PingPong Service Terms and Conditions
PingPong Europe Services Agreement
PingPong Thailand Services Agreement
Australian Disclosure Documents
Privacy Policy
BPocket User Agreement
PingPong Acquiring Service Terms and Conditions
PingPong Global Consumer Solutions Service Terms and Conditions
PingPong Services Terms and Conditions
Overview
PingPong Services
Terms and Conditions
1
Important Information
2
Definitions
3
Contracting Entity,
Governing Law and Communication
4
PingPong
Service Overview
5
Your PingPong
Account
6
Inbound Transactions
7
Withdrawal Transactions
8
Outbound Transactions
9
Fees
10
Termination and Suspension
11
Inactive Accounts
12
Customer Obligations and Warranties
13
Complaints
14
Secure Use of PingPong
Services
15
Limitation of Liability
16
Protection of Your Data
17
Miscellaneous
EXHIBIT A:
JURISDICTION-SPECIFIC TERMS
Applicable to Account Jurisdictions in the European Union
Applicable to Account Jurisdictions in the United States
Applicable to Account Jurisdictions in Japan
Applicable to Account Jurisdictions in Hong Kong
Applicable to Customer Location in India
Applicable to Customer Location in the United Kingdom
Applicable to Customer Location in Australia
Applicable to Customer Location in Singapore
Applicable to Customer Location in Malaysia
Please read these Terms and Conditions carefully
before accessing or using the PingPong Services.
These Terms and Conditions (the “Terms and Conditions”) govern the availability and use of the PingPong Services (as
defined below) provided by us (“us”, “we”, “our”, and “PingPong”, as defined
below). By opening a PingPong Account or accessing or using any part
of the PingPong Services, you (the “Customer”, “Merchant”, “you”/ “your”, “any
authorized user”) accept and agree to become bound by these Terms and Conditions.
In addition, you agree to be bound by the Jurisdiction-Specific Terms that are
relevant to the Account Jurisdiction / Customer Location (as specified in
Sections 3.1 to 3.3 below) in which you contract. In addition, and without
limiting the foregoing, you also agree to comply with and be bound by the
Privacy Policy, Cookies Policy and such other policies and guidelines, notices,
circulars and announcements from time to time issued by us to you, each of
which shall form a part of these Terms and Conditions.
Notwithstanding
the fact that we may notify you of any major changes we make to these Terms and
Conditions electronically, you shall be responsible for regularly reviewing
these Terms and Conditions. At any time, you can view our current Terms and
Conditions on our Website. All
amendments, supplements and revisions shall be effective upon publication on
our Website. When you use the PingPong
Services after our publication of any such amendment, supplement or revision,
you agree that you are deemed to have read and agreed to the latest version of
our Terms and Conditions, Privacy Policy, Cookies Policy and such other
policies and guidelines, notices, circulars and announcements from time to time
issued by us to you.
If you do not agree to such amendments, supplements or revisions, you
shall immediately close your PingPong Account and stop using all of the
PingPong Services.
These Term and Conditions
shall be effective and legally binding on the earlier of the dates when (a)
Customer creates a PingPong Account; (b) affirmatively accepts the Terms and
Conditions in writing or electronically; or (c) otherwise uses PingPong’s Services. Subsequently, these Terms and Conditions
shall continue in effect until the date when you close your PingPong Account
and discontinue use of PingPong’s Services. Your acceptance of these Terms and
Conditions shall confirm that you fully understand and accept all provisions in
these Terms and Conditions. If you do not understand any of these Terms and
Conditions, you are advised to obtain independent legal advice with respect
thereto.
