In using the Services, User shall read carefully any and all terms and conditions specified in the Terms, such contracts and policies. AuraPay may, at its own discretion, anytime, revise the Terms, by posting such revised version of the Terms on its website. Such revised version shall become effective at the time of such posting. In the case of any material change in such revised version, AuraPay shall post a notice in relation to such revision on the “Renewal of Policy” section of its website, 30 days prior to the effective date of such revision.
This is a very important document which User needs to understand and refer to when considering whether or not to use the Services. User is required to acknowledge and agree that the following risks may arise in using the Services.
If User conducts any act in breach of the Terms, usage policy of AuraPay or any other contract concluded by and between User and AuraPay, AuraPay may at its own discretion terminate, temporarily suspend or restrict the account of such User or any access by such User to the Services.
AuraPay is not a remittance business or a money transfer service and AuraPay services may not be used to remit funds to third parties.
The Terms shall not intend to induce or solicit anyone to use the Services.
- 1. Payment Services and Qualification for Use
1.1 Payment services. AuraPay is a settlement service provider. By using the Services provided by AuraPay, User may make payments to or receive payments from other parties who hold an account with AuraPay.
1.2. Qualification for use. User needs to be aged 20 or older to use the Services. The User’s country of residence will be designated in his/her account.
1.3. Information. User is required to provide AuraPay with his/her correct and latest information, to open and maintain an account.
- Identification. User agrees that AuraPay may make any reference which it considers necessary for the identification of such User, directly or through any third party. Therefore AuraPay may request User to provide AuraPay with his/her more detailed information or documents, his/her Social Security and/or Japan Tax Number (called “My Number” in Japan), taxpayer identification number or social security number, to confirm that such User is a true holder of e-mail address or financial means, to order a credit report or to confirm the information through a third party’s data base or any other sources.
- Renewal of information. In the case of any change of number or expiration date of the credit card of User, AuraPay may renew the account of such User by acquiring necessary information from its financial service partners.
- 2. Execution of Payment
2.1. Payment limit. AuraPay may at its own discretion set the payment limit available through the Services.
2.2. Refusal of payment and refund. In the case of payment by User, the recipient is not obligated to accept such payment. Any unclaimed, refunded or refused payment shall be refunded to the balance of such User or to the original payment method. Such unclaimed payment shall be refunded within 30 days after the payment date.
2.3. Delay of merchant transaction. In the case of payment to a specific merchant, User shall authorize such merchant to take in funds and complete the transaction (payment processing). Such payment shall be withheld until such merchant has completed such payment processing. The payment processing may be delayed, depending on the merchant. In such case, the effective period of the authority granted to such merchant shall be limited to 30 days at a maximum. If any currency conversion is necessary in relation to the payment, the exchange rate shall de decided at the time when the merchant processes such payment and completes the transaction.
2.4. Pre-approved payment. “Pre-approved payment” is a payment which User has certified that the merchant periodically or irregularly makes on a one-time only basis. In such case merchant shall be deemed to have agreed on the Terms for individual users, as an agent of such User, in relation to such payment in Japan. If any pre-approved payment has been made from the account of User, an e-mail to confirm such transaction shall be delivered to such User.
2.5. Suspension of pre-approved payment. Any pre-approved payment may be suspended by providing notice to AuraPay at least 5 business days prior to the next payment scheduled date. If User suspends a pre-approved payment by giving notice to AuraPay, any and all payments based on the agreement with the relevant merchant after such suspension shall be suspended. Even in the case of suspension of the pre-approved payment, User may continuously be liable for payments or any other penalties in accordance with the terms and conditions of the agreement with such merchant, and therefore such User may be required to make a payment to such merchant in other ways.
- 3. Closure of Account
3.1 Method of closure of account.User may close his/her account anytime, in accordance with the directions of individual setup of the account. In closing such account, AuraPay shall cancel any and all withheld transactions, unless prohibited by law. No fee or charge will be assessed in relation to User account closure.
3.2 Restrictions on closure of account.User may not evade or avoid any investigation by closing his/her account. Even after such closure, such User shall be liable for any and all obligations in connection with such account.
- 4. Payment Receipt
4.1 Payment receipt function.The payment receipt function differs from country to country.
4.2 Compensation liability for invalid payments.If any payment made or received later becomes invalid for any reason. User shall be liable to AuraPay for compensation in relation to the full amount paid to or made by such User as well as any relevant service fees. Namely, in addition to any other compensation, such User shall be liable for applicable service fees, if AuraPay considers that such User shall be liable for a problem in relation to any claim or chargeback, aside from the amount paid by the payer, or if any cancellation of payment is made.
User agrees that AuraPay will debit or withdraw any amount to be paid to AuraPay from the balance of account of such User.If such payer has filed any chargeback, the credit card company and not AuraPay shall determine which party (such User or such payer) is to be made whole in relation to such chargeback. If there are insufficient funds in such balance, such User shall reimburse AuraPay from other relevant source.
4.3 No setting of extra charge.User agrees that such User does not and will not impose any extra charge or any other fees in relation to acceptance of AuraPay as a payment method. User may charge any handling fees in connection with sale of products or services, however, such handling fees shall not be considered AuraPay fees and shall not exceed AuraPay’s standard transaction fees.
4.4 Payment receipt between individuals. If User is selling any products or services and uses AuraPay to settle for payment, such User shall not request the buyer to make any payment via a third party outside of AuraPay.
