TERMS AND CONDITIONS OF USE OF “OPTO”
AND OF THE MANGOPAY ELECTRONIC MONEY PAYMENT ACCOUNT (WALLET)
These Terms and Conditions govern the use of the OPTO platform by natural and legal persons, both Italian and foreign, who request registration on the platform and wish to use an Electronic Money (E-Money) Payment Account (Wallet) as a means of payment.
The “Mangopay Payment Services Framework Contract“ is an integral part of these Terms and Conditions.
By registering with OPTO, the User accepts and agrees to comply with all the contractual conditions specified and/or referred to herein.
For the purposes of these Terms and Conditions, the terms listed below have the following meanings:
Beneficiary: The company which manages the sale of food and non-food products through automatic distributors (vending machines), registered with OPTO, which may be designated from time to time by the Customer and to which e-money is transferred in the form of a payment transaction.
Login credentials: username (valid email address) and keyword (Password) chosen by the User at the time of registration with OPTO.
Enabled Device: smartphones equipped with the operating system Android version 5.0 and above or the operating system IOS version 7.1.2 and above and enabled for Internet browsing via the cellular data network and/or Wi-Fi technology.
Issuer or Mangopay: Mangopay S.A., a company incorporated under Luxembourg law, registered in the Luxembourg Commercial and Corporate Registry under number B173459, authorized to issue e-money by the Luxembourg Commission for the Supervision of the Financial Sector.
Electronic Money (E-Money): the monetary value available at any given time in the User’s Wallet, which represents a credit claimed by the latter against the Issuer, in accordance with the provisions of the „Mangopay Payment Services Framework Contract„.
Order: instruction given by the User to the Issuer, in accordance with the procedure set forth in the „Mangopay Payment Services Framework Contract„, to execute an e-money transfer, payment, crediting, and/or reimbursement transaction.
Payment Transaction: the transfer of e-money from the Customer’s Account to a Beneficiary’s Account via OPTO.
Re-credit Transaction (or Re-credit): transfer of E-Money from a Beneficiary’s Account to a Customer’s Account for non-delivery of the product.
Refund Transaction (or Refund): transfer of funds, corresponding to part or all of the e-money available in the Wallet, from Mangopay to the User.
E-Money Transfer Transaction: transfer of e-money to the E-Money Payment Account from the User’s bank account, done by bank card, payment card, credit card, or bank transfer.
OPTO: the OPTO platform and the related mobile Application, developed and managed by Paytec, to manage Users’ Wallets, transactions between Users (such as purchases of the goods offered by the Beneficiaries made by Customers through their enabled Devices), the collection of sales consideration by the Beneficiaries, the reimbursement of deposited funds, and other services.
Paytec: Payment Technologies S.r.l., VAT No. 07603320966, represented by its legal representative pro tempore, with registered office in Milan at Via F. Filzi No. 27; the company which developed OPTO and, for the purposes of these Terms and Conditions, an agent without representation in the Mangopay payment services.
Customer: natural or legal person owning a Wallet who purchases one or more goods offered by the Beneficiaries through OPTO
User: This term may apply indistinctly to any Customer or Beneficiary of OPTO.
Wallet or E-Money Account: the internal reference by which the Issuer can identify in its records the various purchase, use, re-crediting, and reimbursement operations involving E-Money performed by the User and to determine, at a given time, the amount of E-Money available to the latter (see Article 6 below).
2. Purpose of the Contract
By registering with OPTO, Paytec undertakes to offer the following services to Users:
– a new electronic payment channel for products that can be purchased by Customers at the vending machines of the Beneficiaries;
– additional personal services to Customers such as information (including nutritional data) related to their own consumption of the goods, geolocation services, and others which Paytec will enable from time to time following notification, and which Customers may use following specific acceptance of the respective Terms and Conditions;
– a promotional newsletter service from Paytec and the Beneficiaries in relation to the initiative;
– additional services to the Beneficiaries, which Paytec will enable from time to time following notification, and which Beneficiaries may use following specific acceptance of the respective Terms and Conditions.