In the context of
this Agreement, the following terms shall have the following meaning:
|
Account Jurisdiction |
Contracting Entity |
Address for Notices |
Governing Law |
Jurisdiction |
|
North America, India |
PingPong Global Solutions Inc., a New York corporation |
27 W 24th Street, Suite 704, New York, NY 10010 |
New York, U.S.A. |
New York, U.S.A. |
|
European Union, United Kingdom |
PingPong Europe S.A., a Luxembourg
Société Anonyme (S.A.) |
9 Rue du Laboratoire, L-1911 Luxembourg |
Grand-Duchy of Luxembourg |
Luxembourg |
|
Japan |
PingPong Asia Technology Co., Ltd., a Japan corporation |
East Tower 4th floor, Otemachi First Square
1-5-1 Otemachi, Chiyoda-ku, Tokyo, 100-0004 Japan |
Japan |
Japan |
|
Countries except those listed above |
Ping Pong Global Holdings Limited, a Hong Kong company |
Room B, Unit 06 12/F, Emperor Group Centre, 288 Hennessy
Road, Hong Kong |
Hong Kong |
Hong Kong |
|
Customer Location |
Contracting Entity |
Address for Notices |
Governing Law |
Jurisdiction |
|
United Kingdom |
PingPong Payment
(UK) Limited |
78 Cannon Street, London, EC4N 6HN |
United Kingdom |
United Kingdom |
|
Australia, New Zealand |
Mana Payment Australia Pty Ltd |
McBurney & Partners’ Level 10, 68 Pitt Street, SYDNEY,
NSW 2000 |
Australia |
Australia |
|
Singapore |
Mana Payment (Singapore) Pte. Ltd. |
Unit S1168, Level 11, UIC Building, 5 Shenton Way,
Singapore 068808 |
Singapore |
Singapore |
|
Malaysia |
PingPong Payment Malaysia Sdn. Bhd. |
Units A-10-9 & 11, Tower A,
Vertical Business Suite, Avenue 3, Bangsar South, No 8 Jalan
Kerinchi, 59200
Kuala Lumpur,
Kuala Lumpur,
W. P., Malaysia |
Malaysia |
Malaysia |
If PingPong
believes that you may have engaged in any of the above Restricted Uses,
PingPong may, in its sole discretion, suspend or terminate your PingPong
Account or refuse to provide you with any PingPong Services in the future. You
shall further indemnify the Indemnified Persons for all of their respective
losses in connection therewith. PingPong may use your name and logo to identify
you as a customer of PingPong, but PingPong’s use of your name and logo does
not create any ownership right therein and all rights not granted to PingPong
are reserved by you.
If you are
an individual or entity in mainland China, Outbound Transactions outside of
China are limited to transactions in respect of warehousing, logistics,
taxation and other expenses allowed pursuant to Applicable Law incurred outside
of China for the purpose of selling goods or providing services on the
Platform. PingPong is entitled to review or further require you to supplement
the supporting materials and may refuse to process your payment instruction
based on internal compliance policies.
EXHIBIT
A: JURISDICTION-SPECIFIC TERMS
The following terms
apply to certain Account Jurisdictions / Customer Location and shall be deemed
to be included in and form a part of the PingPong Terms and Conditions. To the
extent any conflict exists between these Jurisdiction-Specific Terms and the
PingPong Terms and Conditions, the provisions of these country-specific terms
will prevail to applicable Customers. By using PingPong Services in connection
with the Account Jurisdictions or Customer Location below, you agree to be
bound by the Jurisdiction Specific Terms set out below, as well as the PingPong
Terms and Conditions.
Applicable
to Account Jurisdictions in the European Union
1. PingPong Europe S.A. is a
registered Luxembourg S.A. in the Registre de Commerce et des Sociétés of
Luxembourg under the registration number B211775 duly licensed in Luxembourg as
an Electronic Money Institution under the prudential supervision of the CSSF
with CSSF registration number W00000014. The CSSF
maintains a register of the organisations that it regulates at http://supervisedentities.cssf.lu/index.html?language=en#Home; you can look up PingPong
by name.
2. In order to provide you
better payment service, you hereby authorize and instruct PingPong Europe S.A. to send all the funds available in your Payment Account
with PingPong Europe S.A. to other PingPong Group Companies’ Payment Account,
unless you expressly make a written request to PingPong Europe S.A. to keep
such funds in the Payment Account under PingPong Europe S.A.
3. “Applicable Law” relates
to Luxembourg laws, specifically the following:
a.
The Luxembourg law of 10 November 2009 on payment services,
on the activity of electronic money institution and settlement finality in
payment and securities settlement systems, as amended.
b. Data
protection laws, specifically the Regulation (EU) 2016/679 (GDPR) dated 27
April 2016 on the protection of natural persons with regard to the processing
of personal data and on the free movement of such data.
c.