- 5. Balance of Account
5.1 Balance.User account balances are held by AuraPay in a pooled account and managed separately from AuraPay’s operational business funds. AuraPay does not use User account funds/balances for its operating expenses or any other business purposes. In the event of the bankruptcy of AuraPay, User account balances/funds would be protected and not made available to AuraPay’s creditors. User does not receive any interest or any other benefit or profit in relation to the balance in his/her account. AuraPay may receive any and all interest in relation to any amount which AuraPay holds on behalf of User. User agrees to assign or transfer his/her rights in relation to any interest arising from the funds of such User to AuraPay.
5.2 Set-off of overdue and unpaid amount.If User has any overdue and unpaid amount payable to AuraPay or its affiliated companies in relation to any product or service provided by AuraPay, AuraPay or such affiliated companies may debit or withdraw funds from the account of such User to apply such funds to the payment of the amount exceeding 180 days or more after its due date.
5.3 Insufficient balance and multiple currencies.If the User’s account balance becomes negative AuraPay may set off such balance against the funds deposited or received by such User thereafter in his/her account. In the case of balances in multiple currencies in such an account, if one of such balances has become negative for any reason AuraPay may set off such negative portion against any positive balance in other currency in such account. If User has multiple accounts, AuraPay may set off a negative portion of balance of a certain account out of them against the positive balance of any other account out of them. If AuraPay sets off any negative portion of balance of the account of User in accordance with this paragraph, any other debts in such account may also be processed together.
- 6. Withdrawal of Funds
6.1 Funds Withdrawal method.The withdrawal method varies depending on the country where User’s account is registered. User may withdraw funds in accordance with the method available in such country.
6.2 Withdrawal limit.The withdrawal limit depends on the degree of authentication of the User’s account. AuraPay may impose restrictions on the User’s ability to withdraw funds until such User provides AuraPay with any necessary information requested by AuraPay. If any withdrawal limit is set it will displayed on the screen after such User logs in to his/her account. Further, in the case of any withdrawal of funds where the amount exceeds past observed levels, AuraPay may delay such withdrawal while AuraPay conducts a risk screening.
- 7. Protection of User
7.1 AuraPay duties and responsibilities.
Under the “User Protection System” provided by AuraPay (hereinafter referred to as the “User Protection”), AuraPay shall intervene between User and a merchant should any of the following issues arise.
- “Non-receipt of product:” If the product paid for by using the Services is not delivered; or
- “Significantly different from its descriptions:” If the product received and paid for using the Services is “significantly different from its description”
- Any product which is significantly different from the descriptions on the product list or the website of the seller falls under “significantly different from its descriptions.” Examples are as follows:
- If the product received is not as described (e.g.) receipt of a DVD or an empty box when a book has been paid for and expected.
- If the condition of the product is different from its descriptions (e.g.) receipt of a pre-owned (secondhand) product where “new product” was represented in its description at the time of purchase.
- If the product received is not authentic, contrary to advertisements stating otherwise;
- If the product received lacks important components or functions, and such shortcomings are not described at the time of purchase;
- If the quantity received is not as agreed (i.e. 2 pieces are received, where 3 pieces have been paid for);
- If the product is considerably damaged during transportation.
- Any product that is as described on the seller’s product page does not fall under “significantly different from its descriptions.” Examples are as follows:
- If the defect or malfunction of the product is described correctly by the seller;
- If the product is described correctly, but User does not want such product after receipt;
- If the product is described correctly but does not meet the expectation of User;
- If the product is described as a used one and has some damage.
- 7.2 Qualification requirements.In order to be covered by User Protection all of the following requirements must be met. User:
- Has paid in full for the product. Any product not yet fully paid for (such as that under an installment plan or where merely a deposit has been made) shall not be covered by the User Protection;
- Files an objection within 180 days after payment date, and is subject to the online objection resolution procedures described in the “resolution of objection” set forth below;
- Needs to promptly respond to any request by AuraPay for submission of documents or any other information;
- Has an account in good standing;
- Has not received any refund in relation to the purchase, from any other sources.
- 7.3 roducts not covered by the User Protection.Any payments related to the following shall be excluded from refund under the User Protection.
- Real estate;
- Business (in the case of purchase all or part of the business);
- Vehicle (including motorbike, caravan, aircraft or small ship);
- Claim against custom-made product which is significantly different from its descriptions;
- Payment on cloud funding platforms;
- Product in breach of the Terms;
- Instances where User has arranged for receipt of product by an agent of such User and the product is in point of fact not received (including arrangements made at brick and mortar locations);
- Industrial machinery for manufacturing;
- Stored-value product, such as gift card or prepaid card;
- Proceeds from gambling, lottery, game or any other activities with entry fee or prize;
- Product purchased from governmental or administrative agencies or institutions, or amount paid to such agencies or institutions;
- Payment between individuals;
- Financial or investment product
- Even if the payment by User is not covered by the User Protection, such User may attempt to directly resolve the problem with the seller by filing an objection. However, if User changes an objection to a claim in relation to the product not covered by the User Protection, AuraPay shall not make any judgment favorable to such User.
If User is covered by the User Protection and AuraPay makes any judgment favorable to such User in relation to the claim by such User, AuraPay shall refund to such User the full amount of the purchase price of the product and initial delivery charge for such product.
Delivery charges are non-refundable for products that are returned due to their being “significantly different from its descriptions” to the seller or the third party designated by AuraPay. If the seller presents any document evidencing that such seller has sent the product to the address of User, AuraPay may make a judgment favorable to such seller in relation to the claim for non-receipt of the product, even if such User has not received such product.
