Terms & Conditions

General Terms and Conditions of Continental Payment GmbH for the use of the PAYLAX payment service (Buyer)

June 10, 2022

These are the General Terms and Conditions (hereinafter: “GTC”) of Continental Payment GmbH, registered in the Commercial Register at the Local Court of Stuttgart with the registration number HRB 234682, legally represented by the Managing Director Timo Matthias, Bleibtreustr. 51, 10623 Berlin, e-mail address: [email protected] (hereinafter referred to as “Provider”) as the binding basis for the use of the web- and app-based payment service PAYLAX (hereinafter referred to as “PAYLAX”).

By agreeing to these GTC, a contract on the use of PAYLAX is concluded between you and the Provider under the following terms and conditions (“User Agreement”). These GTC shall also apply to future payments via PAYLAX, unless amended GTC take effect.

The Provider expressly points out that the payment(s) made by you will be executed via the payment service provider Online Payment Platform BV, Kanaalweg 1, 2628 EB Delft, the Netherlands (hereinafter: “OPP”), a payment service provider regulated and licensed by the Dutch Central Bank (DNB). By agreeing to these T&Cs, you also agree to OPP’s Terms of Use (PDF).

Please note that additional terms and conditions may apply if you choose to pay with one of the payment methods we offer.

1. Conditions of use

1.1 The use of PAYLAX is only permitted to persons of full age and unrestricted legal capacity, if applicable, legally acting as a representative of a company.

1.2 The user has to have an Internet-capable terminal device.

1.3 The User has to accept these GTC as well as the data protection regulations of the Provider.

1.4 If the payment is processed via our escrow service, the User must provide a valid e-mail address.

2. Service description

2.1 The Provider shall make PAYLAX available to the User free of charge for payment processing. Payment can be made via PAYLAX using the available payment methods. Basically, a distinction is made between two types of payments:

2.1.1 Direct Payments

In the case of Direct Payments, the funds are transferred directly to the seller’s bank account. The buyer can decide which of the offered payment methods to use for this purpose.

2.1.2 Escrow Payments

In the case of escrow payments, the funds are not transferred directly to the seller, but are deposited in an escrow account. The deposited amount of money is only transferred to the party entitled to receive it (a) after the purchaser has released it, (b) after the inspection period has expired, © after a legally binding decision has been made on the claim in the event of a dispute.

2.2 Information about the payments, such as status changes, will be sent automatically via e-mail by the provider.

2.3 In case of disregard of our GTC or in case of false information, the execution of the payment cannot be guaranteed.

2.4 The provider reserves the right to change or limit the available payment methods at any time.

2.5 The Provider is not involved in the contractual relationship between the Seller and the Buyer, neither as an intermediary nor as a representative of any party. The provider also does not act itself as buyer or seller, but only as a technical service provider.

2.6 The provider does not guarantee the accuracy and completeness of the information originating from the seller or buyer, or the identity and integrity of the seller or buyer.

3. Rights of use and restrictions of use

3.1 For the use of PAYLAX as well as for access to the services of third parties, the Provider grants the User a simple, non-transferable and non-sublicensable right of use. The right of use is granted to the User exclusively to the extent necessary for the performance of this Agreement and for the intended use of PAYLAX. The right of use shall expire upon termination of this Agreement in accordance with paragraph 5 of these GTC.

3.2 In the event of suspicion of misuse, fraud or money laundering, the Provider may restrict individual functions (e.g., the disbursement of funds) until the matter has been clarified or, in the event of serious suspicion, temporarily or completely block them and, if not already carried out, demand identification of the User. Additional address verification or additional documents for verification may be requested.

4. Technical availability

4.1 The Provider shall endeavor to ensure continuous availability and error-free functionality of PAYLAX. However, the User acknowledges that already for technical reasons and due to the dependence on external influences, e.g. in the context of telecommunications networks, an uninterrupted availability of PAYLAX is not feasible, which is why the User has no claim to constant accessibility. Temporary access restrictions grant neither warranty claims nor a right to extraordinary termination.

5. Term, Cancellation

5.1 The usage agreement shall run for an indefinite period of time and may be terminated in writing by either party at any time without notice by e-mail. At the end of the contractual relationship, all rights of use granted in accordance with these GTC shall also end. Exception: if a trust payment has not yet been fully settled at the time of termination, the provisions of this user agreement shall apply until all payments have been fully settled.

6. Liability

6.1 The Provider shall be liable within the scope of this Agreement on the merits only for damage (a) caused by the Provider or its legal representatives or vicarious agents intentionally or through gross negligence or (b) resulting from injury to life, body or health due to a breach of duty by the Provider or one of its legal representatives or vicarious agents.

6.2 In the cases of paragraph 1, letters (a) and (b), the Provider shall be liable for an unlimited amount. Otherwise, the claim for damages shall be limited to the foreseeable damage typical for the contract.

6.3 In cases other than those mentioned in paragraph 1, liability on the part of the Provider shall be excluded, irrespective of the legal grounds.

6.4 The liability provisions in the above paragraphs shall also apply to personal liability of the Provider’s bodies, employees and vicarious agents.

7. Final provisions

7.1 The law of the Federal Republic of Germany shall apply to all legal relationships between the Provider and the User.

7.2 The place of jurisdiction for all disputes arising from contractual relationships between the User and Provider shall be the registered office of the Provider.

7.3 If a clause of these terms and conditions is invalid, this shall not affect the validity of the other clauses. If a clause of these terms and conditions is invalid in only one part, the other part shall remain valid. The parties shall be obliged to replace an invalid clause by a valid substitute provision which comes as close as possible to the economic purpose of the invalid contractual provision.

7.4 Supplements to the present contract shall only be effective in individual cases if they have been agreed in writing or in text form (e.g. by e-mail).