Money laundering laws, meaning (i) the Luxembourg law dated
12 November 2004 on the fight against money laundering and terrorist financing,
as amended, and (ii) the Grand-ducal Regulation of 1 February 2010 providing
details on certain provisions of the amended law of 12 November 2004 on the
fight against money laundering and terrorist financing, as amended and
supplemented from time to time.
4. Clause 10.2 is replaced as
follows:
“10.2 PingPong may suspend or
terminate your access to all or any part of the PingPong Services at any time,
with or without cause. Where possible, we will provide at least two (2) months’
prior notice by email, unless there are exceptional circumstances, or
regulatory circumstances (including but not limited to court or governmental
orders) causing PingPong to take immediate action, such as where we discover
you have provided false, misleading, incomplete or inaccurate information or
have otherwise acted dishonestly; (b) you breach this Agreement or any other
agreement you enter into with PingPong; (c) your PingPong Account has been
compromised or for other security reasons; (d) you are engaged in fraud, money
laundering, terrorist financing or other illegal activities or we reasonably
suspect the same; (e) you use PingPong Services illegally or fraudulently in
violation of Applicable Law or we reasonably suspect the same; or (f) there are
other grounds that PingPong considers it appropriate. Together with a termination/suspension
notice, we may also provide instructions on how to withdraw remaining funds, if
it is not forbidden by Applicable Law.”
5. Clause 17.2 is replaced as follows:
“17.2 Changes to Agreement. We are
constantly updating the PingPong Services, and that means sometimes we have to
change the terms of this Agreement. PingPong, at its sole discretion, may
amend, revise or update this Agreement. If we make major changes, we will
notify you via email or other means two (2) months before the changes take
effect. If you disagree with our changes, then you should stop using the
PingPong Services within the designated notice period. Otherwise, in absence of
such notification before the proposed date of their entry into force, you will
be deemed to have accepted those changes if you continue to use PingPong
Services. Your continued use of our PingPong Services will be subject to the
new terms. However, any transaction or dispute that arose before the changes
shall be governed by the Agreement that was in place when the dispute arose.”
6. Pursuant to this
Agreement, PingPong will act as payment service provider (“prestataire de services de paiement”) under the Applicable Law and
you will act as beneficiary (“bénéficiaire”)
under the Applicable Law, and the Payment Account will be a payment account (“compte de paiement”) as defined in
paragraph 5) of article 1 of the Applicable Law and for the purposes of the
Applicable Law. The relevant Platform will act as payer (“payeur”).
7. The Customer hereby
acknowledges, pursuant to article 10 (2) of the Applicable Law, that the
Payment Accounts designated through use of the PingPong Services do not
constitute deposit accounts, that they may not be used as such, and that Funds
received in Payment Accounts benefit from the legal framework applicable to
deposit accounts.
8. Under article 99 of the
Applicable Law, the credit value date for you as payee shall be no later than
the Business Day on which the amount of the valid Inbound Payment is credited
to your PingPong Balance. The Funds received to your designated Payment Account
from a Platform shall be immediately available for you. The delays in this
paragraph shall be adapted to reflect the delay of article 99 (1) of the
Applicable Law if this legal delay is reduced.
9. Data Protection. We use your personal data solely for order processing
purposes. Your personal data is processed and stored in compliance with the
provisions of the Law of Luxembourg of 2 August 2002 on personal data
protection, as amended. With respect to data protection, we have implemented
appropriate technical and organizational measures to protect your personal
information from accidental loss or alteration and from unauthorized access,
use or disclosure in compliance with articles 22 (1) and 23 of the Data Protection
Law. However, we cannot guarantee that unauthorized third parties will never be
able to defeat those measures or use such personal information for improper
purposes. You acknowledge that providing your personal information might entail
a risk. Refer to our Privacy Policy for more details.
10. No Consumer Services. The Customer and PingPong hereby
agree, and the Customer acknowledges, to waive the provisions of the Applicable
Law that may, under such Applicable Law, be set aside where the user of a
payment service is not a consumer, and including the provisions as contemplated
in article 59 and 78 of the Applicable Law (or any provisions replacing these
articles in case of amendment of the Applicable Law).