7.5 Objection Resolution
If User is unable to directly solve the problem with the seller, User is required to perform the following via the “contact for inquiry” link on the website.
- Filing of an objection. Upon filing of objection within 180 days after payment, AuraPay negotiates with the seller to solve the problem.
- Change of the objection to a claim. In the case of failure to agree with the seller, User may change the objection to the claim within 20 days after filing of such objection.
- With respect to non-receipt of the product, User may change the objection to the claim, at least 7 days after payment. If this is not done within 20 days, AuraPay shall close such objection permanently.
- Prompt response to the request by AuraPay for provision of information. During the processing of the claim AuraPay may request User to submit any document or any other information. AuraPay may request User to submit a receipt, evaluation by third party, police report or any other document designated by AuraPay.
- Prompt response to the request by AuraPay for delivery in the case of any claim related to a “significantly different from its descriptions” product generally, User needs to return such product to the seller, AuraPay or third party (delivery charge shall be borne by such User) and submit a delivery certificate for such product to AuraPay.
- Procedures for resolution of claim. If the objection is changed to the claim, AuraPay shall make a final decision favorable to the buyer or the seller. AuraPay may request User to submit a receipt, evaluation by third party, police report or any other document designated by AuraPay. AuraPay shall have absolute and sole discretion on such final decision. If AuraPay has made a final decision favorable to the buyer or the seller, both parties shall be subject to such final decision. In general, AuraPay requests the buyer to return to the seller the product which such buyer claims is “significantly different from its descriptions” (return charge shall be borne by such buyer). Further, AuraPay requests the seller to accept such return and to reimburse full amount of purchase price of such product and initial delivery charge for it to the buyer. In the case of any decision unfavorable to the seller in relation to the claim, AuraPay shall not refund any service fees related to such transactions to the seller. If User, as the seller, receives any decision unfavorable to such User in relation to the claim that the product sold by such User is “significantly different from its descriptions” due to such product being a counterfeit or fake product, such User shall refund full amount of purchase price of such product to the buyer, and such product shall not be returned.
- 7.6 Objection and claim in relation to micro payment for Digital GoodsIf User files an objection in relation to the purchase of Digital Goods falling under the maximum amount specified in the following table, AuraPay may refund, at its own discretion, to such User, without requesting User to change such objection to the claim.
- Japanese Yen
- US Dollars
- Same As Above
- AuraPay may limit the number of refunds in relation to any Digital Goods received by User. Even in the case of such limitation, or even if the product is not covered by the indemnity, such User may try to solve the problem by directly contacting the seller, in accordance with the standard procedures for objection solution of AuraPay set forth in the Article 7.
7.7 AuraPay’s protection program as regards chargebacks.The right of User to request a chargeback from their credit card issuer may cover a wider range of products than that of AuraPay’s protection program. The chargeback may apply to any product which does not meet the expectations of User, even if such product does not fall under the definition of a “product significantly different from its descriptions.” User may file an objection or claim against AuraPay, or file the right of chargeback by giving notice to the credit card company. However, User may not simultaneously file an objection or claim to both AuraPay and the credit card company, or request for double collections. If User has filed the objection or claim against AuraPay and has applied for the chargeback to the credit card company, AuraPay shall close such objection or claim and as a result such User shall only depend on the right of chargeback.
Before giving a notice to the credit card company or filing an objection against AuraPay, User shall contact the seller and try to solve the problem in accordance with the applicable return policy or terms specified in the auction or on the website of such seller.
7.8 laim filed against the seller or any other third party.If User has already filed a claim against the seller or any other third party, such User may not file an objection or claim under the User Protection.
7.9 Prohibition against double collections.If User has already received any refund in relation to his/her purchase directly from the seller or any other third party, such User may not receive any refund under the User Protection.
- 8. Errors and Non-Approved Transactions
8.1 Protection for non-approved transactions.
Non-approved transactions arise when any payment approved by User or not beneficial to User is made from his/her account. For example, if someone steals the password of User, accesses the User’s account by using such password and the payment is processed by using the customer information of such User, if User allows someone to access his/her account (by providing login information to such person) and the transaction is made without awareness or permission of such User, such User shall be liable for such transactions.
8.2 Notice requirements.
- In User’s estimation that any of the following has taken place, such User shall promptly notify AuraPay if
- Any non-approved transaction or unauthorized access has occurred in his/her account;
- There is any error in the history descriptions of the account or any error in the transaction confirmation sent by e-mail to such User;
- The password or security code number for transaction execution of such User is infringed;
- For purposes of confirming a transaction the details of the transaction displayed in the statement or transaction confirmation are necessary.
- User shall notify AuraPay no later than 30 days after any non-approved transaction has been displayed for the first time in the history of his/her account, in order for such non-approved transaction to be protected. User is encouraged to periodically log in to his/her account and confirm whether any non-approved transaction has taken place by checking the transaction history of such account. AuraPay notifies User of each transaction made in his/her account, by sending such notice to the main e-mail address designated by such User. User shall confirm that such transaction has been permitted by such User and whether the content of such transaction is correct or not, by checking such transaction confirmation notice.
- In User’s estimation that any of the following has taken place, such User shall promptly notify AuraPay if
- User shall notify AuraPay of any non-approved transaction in his/her account in either of the following ways.
- By reporting via the “Security Center” section of the AuraPay portal;
- By making a phone call to AuraPay’s “Customer service” line.