With regard to the new electronic payment channel, Paytec announces that it is authorized to act as an agent without representation in the context of the Mangopay payment services: therefore, after downloading OPTO and by registering with the appropriate platform, Users will be able to open an E-Money Payment Account (the so-called “Wallet”) through Mangopay, in Euros, which may be supplied solely by bank card, payment card, credit card, or bank transfer. The card must belong to one of the following circuits: Visa, MasterCard, CB cards.
Notwithstanding the operating limits established in the following Article 6.1, once the application is installed and the Wallet is downloaded, the Customer may purchase products found in the Beneficiaries‘ automatic vending machines which are equipped with an OPTO reader and are able to connect with Mangopay from the relevant Beneficiary, as well as to take advantage of the active services for which he or she has signed up.
Likewise, once the OPTO reader has been installed on their vending machines and the application has been downloaded and the Wallet created, Beneficiaries will be able to view the payments made by Customers through the platform, carry out re-crediting operations on behalf of Customers in the case of non-delivery of the selected product, request reimbursement for amounts charged to their bank account linked with their Wallet, and obtain sales statistics.
3. OPTO Registration
OPTO registration is allowed for both natural persons residing in a Member State of the European Union or in a State belonging to the Agreement on the European Economic Area who are 18 (eighteen) years of age, as well as legal persons established in a Member State of the European Union or in a State belonging to the Agreement on the European Economic Area.
Upon registration, the User must provide the following information to Paytec:
In the case of a natural person: last name, first name, e-mail address, date and place of birth, country of residence and nationality. Registration can also be done by logging into one’s Facebook and/or Google account;
In the case of a legal person (in addition to the data referred to above relating to the natural person making the registration in the name and on behalf of the legal person): name and legal form of the company, share capital, address of the registered office, descriptive summary of the company purpose, identification data of the natural persons who have the power to enter the Company into binding agreements (company representative(s) and attorneys, if any), and identification of Shareholders, even if de facto.
In order to allow effective operation of the Wallet, and in particular the removal of its operating limits as indicated below in Article 6.1, Users must submit to the adequate verification procedure adopted by the Issuer, as described in the „Mangopay Payment Services Framework Contract” and they must submit all the documentation listed therein.
At the time of submission of the registration application to Paytec, and for the duration of these Terms and Conditions, the User declares:
in the case of the registration of a natural person, that he/she is 18 (eighteen) years of age and in full possession of his/her civil rights; in the case of the registration of a legal person, the declaration must be made by the natural person who physically completes the registration form;
that he/she is acting in his/her own name and on his/her own behalf, and therefore not on behalf of third parties, or in the case of the registration of a legal person, that it is acting solely in its own name and on its own behalf;
that all the information provided at the time of registration is true, accurate, and updated and suitable for the exact identification of the registered person.
As such, the User agrees:
– to not falsify or disguise any personal data;
– to not misuse third-party personal data (identity theft);
– to not disclose the personal data or information of third parties;
– to not execute the Contract in a manner contrary to the Law, public order and/or good moral standards, or in ways which could damage, disable, overburden or alter the Application.
Paytec reserves the right to verify the data and/or information entered by the User, including as part of the execution of specific requests from the Issuer, and if necessary to request documents and/or additional information which the User agrees to promptly submit.
In the case of non-compliance by the User with the aforementioned obligations, Paytec reserves the right to suspend or temporarily and/or permanently block access to the OPTO.
4. Execution and Effectiveness of these Terms and Conditions
The Contract becomes effective on the date of the correct and timely receipt of the registration form (to be completed online) by Paytec, which must be complete in all aspects and must include an active email address to which all Paytec communications may be sent.
The submission of the registration form by the User implies his/her full acceptance of these Terms and Conditions and of all other related documents. It is understood, in any case, that the use of OPTO by the User after activation of the respective account is equivalent to acceptance of all the contractual conditions estalished and/or referred to herein.
The effectiveness of the Contract, and therefore the actual OPTO registration, is subject to Mangopay’s verification of any causes impeding the use of e-money payment services attributable in any way to money laundering activities or to terrorist financing by the User. To this end, the User may be required to submit supporting documentation to verify his/her declarations made during the registration process.
5. Information Security
The Parties undertake to not disclose or transmit to unauthorized third parties any data and/or information known or acquired during the execution of these Terms and Conditions, except with the specific and express written consent of the other Party and/or when subject to legal obligations.