11. Complaints. For complaints related to E.U. services, we have internal
procedures for handling and investigating complaints fairly and promptly in
accordance with regulatory requirements.
Should you not be satisfied with our response, you may choose to
escalate your claim to senior management or to the financial sector regulator
in Luxembourg. Please refer to our Customer Complaints Policy.
Applicable
to Account Jurisdictions in the United States
1. Applicable Law includes:
a. Bank Secrecy Act (BSA), as amended by the USA PATRIOT Act (2001)
b. Administrative rulings and guidelines
issued by the Financial Crimes Enforcement Network (FinCEN) applicable to money
services businesses
c. State-specific money transmitter
regulations
d. Office of Foreign Assets Control (OFAC)
Regulations
2. PingPong Global Solutions Inc. is
registered with FinCEN as Money Service Business since 2015.
3.
Clause 4.5 is replaced as follows:
“4.5 PingPong is an independent contractor that provides
the PingPong Services to PingPong Customers. You duly appoint PingPong, and
PingPong agrees to act, as your agent to handle the Funds and all relevant
matters, pursuant to this Agreement. PingPong does not act as a fiduciary,
trustee or escrow holder fiduciary, trustee or escrow holder on your behalf or
the Platform’s behalf.
4.
Clause 15.2 is replaced as follows:
“15.2 In respect of any Inbound Payment, PingPong acts
as your agent to receive Funds from Platform, you hereby acknowledge and
release the Platform from liability for such payment as of when the Funds
related thereto are received by PingPong and not as of that later time when the
Funds are settled to you by PingPong.”
5.
Clause 11.4 is replaced as follows:
“PingPong will determine the escheatment requirement of the Funds in the
inactive PingPong Account based on the applicable states law, at which time the
fund in PingPong Account may be deemed “unclaimed property”. Where required,
PingPong will send you a notice prior to escheating any Funds in your inactive
PingPong Account. PingPong will determine your state of residency based on the
state listed in the address for your PingPong account. If your address is
unknown or registered in a foreign country outside United States, the funds in
your PingPong account, will be escheated to the State of New York. Where
required, PingPong will send you a notice prior to escheating any funds in your
PingPong account. If you fail to respond to this notice, the funds in your
PingPong Account, will be escheated to the applicable state. If you would like
to claim any escheated funds from the applicable state, please contact the
applicable state’s unclaimed property administrator.”
6.
For
California Users:
a. You, the customer, are entitled to a refund
of the money to be transmitted as the result of this Agreement if PingPong
Global Solutions Inc does not forward the money received from you within 10
days of the date of its receipt, or does not give instructions committing an
equivalent amount of money to the person designated by you within 10 days of
the date of the receipt of the funds from you unless otherwise instructed by
you.
b. If your instructions as to when the moneys
shall be forwarded or transmitted are not complied with and the money has not
yet been forwarded or transmitted, you have a right to a refund of your money.
c. If you want a refund, you must mail or
deliver your written request to PingPong Global Solutions Inc at 27 W 24th
Street, Suite 704, New York, NY 10010. If you do not receive your refund, you
may be entitled to your money back plus a penalty of up to $1,000 and
attorney’s fees pursuant to section 2102 of the California Financial Code.
7. For Washington Users:
Usage
of the PingPong services may result in the loss of funds with no recourse for
you.
Applicable to
Account Jurisdictions in Japan
1. “Applicable Law” relates to Japan laws,
including:
a.
Act on Regulation of Transmission of Specified Electronic
Mail of Japan (Act No. 26 of April 17, 2002)
b. Act on the Protection of
Personal Information (Act No. 57 of May 30, 2003)
c. Foreign Exchange and Foreign Trade Act
(Article 55-10 unenforced, etc.)
2. You authorize PingPong to receive Funds on
your behalf in Japan as part of the bill payment services (Shuno Daiko).
3. At the conclusion of Inbound Transactions
in Japan, or the time of PingPong’s receipt of Inbound Payment from Platforms
in Japan, the obligation of such Platforms (on behalf of buyers of goods or
services in commercial transactions) to you (as seller or service provider) for
such Funds shall be deemed to be satisfied unless otherwise stipulated.