- In the case of such notice, User shall provide AuraPay with all of the following
- Name and e-mail address registered in the account of such User;
- Detailed content of the suspicious non-approved transaction, reason why User considers that such transaction is unauthorized, or reason for necessity of detailed information to identify such transaction;
- Transaction amount.
- If User initially provides AuraPay with the information verbally they must follow up in writing within 10 business days after such provision. AuraPay may request such User to submit additional information in the course of its investigation.
8.3 Measures taken by AuraPay after receiving a notice.If AuraPay has received any notice in relation to a suspicious non-approved transaction or has identified such non-approved transaction, AuraPay shall take the following measures.
- AuraPay conducts an investigation to determine whether indeed such non-approved transaction has taken place.
- AuraPay will endeavor to complete such investigation within 10 business days after receiving a notice in relation to such suspicious non-approved transaction. It is possible, however that it may take longer to complete the investigation. AuraPay will conclude any investigation within 90 days of receipt of notice from User.
- AuraPay notifies User of the results of such investigation, within 3 business days after completion of such investigation.
- 8.4 Errors by User.If User has erroneously paid another party who is not the intended recipient, or if User has paid incorrect amount to another party (due to input error), the sole remedy for such User is to request such other party to refund such amount. AuraPay shall not refund or cancel any payment made due to User error.
- 9. Restricted Acts
9.1 Restricted ActsIn no event shall User conduct any of the following acts in relation to the use of the AuraPay platform, account of User or the Services provided by AuraPay, or in the course of communications with AuraPay, other User or any third party.
- Breach of the Terms, or any other policies or terms and conditions agreed by and between AuraPay and such User;
- Payments to any sanctioned countries (such as North Korea or Syria), or for any embargo goods such as arms or development relating to nuclear weapons, in breach of any statutory laws, unwritten laws, regulations, ordinances or rules, or in breach of “Payment Restrictions on Trade” or “Restrictions on Use of Fund” of the “Foreign Exchange and Foreign Trade Act” of Japan, as an individual user;
- Infringement of any copyright, patent right, trademark, trade secret or any other intellectual property rights, portrait right or privacy right of AuraPay or any third party;
- Sale of any counterfeit or fake product;
- Blame, defamation, threat, or harassment against any employee or agent of AuraPay or any other User;
- Provision of any false, incorrect or misleading information;
- Involvement in any activity or transaction which may be fraudulent or suspicious;
- Refusal to cooperate with investigation or to confirm User identification or information provided to AuraPay;
- Double receipts of any funds in relation to an identical transaction filed with objection, from AuraPay and from the seller, bank or credit card company, or to attempt to do so;
- Management of any account linked to another account involved in any of the “restricted acts” set forth in this paragraph;
- Transaction or use of the Services in a manner that causes or that may cause any complaint, objection, claim, cancellation of payment, chargeback, service fee, charge, fine, penalty or any other liabilities against AuraPay, other User, third party or such User him/herself;
- Use of the account or the Services, in a manner that AuraPay, Visa, MasterCard, American Express, Discover or any other electronic fund transfer network reasonably considers unauthorized use of card system or a breach of the terms of card association or the terms of network;
- Use of credit card to receive “cash advance” (or to help any third party to receive cash advance);
- Access to the Services from any country not permitted by AuraPay;
- Disclosure or distribution of any information of other User to any third party, or use of such information for the purpose of marketing (unless such acts are expressly approved in advance by such other User);
- Sending of any spam or unwanted junk e-mail to other User, or collection of any payment in relation to transmission or transmission support of such spam or unwanted junk e-mails to any third party by using the Services;
- Act which may wrongfully or excessively place a heavy burden on the infrastructure of AuraPay;
- Promotion of virus, Trojan horse, worm or any other computer program routine which may damage, interfere with or secretly intercept or rob any system, data or information of Users of AuraPay;
- Use of anonymous proxy, robot, spider or any other automatic or manual device, in order to monitor or copy the website of AuraPay, without prior written permission of AuraPay;
- Evasion of the “robot elimination header” of AuraPay, obstruction or its attempt of the website of AuraPay or the Services, by using any device, software or routine;
- Act which may cause AuraPay to lose any service of internet service provider, settlement institution or any other supplier.
- 10. Compensation Liabilities of User and Measures Taken by AuraPay
10.1 Compensation Liabilities of User.User shall be liable for any damage incurred by AuraPay, any other User or any third party, arising from any and all cancellations of payments, chargeback, claim, service fee, charge, fine, penalty, and/or the breach of the Terms, and/or the use of the Services by such User. User agrees to compensate for all or part of such damage to AuraPay, such other User or such third party.
10.2 Reimbursement of debts.If User is liable for any payment to AuraPay, such User shall be liable for reimbursement in other way. In the case of failure of such reimbursement, AuraPay may take measures to collect the amount of such payment.
10.3 Measures taken by AuraPay – Restricted acts.If AuraPay at its own discretion considers that User has conducted any restricted act, AuraPay shall take various measures to protect AuraPay, its affiliated companies, Users of AuraPay, third party or such User, from cancellation of payment, chargeback, claim, service fee, charge, fine, penalty or any other compensation liabilities. Such measures taken by AuraPay shall include but not be limited to the following
- AuraPay may terminate, temporarily suspend or limit any access by such User to the his/her account or the Services;
- AuraPay may suspend the qualification requirements of such User for the User Protection;
- AuraPay may refuse to provide the Services to such User at present and in the future;
- AuraPay may withhold the fund of such User, in order to protect such User from any risk of compensation liabilities to AuraPay or any third party, or if AuraPay considers that such User may be conducting any fraudulent or suspicious activity and/or transaction.