In particular, Paytec agrees to guarantee the security and confidentiality of data provided by Users both during registration and during use and browsing of OPTO; however, it cannot be held responsible for the theft, destruction and/or unauthorized disclosure of the User’s Credentials caused by unauthorized access by third parties to OPTO.
The User also declares to be aware that if third parties know or become aware of his/her access Credentials they may be able to take advantage of OPTO in the name and on behalf of the User, as well as to access his/her Wallet.
The User therefore agrees not to disclose his/her access Credentials to third parties and to keep them with the utmost diligence and confidentiality, being aware that he/she is solely responsible for their safekeeping, as well as for any operations performed using such data.
If the User experiences the theft or loss of his/her access Credentials, or if he/she suspects misappropriation or undue use by third parties, he/she must immediately inform Paytec, in accordance with Art. 17, so that the latter may take the security measures necessary to prevent any unauthorized access.
It shall be Paytec’s responsibility to promptly forward the request for suspension of use of the Wallet to the Issuer, and subsequently to confirm in writing to the reporting User that this has taken place. The User, in turn, must confirm in writing to Mangopay to have sent the report, as stipulated in the „Mangopay payment services framework contract”.
Operations carried out by unauthorized third parties on the User’s E-Money Payment Account before it is reported to Paytec, as referred to in the preceding paragraphs, shall remain the responsibility of the User, within the limits indicated in the „Mangopay payment services framework contract„.
Access to OPTO, and therefore use of the Wallet, may be restored only by means of a written request from the User sent to Paytec as indicated in Art. 17.
The so-called “Wallet” constitutes an E-Money Payment Account in Euros which is filled by the User through his/her credit card, bank transfer, or another means of electronic payment as indicated on the payment page.
The Issuer may request special authentication procedures to verify the User’s identity in order to transfer e-money into the Wallet and/or to execute a Payment Order.
In any case, the conditions under which the E-Money is registered in the User’s Wallet, as well as the specific technical and economic conditions relating to the e-money transfer, payments, re-crediting, and/or reimbursement operations are governed by the „Mangopay payment services framework contract”, which must be specifically accepted by the User before actually using OPTO with payment methods involving the E-Money Payment Account (Wallet).
In any case, the Wallet shall not be counted among the assets of Paytec or Mangopay, but it shall be deposited at a credit institution chosen by Mangopay and kept separate from the assets of said entity as well.
At any time from the application or the OPTO web portal the User may consult the details of all transactions in his/her E-Money Payment Account (funds transfer, payment, re-crediting, and/or reimbursement operations).
6.1 Operational Limits of the Wallet
Given that Paytec operates as a mere agent without the representation of Mangopay, in the event that the User does not submit the documentation requested by the Issuer when registering for OPTO, the operation of his/her Wallet shall be limited as follows:
– he/she may have access to a maximum available Wallet balance not exceeding € 50.00;
– the maximum recharge amount of the User’s Wallet shall be € 2,500.00 during the calendar year.
The aforementioned Wallet operating limits can only be removed by Mangopay (Issuer).
The latter alone is authorized to verify the identity of the User and to stipulate the contract for the opening of an e-money payment account after the User has submitted all of the documentation requested by the Issuer, in compliance with the rules and procedures of adequate verification adopted by the latter and established in the „Mangopay payment services framework contract” which the User is required to know and approve.
The removal of Wallet operating limits, as well as acceptance of the User’s proposal to be the holder thereof, can only take place following the aforementioned independent verification by the Issuer and at the sole discretion of the latter, given that Paytec, in its capacity as an agent without representation, may only collect and transfer the User’s documentation and provide its own interface for the conclusion of the Framework Contract directly between the Issuer and the User.
In any case, the Issuer reserves the right to limit the operation of the Wallet, at its sole discretion, without any liability being attributable to Paytec as a result.
For Beneficiaries, the submission of the documentation indicated by the Issuer in the „Mangopay payment services framework contract” for the purpose of proper verification is mandatory.
6.2 Customer’s Wallet
The Customer may use his/her own Wallet for the payment of products sold on any vending machine belonging to any Beneficiary, provided that an enabled OPTO reader is installed and connected to Mangopay, as well as for the re-crediting of any amounts by Beneficiaries in the case of non-delivery of the products.