4. Any decimal of the Fees will be rounded
down to zero.
Applicable to Account Jurisdictions in Hong
Kong
1. Applicable Law means any applicable law, regulation, directives or generally
accepted practices or guidelines from time to time issued by any
regulatory authority, or any other jurisdictions applicable to your use of the
PingPong Services, including laws governing payment services including
anti-money laundering or terrorist financing requirements, data protection
laws, anti-discrimination, false advertising, gambling, illegal sale or
purchase or exchange of any goods or services, and those related to
export/import activity, taxes or foreign currency transactions. The relevant
laws, regulations and guidelines in Hong Kong shall include:
a. Anti-Money Laundering and Counter-Terrorist
Financing Ordinance (Cap. 615)
b.
Drug Trafficking (Recovery of Proceeds) Ordinance
(Cap. 405)
c.
Organized and Serious Crime Ordinance (Cap. 455)
d.
United Nations (Anti-Terrorism Measures) Ordinance
(Cap. 575)
e.
United
Nations Sanctions Ordinance (Cap. 537)
f.
Weapons
of Mass Destruction (Control of Provision of Services) Ordinance (Cap. 526)
g.
Guideline on Anti-Money Laundering and
Counter-Financing of Terrorism (For Money Service Operators)
2. Consumer under this Agreement shall refer
to consumers as interpreted in the Sale of Goods Ordinance (Cap.26).
3. Ping Pong Global Holdings Limited is
registered with Customs & Excise Department as Money Service Operator since
2016.
4. Section 17.8 of this Agreement shall be
deleted in its entirety and be replaced as follows:
“Governing Law and Jurisdiction. This Agreement shall be governed by and
construed in accordance with the laws
of Hong Kong and the parties hereby irrevocably submit
to the exclusive jurisdiction of the courts of Hong Kong.”
5. Section 5.8 of this Agreement shall
be extended to cover the following scenarios:
a. apply your Payment Account as a e-wallet or
any form of stored value facility;
b. apply your Payment Account to hold funds
for a period exceeding the time allowed under Applicable Law in Hong Kong.
6. Section 4.4 of this Agreement shall be deleted in its entirety and be
replaced as follows:
“PingPong
is not a bank or a credit institution or a stored value facilities licensee and
it does not accept any deposit from you, accept any stored value from you nor
pay any interest to you on your Funds/PingPong Balance. By accepting these
Terms and Conditions you acknowledge that PingPong is authorized to retain any
interest that arises with respect to the sum of any Funds held in PingPong’s
bank account(s). You further acknowledge that the Payment Account does not
qualify as a deposit account as defined by relevant laws and regulations, and
thus Funds held in your PingPong Account or in the process of Transaction are
not insured. However, PingPong shall strictly adhere to applicable requirements
that ensure the liquidity and protection of Funds held on your behalf. PingPong may, at its sole and absolute
discretion, settle your PingPong Balance to your Beneficiary Account or conduct
refund to the originator’s account (as the case may be) at any time at the sole
and absolute discretion of PingPong if the PingPong Balance is not withdrawn or
applied by you for a period of 180 days.”
7. A new Section 8.4 of this Agreement shall be added immediately after Section
8.3:
“You
may need to deposit immediately available funds into your Payment Account to
ensure that you have sufficient PingPong Balance for us to execute the Outbound
Payment Order(s). For the sake of
convenience only but not otherwise, subject to section 4.4, if you have a
series of Outbound Payment Orders which will be executed within a specific
period of time (which shall in no event exceed 90 days), and if you wish to
prefund such funds to your Payment Account, you may make such arrangements
provided always that such funds shall in no event be considered as deposit or
stored value under Applicable Law. If
the funds (or any part thereof) are not used within a period of 180 days from
the date of deposit, we may handle such funds (or any part thereof) in
accordance with section 4.4.”
Applicable
to Customer Location in India
1.
Applicable Laws include:
a. Reserve Bank of India (RBI)’s circular on
regulation of Payment Aggregator- Cross Border (PA-CB) (PA-CB Regulations)
b. RBI’s Guidelines on Regulation of Payment
Aggregators and Payment Gateways
c. Foreign Exchange Management Act (FEMA)
2.
