once its technical, administrative and fiscal validation has been carried out, it is 48 (forty-eight) business hours; Once we send you an email that your account has been accepted, you will be able to access the Production Account features to process actual charges. Requesting Activation does not guarantee that OPENPAY will activate the Production Account.<\/p>

    You agree that OPENPAY reserves the right to deny a Production Account and you agree that we have no obligation to explain or give you reasons why your account was denied. In addition, we can deny you access to Production Mode for any reason and at any time. Regardless of whether your account has been Activated, OPENPAY reserves the right to deny the use of any Payment Method.<\/p>

    Authentication of Users and Business<\/u><\/strong><\/p>

    You agree that OPENPAY provides a username and password for MERCHANT, Business or User to access the service through the Dashboard, you agree that your username is a non-transferable and revocable right. Users at any time may cancel their User, however, upon cancellation, all pending obligations with OPENPAY will prevail. It is your responsibility to save the credentials (username and password) and API keys.<\/p>

    Accept and undertake to answer for the activities carried out on your account, any charge or movement made with keys through the API or credentials on the Dashboard, will be considered as performed by you and will be responsible for all legal and financial effects . We recommend that the passwords you use be restricted and not shared with third parties.<\/p>

    Fees<\/u><\/strong><\/p>

    La Comisi\u00f3n que cobra Openpay por Servicio (la(s) \u201cComisi\u00f3n(es)\u201d) var\u00eda de acuerdo al m\u00e9todo de pago \u201cM\u00e9todo de Pago\u201d utilizado por el usuario, de manera enunciativa, estas Comisiones est\u00e1n publicadas en el enlace llamado comisiones. Asimismo, OPENPAY se reserva el derecho tanto de modificar las Comisiones, as\u00ed como de pactar Comisiones especiales con COMERCIOS espec\u00edficos; en el entendido que para este \u00faltimo caso, las Comisiones deber\u00e1n documentarse en un Contrato que deber\u00e1 de ser firmado entre OPENPAY y el COMERCIO.<\/p>

    All fees payable to OPENPAY will be withheld from the Available Balance. Therefore, OPENPAY will deposit in the merchant's account the total amount that Users pay less the corresponding fee and retention. The Fees are not refundable except when some other agreement is reached regarding this and it is duly documented by means of a Contract that must be signed between OPENPAY and the MERCHANT.<\/p>

    Refunds of Card Payment Transactions<\/u><\/strong><\/p>

    In OPENPAY it is possible to apply partial or total refunds when it comes to the card payment method. However, no fee refund applies in any case where the MERCHANT generates a refund in card payment transactions.<\/p>

    You Have Sole Responsibility When You Use the Services OPENPAY is not a party, does not have any participation or interest in, does not make representations or guarantees regarding - and has no responsibility or obligation regarding - communications, transactions, interactions, conflicts or any form of relationship between you and any other user, person or organization. You are solely responsible for your interactions with users of our Services. We reserve the right, but have no obligation, to monitor interactions between you and other users of our Services.<\/p>

    Third party claims<\/u><\/strong><\/p>

    You accept, guarantee and undertake to keep us safe for any claim that exists on the part of a third party in relation to the contractual relations that they acquire with you and the payments that they make through the Services; At all times, you must inform the MERCHANT Clients that We are not responsible for the fulfillment of their obligations and no claim should be addressed to us. OPENPAY reserves the right to suspend the service for issues related to this subsection.<\/p>

    By using the Services, you accept that OPENPAY is a provider of the Services and we do not control the activities that the Business Clients carry out, therefore, you accept and release us from any responsibility for delays, noncompliance, failures, faults, damages, damages and any other impairment you have for reasons beyond our control. You also agree to keep us safe from any lawsuits or claims from third parties who make payments on your behalf. By using the Services, you agree to indemnify us for any damages, including, but not limited to reimbursement for the payment of improper amounts and payments or disputes for Chargebacks; By using the Services, you accept that OPENPAY, unilaterally, may obtain from your bank account the resources due or resources in dispute by Chargeback, however, you will always have the right to dispute any disagreement, subject to the provisions of our Dispute Procedure.<\/p>