The amount available in the Customer’s Wallet is automatically updated and visible in the OPTO application, depending on: any reloads performed (e-money transfer transactions), purchases made at the vending machines of the Beneficiaries, including re-credit operations due to the non-delivery of a product, as well as
any request for cancellation or reimbursement made by the Customer against Mangopay in compliance with the provisions of the „Mangopay payment services framework contract”.
6.3 Beneficiary’s Wallet
In order for the Beneficiary to receive payment in e-money for purchases made by Customers at the vending machines of the former, as well as to carry out any re-crediting operations to Customers in the event of non-delivery of products, the Beneficiary must first open his/her own Wallet.
The Beneficiary’s Wallet must be linked directly to a checking account opened at a bank or payment institution established in a Member State of the European Union or in a State party to the Agreement on the European Economic Area in order to transfer the amounts received for purchases made by Customers.
7. Payment or Re-Credit Transactions
Before proceeding with the choice of a product in a vending machine belonging to a Beneficiary, any Customer wishing to proceed with payment using OPTO must establish a connection between his/her enabled Device and the vending machine, which can be achieved by bringing the enabled Device near the machine’s OPTO reader and starting the transmission of a sequence of colours. Based on this sequence, the OPTO reader will establish a Bluetooth connection with the enabled Device.
When selecting the product, the corresponding charge in e-money will be deducted from the Customer’s Ac-count and transferred to the Beneficiary’s account, net of any fees charged by the Beneficiary and in favour of Paytec, agreed between them through a specific and separate agreement.
In order to purchase the product, the Customer must ensure that he/she has enough e-money in his/her Wallet; in the event that the available balance is lower than the price of the chosen product, the payment Order will be automatically cancelled and no amount will be charged to the Customer.
If, for any reason whatsoever (lack of one or more ingredients, absence of the product, jamming of the delivery mechanism, loss of power, etc.) the product selected by the Customer is unable to be delivered, the amount in e-money already deducted from the Customer’s Wallet and credited to the Beneficiary’s Wallet shall be re-credited to the former by the latter through an accounting transaction equivalent to that which is used in the event of non-delivery of a product.
8. Transfer of Funds in a Wallet
Only Beneficiaries, as defined in Article 1 of this contract, may request at any time for the Issuer to pay the active balance of its E-Money Payment Account (Wallet) in accordance with the terms and conditions set forth in the “Mangopay payment services framework contract„.
“Re-crediting” and “Reimbursements” to the Customer, instead, follow the specific rules stipulated in the respective reference clauses indicated in the “Mangopay payment services framework contract„.
9. Inactive Accounts
In the event that a User’s Wallet is not used for a period of 12 (twelve) months, Paytec and/or the Issuer will send an email notification to the email address indicated during registration, followed by a subsequent notification the following month in the absence of a reply. If there is no response, Mangopay will proceed with the termination of the Wallet.
Mangopay will reimburse any active balance to the User, minus the costs of closing the E-Money Account, by crediting the aforementioned amount to the User’s bank card, payment card, or credit card used to reload his/her Wallet, or it shall execute the reimbursement by means of bank transfer when certain amounts are exceeded. For additional information, please refer to the “Mangopay payment services framework contract„.
10. Liability Limitations
OPTO is an innovative application, developed to allow a greater connection between Customer and Beneficiary; additionally, thanks to the connection with the e-money payment system provided by Mangopay, Customers and Beneficiaries can use a new payment channel for the purchase of products in vending machines.
Paytec therefore serves as a mere agent without representation in the payment services, and as an interconnection platform.
As such, Paytec cannot in any way be held responsible for breaches of contract, anomalies, malfunctions, or damages in any way caused by and/or related to:
a) creation, management and closure of the Wallet; Paytec is not authorized to manage e-money on behalf of third parties and operates only as an agent without the representation of Mangopay to promote the conclusion of the “Mangopay payment services framework contract” entered into between the User and Mangopay;
b) provision of the products in vending machines;
c) the safety, in general, of the products sold through vending machines.
Any complaints of non-compliance or requests for compensation which the Customer may appropriate as a result of violations, facts, or events occurring during the use, payment, and/or consumption of products supplied by vending machines must be addressed directly to Mangopay and/or to the Beneficiary owning the vending machine as indicated thereon.