If you are a registered user of PingPong, you may
use the PingPong Services in India to receive payments in consideration of
export by you of goods or services of value not exceeding the equivalent of
₹25,00,000 (approximately US$30,000) per transaction, specified under the RBI
regulations (“Eligible Inbound”). You may use the PingPong Services for
export of such goods and services as permitted under the laws of India,
including but not limited to the prevalent Foreign Trade Policy of India, and
in all cases only for lawful and valid transactions and not for any prohibited
transaction as detailed in the Terms and Conditions.
3.
When withdrawing Funds, you must indicate the
purpose of the transactions underlying the Eligible Inbound, as required under
Indian regulations to enable compliance with FEMA and other RBI reporting
requirements for foreign exchange transactions.
4.
Eligible Inbound received by PingPong on your
behalf under PA-CB regime will be maintained in an Export Collection Account
(ECA) denominated in Indian Rupees (INR) and/or foreign currency with an
Authorized Dealer (AD) Bank in India, until being transferred exclusively to
your designated bank account subject to the Applicable Laws.
Applicable
to Customer Location in the United Kingdom
1. PingPong
Payment (UK) Ltd is a company incorporated under the laws of England and Wales
with registration number 12602063. We are authorised by the Financial Conduct
Authority (FCA) under the Payment Services Regulations 2017. Our FCA register
number is 974154. This Agreement and the relationship between us is governed by
the laws of England and Wales. This does not affect your mandatory rights under
the laws of the country in which you reside.
2. For any
claims in court, you submit to the non-exclusive jurisdiction of the courts of
England and Wales. This means for example that if you were able to bring a
claim against us in court arising from this Agreement, it would be a court in
England or Wales. But if the law allows
you to do so, you can bring the claim in the court of another country instead,
such as the country in which you are based.
3. “Applicable
Law” includes the laws of England and Wales and regulations that apply to this
agreement and our relationship with you, including the following:
a. The Payment Service Regulations 2017 (the
“PSRs”);
b. Data protection laws, including the UK
General Data Protection Regulation and the Data Protection Act 2018 (the “Data
Protection Law”); and
c. Money laundering laws, including the Money
Laundering, Terrorist Financing and Transfer of Funds (Information on the
Payer) Regulations 2017.
4. Clause
5.6(a) is replaced as follows:
“Information
regarding settlements of Inbound Payments, fees, and foreign exchange rates are
displayed in the online transactions history in your PingPong Account. This
constitutes a request for confirmation by PingPong to you. You must notify
PingPong as soon as you notice that a payment not authorised by you or someone
you have authorised has been made from your account. If such unauthorised
payment is made, we will refund the payment before the end of the business day
after you tell us unless you have acted fraudulently, there was a mistake in
any of the details you gave us for the payment, we can show that the payment
was received by the other person’s bank or you deliver the notification
described in the foregoing sentence more than thirteen (13) months after the
payment was made (provided that, in any event, we may agree to investigate such
payment).”
5. Clause
16.2 is replaced as follows:
“16.2 Changes to
Agreement. We are constantly updating the PingPong Services, and that means
sometimes we have to change the terms of this Agreement. PingPong, at its sole
discretion, may amend, revise or update this Agreement. If we make changes, we
will notify you via email or other means two (2) months before the changes take
effect. If you disagree with our changes, then you should stop using the
PingPong Services within the designated notice period. Otherwise, in absence of
such notification before the proposed date of their entry into force, you will
be deemed to have accepted those changes if you continue to use PingPong
Services. Your continued use of our PingPong Services will be subject to the
new terms. However, any transaction or dispute that arose before the changes
shall be governed by the Agreement that was in place when the dispute arose.”
6. The
Customer hereby acknowledges that the Payment Accounts designated through use
of the PingPong Services are not deposit accounts, that they may not be used as
such, and the Customer agrees that the Customer will use the Payment Accounts
only to make and receive payments and not to store funds. Funds received in Payment Accounts do not
benefit from the legal framework applicable to deposit accounts and the UK’s
Financial Services Compensation Scheme does not apply. However, the PSRs apply
to us and these are designed to ensure the safety of Funds in Payment Accounts.