    Relationship between the parties<\/u><\/strong><\/p>

    OPENPAY is and will be considered as an independent service provider, and not as an employee, agent, party or associate of MERCHANDISE. Nothing in this Agreement will be considered or interpreted to constitute the Parties as partners, agents or employees of each other, and none of the provisions of this Agreement will be interpreted to hold the other Party responsible for the debts, responsibilities and obligations of the other.<\/p>

    Openpay obligations.<\/u><\/strong><\/p>

    1. a) AVAILABILITY OF THE OPENPAY PLATFORM.<\/li><\/ol>
      1. The Platform will be available to process requests 95% (ninety-five percent) of the time, during each calendar month (excluding planned out-of-service periods for maintenance, which will be notified in advance via email). The availability of the Platform will be measured each calendar month based on twenty-four (24) hours per day and for operating periods of seven (7) days a week and will be subject to availability of third parties involved in the operation of the platform, in accordance to what is indicated in the following paragraph<\/li>
      2. Whenever OPENPAY may subcontract with third parties, the availability of the Platform includes the availability of the third parties involved, including without limitation: (i) Internet Providers, (ii) Service Providers, (iii) Telecommunications Providers and \/ or (iv) any third party that provides a service to OPENPAY. OPENPAY may not subcontract the services that it undertakes to provide directly to the MERCHANT under the terms and conditions agreed in this Contract. OPENPAY undertakes to enter into the applicable confidentiality agreements for the safeguarding of confidential information and IIIP of the MERCHANTS, for which it will respond directly in the event of any breach by its subcontractors, as long as it is for causes directly attributable to East. If applicable, Openpay must inform the cloud service customer in a timely manner of any anticipated changes.<\/li>
      3. OPENPAY will make its best efforts to achieve and maintain the average availability levels indicated in this clause.<\/li><\/ol>
        1. b) NO PROCESSING OF INFORMATION IIP. OPENPAY does not process, disclose or record the IIP information of the end users of the MERCHANT. If applicable, OPENPAY will be obliged to protect the PII of the end users of the MERCHANT.<\/li><\/ol>

          In the event that OPENPAY does not comply with the provisions of this clause, the MERCHANT will inform you of the breach, so that the corresponding failure can be remedied within the next 5 (five) business days, counted from the date on which it received the corresponding notification.<\/p>

          In the event that OPENPAY defaults on its obligations for more than 3 (three) consecutive times in a period of 30 (thirty) calendar days, the MERCHANT may terminate this Agreement immediately without liability for it.<\/p>

          Transactions with suspicious behavior.<\/u><\/strong><\/p>

          It is possible that OPENPAY's fraud prevention area detects transactions with suspicious behavior by the Client or End User, so, with the intention of carrying out a detailed review, OPENPAY will freeze the amount of the transaction, which will be discounted from the amount of the liquidation scheduled for THE MERCHANT. OPENPAY will specify in writing the behavior of the Client or End User that is considered suspicious in the transaction.<\/p>

          OPENPAY recommends not to deliver the product and \/ or service and to refund the transaction. In case of knowing the Client or End User, THE MERCHANT must provide OPENPAY with the photo of the official identification of the cardholder (current, on both sides), photo of the card with which the transaction was carried out (on both sides, hiding data sensitive) and promissory note signed by the Client or End User. The foregoing with the intention of validating the information and, where appropriate, unfreezing the amount of the transaction. In case of not receiving the documentation, the amount corresponding to the transaction will be retained for a period of 90 (ninety) days.<\/p>

          Transaction limit.<\/u><\/strong><\/p>

          The transaction limit granted for the card payment method and the additional functionalities required will be defined between OPENPAY and THE MERCHANT before going into production. The limit per transaction and the agreed functionalities must be maintained for a minimum period of three months, or until a considerable volume of transactions is generated in order to carry out a detailed analysis of the behavior of the MERCHANT. After that, any modification must be requested by the CEMERCIO Administrator in writing and will be subject to authorization.<\/p>