- 10.4 Measures taken by AuraPay – Cancellation of account, termination of the Services, access restriction on the account, security standards.
AuraPay reserves the right to terminate the Services at its own discretion, for any reason, at anytime. User acknowledges and agrees that any judgment, decision or determination made by AuraPay to take specific measures such as access restriction on the account of User is based on the risk management, security of the account of User and confidentiality standards indispensable for the systems of AuraPay. User agrees that AuraPay has no obligation to disclose to such User the details of the risk management or security procedures of AuraPay
10.5 Breach of the Terms.If User breaches the Terms, such User shall be liable for any damage incurred by AuraPay in relation to each breach, in addition to the above measures taken by AuraPay. In the case of such breach, User shall pay to AuraPay, 2,500 USD (Two Thousand Five Hundred US Dollars) (or the equivalent amount) per transaction in breach. User agrees that such amount is a reasonable minimum amount, as an estimated amount in relation to the actual damage incurred by AuraPay, and that it is unrealistic and difficult to calculate the actual damage, when considering all current situations (including the relation with the total amount of the anticipated damage incurred by AuraPay from a viewpoint of nature of such breach).
- 11. Filing of Objection against AuraPay
11.1 Request for the first notice to AuraPay.If any objection arises between User and AuraPay, AuraPay aims to know the concerns of such User so as to address them. If AuraPay is unable to solve such concerns in a satisfactory manner for such User, AuraPay shall provide to such User a neutral and cost-effective way to solve such objection. User may, at any time, report any objection arising between such User and AuraPay in relation to the Services, online to AuraPay’s Customer Service.
11.2 Arbitration.In cases where • the total amount of the claim is less than USD 10,000 (Ten Thousand US Dollars) or equivalent amount in other currency; and • excepting claims in relation to injunctive relief or equitable relief the party who claims for remedy may choose an “arbitration,” which is legally binding without court appearance and a cost-effective way to solve an objection. If the parties involved agree to the arbitration, such parties shall start such arbitration at Singapore International Arbitration Centre (SIAC) or through any mutually agreed ADR (Alternative Dispute Resolution) provider. The ADR provider and both parties shall comply with the following rules. a. The arbitration shall be conducted only by phone, online and/or by submitting documents, and the specific way forward shall be decided by the parties who start such arbitration; b. Unless otherwise agreed by and between both parties, such parties or their witnesses do not need to appear at the arbitration forum; c. The award made by the arbitrator may be submitted to the competent court of justice.
11.3 Laws and forum in relation to objection.Unless otherwise agreed by and between both parties, or except in the instance set forth in the second (2nd) Paragraph of the Article 11, User agrees that any claim or objection filed by such User against AuraPay shall be settled at any court of Singapore. User also agrees to be subject to the personal jurisdiction of the competent court in Singapore, for the purpose of filing a suit in relation to any such claim or objection. The Terms shall be governed by and construed in accordance with the laws applicable to the contract agreed by and between User and AuraPay, and the laws of Singapore, including the laws enforced in the entire Singapore, regardless of any provision of the conflict of laws.
11.4 Inappropriate filing of suit.All claims made by User against AuraPay shall be settled in accordance with Article 11 of these Terms. Any claim made or brought contrary to Article 11 shall be deemed to be an inappropriate filing of suit, and such claim constitutes a breach of the Terms. In the case of any claim in breach of Article 11 AuraPay may collect from such User up to USD 5,000 (Five Thousand US Dollars) as attorney fees and other expenses (including expenses for in-company attorney and attorney’s assistant), only if AuraPay gives a written notice to such User, stating that such claim is filed in an inappropriate way and then such User does not promptly withdraw such claim.
11.5 Notice to User.User agrees that AuraPay will provide User with information related to the account of such User and the Services in an electronic manner. If User cancels his/her consent to receipt of electronic communications AuraPay reserves the right to refuse to provide the Services to such User and to cancel the account of such User. Any electronic communication shall be deemed to have been received by User within 24 hours after the time when AuraPay has posted the content of such communication on its website or has transmitted it to such User. Any notice sent by AuraPay to User by postal mail shall be deemed have been received by such User, 3 business days after the date of such mailing.
11.6 Notice to AuraPay.Except in the instance set forth in Article 8 of these terms (non-approved transactions) and the first (1st) paragraph of Article 11, in the case of any notice to AuraPay, User shall necessarily mail such notice to the following address: Bitwallet Limited OU, Harju maakond, Tallinn, Kesklinna linnaosa, Tatari tn 56, 10134
11.7 Proceedings of corporate reorganization.If any proceedings based on bankruptcy law or corporate reorganization law are filed against User by such User him/herself or by any third party, AuraPay shall be entitled to collection of all reasonable costs or expenses (including reasonable attorney fees and other expenses) arising in connection with the performance of the Terms.
11.8 Limitation of AuraPay’s liabilityIf User files an objection against one User or several Users, such User shall hold AuraPay and its affiliated companies (including its officers, directors, agents, joint ventures, employees and suppliers) harmless from and against any claim, demand or damage of any kind or nature (actual damage and consequential damage) arising out of or in relation to or in connection with such objection.