7. Under
Regulation 89 of the PSRs, the credit value date for you as payee shall be no
later than the Business Day on which the amount of the valid Inbound Payment is
credited to PingPong’s account. The
Funds received to your designated Payment Account from a Platform shall be
immediately available for you.
8. Data
Protection. We use your personal data solely for order processing purposes.
Your personal data is processed and stored in compliance with the provisions of
the Data Protection Law, as amended. With respect to data protection, we have
implemented appropriate technical and organizational measures to protect your
personal information from accidental loss or alteration and from unauthorized
access, use or disclosure in compliance with the Data Protection Law. However,
we cannot guarantee that unauthorized third parties will never be able to
defeat those measures or use such personal information for improper purposes.
You acknowledge that providing your personal information might entail a risk.
Refer to our Privacy Policy for more details.
9. Complaints.
For complaints related to UK services, we have internal procedures for handling
and investigating complaints fairly and promptly in accordance with regulatory
requirements. Any complaints about us or the services we provide should be
addressed to us in the first instance by contacting PingPong Customer Support
(see Section 3.5). Please tell us that you are making a complaint. This helps
us to identify it as a complaint instead of, for example, a request for
information. We will send you an acknowledgement in accordance with our
Customer Complaint Policy. We will try to provide you with an answer or
resolution to your complaint within the timeframes as outlined by the Financial
Ombudsman Service. Should this not be possible due to unforeseen circumstances
or lack of information, we will contact you. If your complaint is not resolved
to your satisfaction, you may contact the Financial Ombudsman Service at
Exchange Tower, London, E14 9SR, United Kingdom on 0800 023 4567 or by
completing a form available at https://www.financial-ombudsman.org.uk. We will
communicate with you in English.
10.
If you are not a consumer, micro-enterprise
or charity (each as defined in the PSRs), then in accordance with Regulations
40(7) and 63(5) of the PSRs (which provide that we and you may agree that
certain provisions of the PSRs shall not apply), you agree that all of the
provisions of Part 6 of the PSRs and Regulations 66(1), 67(3) and (4), 75, 77,
79,80, 83, 91, 92 and 94 of Part 7 of the PSRs shall not apply to any of your
Payment Accounts and any related services and that a different time period
shall apply for the purposes of regulation 74(1).
Applicable
to Customer Location in Australia
1. Clause 5.3 is deleted and
substituted with the following:
“5.3 We are not involved in any
underlying sales transaction between the Buyer and you or the Platform. You
will direct the Platform to pay amounts it receives for you to a bank account
of PingPong nominated by us. Upon
receipt of funds from the Platform, to PingPong’s bank account, we will become
obliged to pay you an amount equal to what we receive, less our applicable fees
and charges. We will arrange for the relevant amount to be credited to the bank
account that you nominate. We do not hold the funds paid to PingPong’s bank
account on trust for you. We may use the services of one or more Group
Companies or Service Providers to provide the PingPong Services.”
Applicable to Customer Location in Singapore
1. This exhibit (the “Exhibit”) applies where the
Agreement is entered into between Mana Payment (Singapore) Pte. Ltd. (“Mana Payment SG”) and a Customer. Where there is an overlap and/or
conflict between the terms of the Agreement and the Exhibit or where the terms
of the Agreement are silent on a particular matter (but such matter is covered
by the terms of the Exhibit), the terms set out in the Exhibit shall prevail.
2. The Exhibit sets out the Singapore-specific terms
to which a Customer agrees or consents, as the case may be, and contains the
disclosures with which Mana Payment SG must comply as a matter of its
obligations under the Payment Services Act 2019 (“PS Act”) and the Payment
Services Regulations (“PSR”), as well as the notices and guidelines
promulgated thereunder. This includes Notice PSN01 on Prevention of Money
Laundering and Countering the Financing of Terrorism – Holders of Payment
Services Licence (Specified Payment Services) and the Guidelines to Notice
PSN01 on Prevention of Money Laundering and Countering the Financing of
Terrorism.
3. Mana Payment SG is a holder of a major payment
institution licence (“MPIL”) issued by the Monetary Authority of Singapore (“MAS” or the “Authority”), for providing an account issuance service,
domestic money transfer service, cross-border money transfer service, merchant
acquisition service, and e-money issuance service (as defined in the PS Act).