          3D Secure or Double Authentication.<\/u><\/strong><\/p>

          There is an extra layer of security for credit and debit card transactions known as 3D Secure or double authentication. Designed by the Visa, Master Card and American Express brands to improve the security of Internet payments and managed by each issuing bank. The use of 3D Secure may be optional or in some cases required by Openpay depending on the line of business or risk represented by the transactions in the sale or provision of some products and \/ or services, for cardholder authentication.<\/p>

          How does it work? If the Merchant requests authentication through 3D Secure, the issuing bank will apply as many authentication factors as required to validate the cardholder (sending a code to the registered cell number, requesting personal information, calling an agent to verify the purchase, enter others). Whoever does all the management and decision-making of transactions authenticated by 3D Secure is directly the bank.<\/p>

          Who is responsible for fraud in transactions with 3D Secure or Double Authentication?<\/p>

          If the issuing bank \/ Merchant apply authentication through 3D Secure.<\/p>

          1. If the issuing bank applies authentication factors, it can transfer the responsibility for the fraud to the cardholder.<\/li>
          2. If the issuing bank evaluates the risk under the purchase, it can omit to apply a double authentication factor and it remains with the risk of fraud.<\/li>
          3. If the issuing bank applies authentication factors, but the cardholder had any issue related to the purchase or provision of products and \/ or services (non-delivery of product or delivery after the agreed period, return or cancellation not applied, duplication of charge, errors in the shipment, among others), you can transfer the responsibility of the fraud to the Merchant.<\/li><\/ol>

            If the issuing bank \/ Merchant DO NOT apply authentication through 3D Secure.<\/p>

            1. If the Merchant chooses not to request authentication and send requests to the bank without 3D Secure, the responsibility for fraud, in all cases, lies with the Merchant.<\/li>
            2. If the Merchant chooses authentication, but the issuing bank does not offer the merchant the option to request authentication through 3D Secure, the fraud is the bank's responsibility.<\/li><\/ol>

              Subcontractors<\/u><\/strong><\/p>

              The Parties may use local and \/ or foreign subcontractors for the provision of the Services or for the performance of any of their obligations established in this Contract and will be solely responsible to their counterparty and subcontractors having the obligation to take out in peace and safely to the other Party in the event that subcontractors or their personnel take legal action against them for any reason or reason, so that the IIIP information provided in their case may be stored in the United States of America<\/p>

              Suspension and withdrawal of accounts<\/u><\/strong><\/p>

              By using our Services, you acknowledge that we are an intermediary to process payments between Merchant Customers and Merchant; This activity implies certain risks and responsibilities for Us, so we must be cautious and take measures regarding the legal and financial security of all those involved (Customer of Merchant, Merchant and Us). You agree that we reserve the right to deny service to any customer who exhibits irregular behavior, aggressive or insulting behavior. You agree that in addition to the previous points, any documentary by OPENPAY that proves that you do not have a good reputation is sufficient to cancel the account.<\/p>

              Preventive Account Cancellation<\/u><\/strong><\/p>

              Notwithstanding any other recourse, OPENPAY may suspend your Production Account or Payment Method if we suspect that (by conviction, settlement, or investigation, or otherwise) you have been involved in transactions charged to the card or operations with Credit Cards. Credit or Debit that is made or is intended to be done without the authorization or consent of the Cardholder or that the processed charges show suspicions or are fraudulent. You also acknowledge and agree that we may terminate your account or cancel the processing of any Payment Method, whether for verification, repair in the Service, irregular activity or fortuitous circumstances. In view of the foregoing, you agree that OPENPAY will not respond and is released from any liability with the Merchant and its Clients for the aforementioned acts. You also acknowledge that OPENPAY will be able to obtain from your Available Balance and \/ or the bank account that you have provided us, sufficient balances to settle debts and \/ or chargebacks.<\/p>