- 12. General Provisions
12.1 Limitation of liabilities.In no event shall AuraPay, its affiliated companies, officers, directors, agents, joint ventures, employees and suppliers be liable for any loss of profit, or special, incidental or consequential damage (including but not limited to any damage due to the loss of data or transactional loss), arising out of or in relation to (arising for any reason, including by negligence) the website of AuraPay, the Services or the Terms. The liability of AuraPay, its affiliated companies, officers, directors, agents, joint ventures, employees and suppliers to User or any third party shall be limited to the actual amount of direct damage, in any case.
12.2 Limitation of the Services.AuraPay is not a bank. Further, the Services are settlement services, not any bank services. AuraPay does not function as any entrustee, trustee or escrow service provider but only as an agent or administrator, in relation to the funds of User. AuraPay does not manage any products or services paid for in the Services and is not liable for them. AuraPay does not warrant the identity of User and the completion of transactions by buyers or sellers.
12.3 No warranty.The Services shall be provided on an “as-is” basis, whether express or implied, without any warrant or conditions, complying with the applicable laws, to the maximum extent permitted by such laws. AuraPay, its affiliated companies, officers, directors, agents, joint ventures, employees and suppliers especially deny and disclaim any implied warranty for title, merchantability, fitness for particular purpose or non-infringement of rights. AuraPay does not manage or control any products or services paid for in the Services. Therefore, AuraPay may not warrant that any buyers or sellers who deal with User actually complete the transactions or that they have the power or authority to perform the transactions. AuraPay does not warrant that any portion of the Services has continuous, uninterrupted or secure accessibility. Further, the operations of the website of the Services may be obstructed by various factors beyond the control of AuraPay. AuraPay makes reasonable efforts to process the request for electronic deposit or withdrawal including bank account, credit card or issuance of check in a timely manner, but AuraPay does not represent and warrant any required time until the completion of processing, since the Services depend on various external factors beyond the control of AuraPay, such as delay of the systems for banking business or of mail service. The disclaimer of implied warranty is not permitted, depending on jurisdiction. In such case, the above disclaimer does not apply. In this paragraph, AuraPay explains specific legal rights to User, but User may have other legal rights which differ from country to country.
12.4 Indemnity.User agrees to indemnify and hold AuraPay, its affiliated companies, officers, directors, agents, joint ventures, employees and suppliers harmless from and against any claim, demand (including attorney fees), fine or any other damage borne by any third party, arising from any breach by such User in relation to the Terms and/or the use of the Services.
12.5 Licensing.If User uses the software of AuraPay (hereinafter referred to as the “Software”) such as API (Application Programming Interface), tools for developers or any other software application downloaded into his/her computer, device or any other platform, AuraPay shall grant such User a revocable, non-exclusive and non-assignable license to use the Software, in accordance with the instructions provided by AuraPay. Such license includes the permission to use the Software and its all updates, upgrades, new versions and replacement software. User may not lend, lease, transfer or assign any right of the Software to any third party. User shall comply with any and all requirements of installation, introduction and use specified in any documents provided by AuraPay incidental to the Services. If User fails to comply with such requirements, such User shall be liable for any damage incurred by such User, AuraPay or any third party, as a result of such non-compliance. User agrees not to change, reproduce, modify, distribute, display, disclose, reverse-engineer, translate, disassemble, decompile or attempt to produce in any other way, any source code derived from the Software. User acknowledges and agrees that any and all rights, titles, authorities, interests and profits in relation to the Software belong to AuraPay. Any and all software applications of any third party used on the website of AuraPay shall be subject to the licenses agreed with such third party who provides such applications. AuraPay does not own or manage any applications of any third party which User decides to use on the website of AuraPay or in connection with the Services, and shall not be liable for such applications. In the case of using the Services on the website of AuraPay or any other website or platform provided by AuraPay or any third party, if User does not download the Software or if User uses any software application of any third party on the website of AuraPay, this paragraph shall not apply to the use of the Services provided by AuraPay.
12.6 Licensing by User to AuraPay, Warranty in relation to intellectual property rights. If User provides his/her intellectual property to AuraPay or posts it by using the Services, such User shall grant to AuraPay a non-exclusive, worldwide, unlimited, irrevocable, royalty-free, assignable, multi-layered and sublicenseable right to exercise any and all copyrights, publicity rights, trademark rights, database rights and intellectual property rights which such User have in relation to such content in any and all existing or future media. Further, User shall waive his/her author’s moral rights and promise not to exercise such rights against AuraPay, its sublicensees or its assignees, to the extent permitted by applicable laws and regulations. User represents and warrants that the following acts do not infringe on any intellectual property rights or publicity rights. • Provision of the contents by User to AuraPay; • Posting of the contents by User through the use of the Services; • Use of such contents (including deliverables derived from such contents) by AuraPay in connection with the Service
12.7 Intellectual property rights.“AuraPay.com,” “AuraPay” or any and all URLs, logos, trademarks in connection with the Services are the trademarks or registered trademarks of AuraPay or its licensors. User shall not copy, duplicate, imitate or use them without the prior written consent of AuraPay. Further, any and all headers, custom-graphics, button icons and scripts on all pages of the website are the service marks, trademarks and/or trade dresses of AuraPay. User shall not copy, duplicate, imitate or use them without prior written permission of AuraPay. User may use the logos for HTML provided by AuraPay, without prior written consent of AuraPay, if such User uses them for the purpose of operating the web traffic to the Services by using the merchant service, auction tool function or affiliate program of AuraPay. User shall not in any way falsify, amend, modify, alter or change such logos, use them as a means of adversely criticizing AuraPay or the Services, or display them in the form implying any sponsorship or support provided by AuraPay. Any and all rights, titles and interests in relation to the website of AuraPay, its contents, the Services, technologies in connection with the Services and any and all technologies and contents created or derived from any of them shall exclusively belong to AuraPay or its licensors.