10.1 Creation and Management of the Mangopay Wallet
The OPTO application is developed by Paytec and uses Mangopay server and API (application programming interface) connections, though it maintains its capacity as an agent without Mangopay representation.
Paytec and Mangopay are therefore jointly and severally liable for the security and confidentiality of the aforementioned data in the specific exchange activities between the User and Mangopay for the creation and closure of the Wallet.
However, Paytec cannot be considered a “joint controller” of the processing of the aforementioned data made by Mangopay (storage, use, profiling, etc.) as part of the specific payment activities for the management of the Wallet (including any re-crediting and/or reimbursement associated therewith), but only an external processor, in the name and on behalf of Mangopay, and exclusively in accordance with the instructions received from the latter.
Mangopay alone is responsible for any unauthorized anomalies, malfunctions, and/or operations related to the E-Money Payment Account.
In this regard, Paytec shall only act as a facilitator of communications between the Users and Mangopay, as well as for reporting any anomalies to the latter using the procedures indicated in Article 17.
10.2 Characteristics of the products sold in vending machines
Any transaction performed through OPTO creates a contract directly and exclusively between the Customer and the Beneficiary.
Paytec does not exercise any control over the conformity, safety, legitimacy, or physical, chemical, and organoleptic characteristics of the products sold by the Beneficiaries through their vending machines. It is therefore up to the Customer to collect the relevant information concerning the product of his/her interest before proceeding with the purchase.
Therefore, Paytec cannot be held responsible for the incorrect or incomplete execution of the delivery of the goods by the Beneficiary, nor for any damages caused to the Customer for any reason by the vending machines and/or the products sold thereby.
OPTO registration and use is free for Customers. For Beneficiaries, the special conditions signed with Paytec in the OPTO Service Provision Contract shall apply.
Any costs related to data traffic for connecting to the internet shall remain the responsibility of the User.
12. Suspension and Interruption of OPTO
Paytec reserves the right to suspend and/or temporarily interrupt OPTO access for technical, security, or maintenance reasons for the amount of time strictly necessary to remove the respective causes.
Paytec cannot be held responsible for interruptions or unavailability of the OPTO service determined to be caused by factors not attributable to it (such as, but not limited to: absence of telephone service, lack of Wifi connection, lack of access to Mangopay servers, etc.).
13. Right to a cooling-off period
The User has the right to withdraw (the right to a cooling-off period) from these Terms and Conditions within 14 (fourteen) business days from confirmation of OPTO registration by means of a written notice to be sent by registered mail with acknowledgement of receipt to: Payment Technologies S.r.l., Via XX Settembre No. 49 – 22096 Rovellasca (CO) – Italy. Such communication can also be sent by fax or ordinary email, but must still be confirmed by registered mail with acknowledgement of receipt within the following 48 hours.
The User also has the right to withdraw from the „Mangopay payment services framework contract„, within 14 (fourteen) days from confirmation of opening of the Wallet by Mangopay. For additional information, please refer to the “Mangopay payment services framework contract„.
14. Duration and Termination
These terms and conditions have an indefinite duration.
They enter into force upon receipt by the User of the email confirming the successful registration by Paytec.
At any time and with at least 60 (sixty) days’ notice, the Parties may withdraw from the Contract by written notice to the other Party:
– if addressed to Paytec: to the certified e-mail address email@example.com or to the ordinary email address firstname.lastname@example.org;
– if addressed to the User: to the e-mail address provided during registration.
Withdrawal from OPTO and from these Terms and Conditions automatically results in the closure of the Wallet opened at Mangopay, with the consequent return to the User of any remaining balance. The Issuer may apply fees in the case of termination within specified time limits, as specifically indicated in the “Mangopay payment services framework contract”.
15. Modification of these Terms and Conditions
The terms and conditions of use of OPTO with payment methods through an E-Money Payment Account will always be available online to all Users on the dedicated page of the OPTO Application, as well as on the OPTO web portal at www.optopayment.com page.
Paytec reserves the right to modify these Terms and Conditions of OPTO use at any time and at its sole discretion. Whenever changes are necessary, Paytec shall notify the User the next time the latter accesses the service, following the publication of said changes.