              Procedure to dispute the withdrawal of preventive account<\/u><\/strong><\/p>

              OPENPAY will notify you of the preventive account withdrawal by email. At that time, the Available Balance will be blocked and will have 10 (ten) days to display any evidence to clarify the facts that gave rise to its preventive withdrawal. If you fail to prove or prove that the facts that gave rise to the cancellation are incorrect, the account will be formally deregistered and we may generate returns to the Merchant Clients for any charge contained in the Available Balance of their account. OPENPAY has the last word on the decision to reactivate your account and is not required to provide information as to why your account was terminated.<\/p>

              Balance Lock Available<\/u><\/strong><\/p>

              In the event that your account is locked, any balance in the Available Balance will be held until the account is unlocked; You acknowledge and agree that such blocking is not a fundraising and once your account is unlocked we will immediately transfer the corresponding amounts. In the event that your account is withdrawn in its entirety, we may retain the amount in the Available Balance that is equal to the totality of all Credit or Debit Card charges whose validity has not passed more than 180 (one hundred and eighty ) calendar days to cover any damage caused by chargebacks. After these 180 (one hundred and eighty) days from the date of the last charge, OPENPAY will transfer any remaining balance of the Available Balance. When your account is blocked in its entirety, OPENPAY reserves the right to make card chargebacks of all charges found in the Available Balance.<\/p>

              Reimbursements to MERCHANT Clients for Account Lockout<\/u><\/strong><\/p>

              You acknowledge and agree that in the event that OPENPAY blocks or cancels your Production Account, we reserve the right to withhold from the Available Balance you have as of the date of cancellation and \/ or from your bank account the amounts corresponding to the refund to be made to Customers of the Merchant, so you authorize us to charge for these amounts.<\/p>

              Payment Cancellation by Payment Provider<\/u><\/strong><\/p>

              OPENPAY is not responsible if the Payment Provider cancels or is unaware of a charge that had previously been processed as successful. OPENPAY reserves the right to cancel the charge at that time. OPENPAY will require the Payment Provider that the amount be deposited into the Available Balance. OPENPAY is not responsible for damages or losses for the return or cancellation of a payment by a Payment Provider; it is your obligation to collect again from the MERCHANT Client any amount due in relation to products or services purchased from the Business.<\/p>

              Chargebacks<\/u><\/strong><\/p>

              Entendemos que hay otros procesadores que absorben los contracargos. En Nuestro caso, acepta, reconoce y se obliga a hacerse responsable de todos los Contracargos de cargos con Tarjeta de Cr\u00e9dito o D\u00e9bito generados en la cuenta del COMERCIO hasta despu\u00e9s de 180 (ciento ochenta) d\u00edas de haber generado el cargo. Cuando se trate de peticiones por Tarjetas Internacionales y transacciones que involucren: membres\u00edas, paquetes vacacionales, agencias de viajes, entregas programadas y seguros ser\u00e1 hasta por 540 (quinientos cuarenta) d\u00edas naturales despu\u00e9s de que se haya realizado el cargo. Reconoce y acepta que tomaremos dinero del Saldo Disponible para pagar por los Contracargos generados y en caso de no existir Saldo Disponible, quedar\u00e1 sujeto a lo dispuesto en el cap\u00edtulo de Deudas. El Cliente desde este momento autoriza a la OPENPAY a descontar de cualquier saldo que tenga a favor, el importe de la transacci\u00f3n m\u00e1s las comisiones generadas por el procesamiento de las misma en lo sucesivo, el \u201cDescuento por Contracargo\u201d. Tambi\u00e9n reconoce y acepta que incluso posterior a la cancelaci\u00f3n de su cuenta podr\u00e1 recibir un Contracargo de un cargo procesado con Tarjeta de Cr\u00e9dito o D\u00e9bito previo a su cancelaci\u00f3n. Si no est\u00e1 de acuerdo con esto, le pedimos no utilizar nuestro Servicio.<\/p>