12.8 Phone call to User (mobile phone number).Assuming that User’s telephone contact number does not appear on any do not call (DNC) list, by providing AuraPay with the phone number (including mobile phone number) of User, such User shall be deemed to have agreed to receive calls from AuraPay, including autodial, recorded message or SMS (Short Message Service). AuraPay provides notices and updates to User by phone or SMS for any of the following purposes: (i) Notice in relation to the account of such User; (ii) Troubleshooting in relation to the account of such User; (iii) Solution of objections; (iv) Collection of payments; (v) Listening to the opinions of such User through investigation or questionnaire; (vi) Notice in relation to benefits or advertisements; (vii) Any other case where such notice is necessary to use the account or to perform the Terms, policies, applicable laws or any other terms and conditions concluded by and between AuraPay and such User. The methods of provision of the phone number of User include, but not are limited to, submission of such information in the course of opening the account, addition of such number after opening the account, provision of such number to the employees of AuraPay, or contact or communication by such User to AuraPay via relevant number. The phone number of User shall not be disclosed to any third party without prior consent of such User and within the requirements of the Singapore Personal Data Protection Act (PDPA). Such numbers may be disclosed to affiliated companies of AuraPay or its service providers such as billing or credit collection agents. Such companies or providers have concluded with AuraPay a contract to assist AuraPay in pursuing the rights of or in performing the obligations of AuraPay, on the basis of the Terms, policies, applicable laws or any other terms and conditions concluded by and between AuraPay and such User. User shall be deemed to have agreed that such companies or providers give notices to such User by using autodial, recorded message or SMS, to perform the above purposes specified by AuraPay, in accordance with the approval by AuraPay, not for their own purposes. Any basic charge or SMS fee may arise in contacting User, as the case may be.
12.9 Marketing.If User receives any information in relation to other User through the Services, such User shall maintain the secrecy or confidentiality of such information and use it only in instances related to the Services. Such User shall not disclose, leak or distribute such information to any third party or use it for the purpose of marketing, without express consent of such other User.
12.10 Password protection.User shall be liable for appropriately securing and managing all or part of any ID, password, personal identification number (PIN) or any other code necessary to access the Services.
12.11 Taxes.User shall, at his/her own discretion and under his/her own responsibility, judge what kinds of taxes apply to the payments made or received by such User. User shall, under his/her own responsibility, properly collect, report or pay taxes to appropriate tax authorities. AuraPay shall not be liable for any judgment on whether any tax may be imposed on the transactions of User or for collection, report or payment of taxes arising from such transactions. In the case of importing services from overseas, User acknowledges and agrees that such User may be liable for tax withholding or any other obligations under applicable tax laws. Further, User may be liable for payment of VAT (Value-Added Tax), consumption tax, income tax or any other taxes, as a seller of products or services. User shall, under his/her own responsibility, confirm with the local tax authorities or advisors what kinds of taxes apply to the payments made or received by such User, and pay such taxes to such tax authorities. No deduction of tax or customs duty or other deduction applies to the service fees in connection with the Services, and there is no deduction or tax withholding for it or by reason of it. Therefore, if such deduction or tax withholding is required by local laws, User shall solely be liable for such deduction or tax withholding.
12.12 Entire agreement and survival.The Terms and applicable policies detailed in the “terms of website of AuraPay” section of the AuraPay platform stipulate the sole and entire agreement by and between User and AuraPay in relation to the Services. Article 3 (Closure of Account), Article 10 (Compensation Liabilities of User and Measures Taken by AuraPay), Article 11 (Filing of Objection against AuraPay), Article 12 (General Provisions), Article 13 (Definitions) and any other terms and conditions of the Terms shall survive even after the termination of the Terms, by reason of their nature. Should any provision of the Terms become invalid or unenforceable, such provision shall be deleted or removed from the Terms and the remaining provisions of the Terms shall survive in full force and effect.
12.13 Assignment.User may not assign or transfer any right or obligation under the Terms without the prior written consent of AuraPay. AuraPay reserves the right to assign or transfer any right or obligation under the Terms, anytime.
12.14 Translated Terms.Any translation of the Terms shall be provided only for the convenience of Users and shall not intend to change any terms and conditions stipulated in the Terms. In the case of any discrepancy or contradiction between the Terms in English version and the Terms in other language version, such English version shall prevail.
12.15 No waiver.Even if AuraPay fails to take measures against any breach by User or any third party, such failure shall not constitute a waiver of the right of AuraPay to take measures against the subsequent or same breach.
12.16 Undertaking of rights.User agrees that if AuraPay makes payments in relation to any claim, cancellation of payment or chargeback which such User conducts against the recipient of his/her payment, AuraPay undertakes the right of such User against such recipient or third party in relation to such payment, and pursues such right, at its own discretion, directly or on behalf of such User.
12.17 Limitation of AuraPay’s liability due to factors outside our control.The user understands that due to the reasons stated below users might suffer losses while using the AuraPay service. The user acknowledges and agrees to use the AuraPay service with full knowledge of the below and will not hold AuraPay liable for the same.