In order to continue using OPTO, the User must accept the changes; in the case of refusal, it will no longer be possible for him/her to continue using OPTO and, therefore, the refusal shall serve as a declaration of termination of this contract by the User, as well as the “Mangopay payment services framework contract”, giving rise to reimbursement of any remaining balance in the Wallet.
Paytec also undertakes to make the most recent version of the “Mangopay payment services framework contract” visible through a permanent link and to inform the User of any changes. The procedures for accepting or refusing changes to the aforementioned “Mangopay payment services framework contract” are governed by the latter.
16. Regulations regarding Money Laundering and Terrorist Financing
Paytec reserves the right to block and/or suspend OPTO access in the event that, upon notification from the Issuer, it is suspected that the User is involved in money laundering and/or terrorist financing activities. For additional information, please refer to the “Mangopay payment services framework contract„.
17. Customer Service
Notwithstanding the liability limitations already described in Article 10 above, all requests for information, assistance, and intervention concerning the use of OPTO, as well as requests for assistance relating to the opening, management, and closing of the Wallet, requests for information, complaints related to payment, re-crediting, and/or reimbursement transactions, or relating to any unauthorized transactions must be promptly forwarded to Paytec at email@example.com.
In particular, requests must be received by Paytec within 2 business days from when the User becomes aware of the transaction and, in any case:
– within 8 (eight) weeks if the Transaction concerns a Beneficiary or a Customer which is a legal entity;
– or 13 (thirteen) months, in the event that the transaction involves a Customer who is a natural person,
from the execution of such a transaction.
The foregoing is to allow Paytec to manage requests and, if necessary, to forward them to Mangopay.
18. Prohibition of Assignment of the Contract
This Contract cannot be transferred by the User, in whole or in part, without the prior written authorization of Paytec. In the event of non-compliance, the Contract shall be deemed automatically terminated, pursuant to and for the purposes of Art. 1456 of the Italian Civil Code.
Paytec is the controller of the data collected specifically for OPTO registration and for the respective application and use of the services strictly linked to the OPTO platform, with the exclusion of the operation of the Wallet, for which the foregoing shall apply.
Paytec and Mangopay are joint controllers in the processing of data collection at the time of a request to open an E-Money Payment Account (Wallet) marked as mandatory. Paytec and Mangopay are therefore jointly and severally liable for the security and confidentiality of the aforementioned data in the specific exchange activities between the User and Mangopay for the creation and closure of the Wallet.
However, Paytec cannot be considered a “joint controller” of the processing of the aforementioned data made by Mangopay (storage, use, profiling, etc.) as part of the specific payment activities for the management of the Wallet (including any recrediting and/or reimbursement associated therewith), but only an External privacy processor, in the name and on behalf of Mangopay, and exclusively in accordance with the instructions received from the latter (visibility of the name of the Wallet’s owner, the credit amount, transaction history).
Information related to the data processing by Mangopay is available online www.mangopay.com.
Paytec is the controller of any additional data collected for which the interested party has expressed his/her consent for processing.
Extensive information related to the data processing by Paytec is available online www.mangopay.com.
20. Severability Clause
If any of the clauses of this Contract become invalid or unenforceable for any reason, the remaining clauses of the Contract shall be unaffected.
21. Relationship between these Terms and Conditions and the Mangopay Payment Services Framework Contract
In the event of a conflict, these Terms and Conditions shall prevail over the provisions of the “Mangopay payment services framework contract„.
For anything not expressly provided for in these Terms and Conditions, the “Mangopay payment services framework contract” shall apply.
22. Official Language and Translations
The official language used by Paytec is Italian.
In the event that these Terms and Conditions, or a part thereof, are translated into a language other than Italian and there are inconsistencies between the Italian version and its translation into another language, the meaning of the Italian version shall prevail.
23. Applicable Law and Competent Jurisdiction
This contract is subject to Italian law and any disputes relating hereto regarding its application, execution, and/or interpretation shall fall under the sole jurisdiction of the Courts of Como.
For any disputes concerning the application, execution, and/or interpretation of the “Mangopay payment services framework contract”, reference is made to the provisions contained therein concerning the determination of applicable laws and the competent jurisdiction.