              In the event that the Merchant does not record a favorable balance, it must pay OPENPAY the Discount for the Chargeback, within 5 (five) business days after OPENPAY requires it. In case of default, default interest will apply from the date of default and until the date of its total and complete payment at the rate of 3% (three percent) per month, establishing from this moment that any payment will apply first to interest and then to capital. .<\/p>

              The Merchant is responsible for documenting and responding to requests for chargebacks and \/ or cyber fraud that may be submitted. OPENPAY will facilitate the processing service before the banking institutions but does not assume any responsibility for chargebacks and will not assume costs for this concept.<\/p>

              The Parties must review the details of the chargeback, send in a period that should not exceed 3 (three) business days the evidence to the issuing entity of the debit or credit card to carry out the clarification process according to the times and in the terms established in the applicable regulation. The issuing entity of the debit or credit card is responsible for determining the resolution of the chargeback.<\/p>

              In the event that the platform is misused to carry out fraud, the corresponding law will be applied to the highest degree.<\/p>

              El Comercio faculta a OPENPAY a retener por concepto de dep\u00f3sito en garant\u00eda para garantizar el debido cumplimiento de sus obligaciones el 5% (cinco por ciento) del monto de cada transacci\u00f3n (en lo sucesivo, el \u201cDep\u00f3sito en Garant\u00eda\u201d). OPENPAY liquidar\u00e1 a el Comercio dicho porcentaje una vez que hayan transcurrido 60 (sesenta) d\u00edas naturales a partir de la transacci\u00f3n en cuesti\u00f3n y siempre y cuando no exista saldo a favor de OPENPAY por concepto de Contracargos o cualquier otra de las obligaciones a cargo de El Cliente.<\/p>

              By registering as a User and \/ or registering an account to use the Services, you accept the obligations of the Chargeback policy and agree to be responsible for the consequences of these. You acknowledge and agree that a Chargeback may be generated up to 500 (five hundred) calendar days after the charge is generated to a Credit or Debit Card. You also agree that by opening an account with Us we may: (a) Withdraw funds from your Available Balance account and \/ or from your bank when there is a Chargeback, (b) for the payment of the improper amount by OPENPAY, (c) collect any debt generated by the Negative Balance of the Available Balance and (d) for damages caused by the misuse of the Service.<\/p>

              By using Our Services, you accept and acknowledge that OPENPAY does not respond financially or legally for Chargebacks and undertakes to keep us safe for any liability regarding the payment and compensation of damages for Chargebacks. Notwithstanding the foregoing, we will assist and defend Users who give us the relevant information to dispute Chargebacks.<\/p>

              OPENPAY does not control or determine the existence of a Chargeback, these are notified by banking institutions, therefore, it acknowledges that all Chargeback notifications were notified to us by a banking institution, and that these are real, so you must diligently and carefully address them. seriousness.<\/p>

              At the time of generating the Chargeback Request, you acknowledge and accept that in order to guarantee compliance with the obligations related to it, OPENPAY will subtract from the Available Balance the total amount corresponding to the Chargeback generated. In case you do not have an Available Balance, you will have a negative balance, which will have to be paid to OPENPAY. In the event that the dispute has been won, OPENPAY will return the total amount withheld from the Chargeback to the Available Balance.<\/p>

              Documentation required for the Chargeback claim procedure A Chargeback occurs when the cardholder does not recognize the charge to his card or disagrees with it and reports it to the card issuing bank to request a refund. The Chargeback may be motivated by various factors such as issues related to the purchase or provision of products and \/ or services (the product was not delivered or the service was received, delivery after the agreed period, return or cancellation not applied, duplication of the charge, errors in it sent, among others) in addition to, unrecognized charges when it comes to card theft.<\/p>

              The MERCHANT has the full support of OPENPAY to start the Chargeback dispute with the Issuing Bank. To do this, THE MERCHANT must send OPENPAY the following documentation:<\/p>

              PAYABLE (Required) can be downloaded from the Openpay Dashboard<\/p>