- Any fiat and/or cryptocurrency which the user has deposited with the AuraPay services will be used to exchange to a different fiat and cryptocurrency as instructed by user. As a result there will be differences between the deposited amount and the exchanged amount due to fluctuations in currency exchange rates. Furthermore, the exchanged amount will be determined only after receiving user instruction for exchange and when AuraPay has processed the payment request.
- User may suffer loss due to exchange rate fluctuation as there is a lag between the time when users instruct execution of exchange and when the rate is converted in our platform.
- The loss stated in a, b refers to the loss that will occur when using AuraPay services to exchange fiat and crypto currency.
- AuraPay services may not be available in all jurisdictions at any given time due to the different best practices, laws and regulations each country adheres to.
- 13. Definitions
“Account”:Personal account, premier account, business account or merchant account of AuraPay, or any other access right issued by AuraPay to the Services.
“Individual setup of account”:Place on AuraPay’s website where User can display and control his/her own setup after logins. This includes various account setups, such as personal information, details of payment methods, permission for pre-approved payment, sales tools, priority of notice or API access permit.
“Affiliated companies”:Subsidiaries under direct or indirect control of “Bitwallet Limited OU”, or any other companies associated with AuraPay through joint ownership or joint control.
“Approval” or “Authentication”:Express permission granted by the buyer to the merchant in relation to payment. Thereby, such merchant is deemed to have agreed on the Terms, on behalf of such buyer, in relation to each payment.
“Business account”:Account mainly used for corporation (legal person), not for individual, family or household. It can be used by Business User only (Individual User cannot use this account.)
“Business and merchant account”:Account used for corporation or business. It can be used by Business User only (Individual User cannot use this account.)
“Business day”:Weekdays from Monday through Friday, except for public holidays in Singapore.
“Chargeback”:Direct request by the buyer for cancellation of payment, to the debit card company, credit card company or bank issuing a debit card or credit card which such buyer deals with.
“Claim”:Direct filing or submission of an objection by User against “Problem Solution Center” of AuraPay, in relation to payments, on the basis of the Article 7 of the Terms.
“Communication”:Information provided by AuraPay to User, in relation to the account or transactions, including the following information. Policy agreed by User (including its renewals or revisions), annual disclosure, written receipt or confirmation of transactions, detailed statement and history of account, detailed statement on taxes which AuraPay is obliged to provide.
“Customer service”:Customer service system provided by AuraPay which User can access online anytime via the contact of AuraPay.
“Digital Goods”:Products distributed and used in an electromagnetic form.
“Objection”:Objection filed or submitted by User directly against AuraPay via its contact, on the basis of the Article 7 of the Terms.
“Error”:Processing errors due to any incorrect account activities (deposits or withdrawals) by AuraPay or its suppliers to User.
“Service fee”:Expenses required for currency conversion, confirmation of credit card or debit card, record of requests or payments between individuals.
“Information”:Any and all account information provided by User to AuraPay, including but not limited to personal information, financial information, or any other information in connection with such User or his/her business.
“Non-receipt of product”:Filing or submission of an objection by User in relation to payment, who claims that the product purchased by such User has not been delivered yet.
“Merchant” or “Seller”:Both terms have the same meaning. Either term means User who sells products and/or services and receives payments for them by using the Services of AuraPay.
“Payment methods”:Payment methods used for funding of transactions. As such payment methods, balance, instant transfer, credit card, debit card and exchange code are available (unavailable, as the case may be).
“AuraPay” or “our company”(collectively called “AuraPay” in the Terms):Bitwallet Limited OU
“Services” (called the “Services” in the Terms):Any and all products or services, or any other characteristics, technologies and/or functions of them which are provided by AuraPay through its website or any other means.
“Payment between individuals”:Payment to friends or family of User in relation to products and/or services, such as invoices on rental, lease or meal borne by such User.
“Policy” (or “Policies”):Polices or any other agreed matters concluded by and between User and AuraPay, on the website of AuraPay or in connection with the use of the Services of AuraPay.
“Exchange code”:This code consists of letters, numbers and/or signs, being attached to gift coupons, promotional coupons or any other articles/goods for promotion, and is used to gain profits.
“Restricted acts”:Acts set forth in the Article 9 of the Terms.
“Cancellation of payment”:Cancellation made by AuraPay of the payment received by User, for any of the following reasons. (a) The payment is invalidated by the bank of the payer; (b) The payment is erroneously transferred by AuraPay or its affiliated companies; (c) The remitter of the payment is not authorized to make such payment (e.g. in the case of use of the credit card stolen by the payer); (d) User has received any payment in relation to any act breaching the Terms, the usage policy of AuraPay or any other policies; (e) AuraPay has made a decision unfavorable or disadvantageous to User, in relation to the claim.
“Seller”:-This term is defined in the definition of the term: “Merchant”.
“Significantly different from its descriptions”:This term is defined in the first (1st) paragraph of the Article 7 of the Terms.
“Material change”:Change of any provision of the Terms which may decrease the rights of Users or increase the obligations of Users.
“Personal account”:Account of an individual User. In the case of access to such account, such individual User can confirm his/her individual account setup and transaction information.
“User” or “Users”:Any and all individual persons or corporate persons who use the Services of AuraPay.
“Funds”Types of currency and cryptocurrency that users send and receive via the AuraPay service.
“Amount”Quantities of currency and cryptocurrency that users send and receive via the AuraPay service.
“Payment” or “Remittance”The trade of value (in the form of a sum of currency or cryptocurrentcy) from one party (such as a person or company) to another for goods, or services facilitated by the AuraPay service.