4. For the avoidance of doubt, the contracting entity
for Customers to whom this Exhibit applies is Mana Payment SG and not any other
Group Company. As a corollary and as noted in Section 3.3 of this Agreement,
the contracting entity shall be Mana Payment SG and not any of the other Group
Companies where the Customer is one which carries on business in Singapore, or
is incorporated, formed or registered in Singapore, or where the Agreement is
entered into in Singapore, provided
always that a Customer would be deemed to have concurrently entered into an
Agreement with PPEU where it avails itself of any PingPong Services of PPEU.
5. Notwithstanding anything to the contrary in the
Agreement or any reference to any other regulatory approval which may be held
by, or the laws of any other jurisdiction which may be applicable to, any other
related corporations affiliated with Mana Payment SG, it is Mana Payment SG and
not any other related corporation of Mana Payment SG which holds an MPIL issued
by the MAS for providing regulated “payment services” under the PS Act. In
addition to the PS Act, Mana Payment SG is also subject to the Financial
Services and Markets Act 2022 and the sanctions regulations promulgated
thereunder, the Corruption, Drug Trafficking and other Serious Crimes
(Confiscation of Benefits) Act 1992, the Terrorism (Suppression of Financing) Act
2002, and all other laws, regulations, notices, guidelines or circulars in
Singapore which may be applicable from time to time, whether relating to
anti-money laundering and countering the financing of terrorism or otherwise.
6. As a corollary, none of the other Group Companies
purports to provide, or targets, markets or solicits, to persons in Singapore,
any regulated “payment service” under the PS Act.
7. This Agreement will be governed by and construed in
accordance with the laws of Singapore. The Parties submit to the exclusive
jurisdiction of courts of Singapore in respect of any disputes or claims which
may arise out of in connection with this Agreement.
8. In the context of this Agreement, the following
terms shall have the following meaning:
a. “Safeguarding Institution” refers to
Citibank N.A. (Singapore Branch), JPMorgan Chase Bank N.A. (Singapore Branch).
9. Section 5.10 of this Agreement is amended to add
the words “Please refer to Exhibit A below in relation to jurisdiction-specific
sanctions regulations which may apply, as the case may be”, after the words
“and you shall indemnify the Indemnified Persons from all losses arising
therefrom (if any).”
E-Payments User Protection Guidelines
10. Where you onboard with us as a sole proprietor, you
are deemed to have read and understood the E-Payments User
Protection Guidelines,
which are available from the MAS’ website.
Safeguarding of relevant money
11. Under section 23 of the PS Act, Mana Payment SG is
subject to the requirement to ensure that any relevant money received from you
or on your account, the whole or such part, as may be prescribed, of the
relevant money, is safeguarded. For these purposes, “relevant money” —
a. means any money that is received by Mana
Payment SG from you, or on your account, in respect of the provision of its
domestic money transfer service, cross-border money transfer service, merchant
acquisition service, and e-money issuance service;
does not
include all of the following —
b. any money paid to Mana Payment SG to reduce
the amount owed to Mana Payment SG by you;
c. any money that is repaid by Mana Payment SG
to you;
d. any money which is paid to Mana Payment SG,
or which Mana Payment SG has informed you will be used, to defray any Fee or
charge imposed by Mana Payment SG for providing any payment service to you;
e. in the context of a domestic money transfer
service, merchant acquisition service, or an e-money issuance service provided
to you by Mana Payment SG, any money that is paid to, and received by, a
recipient in accordance with your instructions to Mana Payment SG;
f. in the context of a cross-border money
transfer service provided to you by Mana Payment SG, any money that is paid to
a recipient in accordance with your instructions to Mana Payment SG, whether or
not the recipient has received that money;
g. any money paid to any other person that is
entitled to the money.
Without
prejudice to the generality of Section 4.4 of this Agreement, with reference to
regulation 16(4) of the PSR, you hereby agree with Mana Payment SG that all
interest earned from the maintenance of relevant moneys received by Mana
Payment SG from you, or on your account, in a trust account does not accrue to
you. In other words, all such interest shall be retained by Mana Payment SG and
to avoid doubt shall not constitute “relevant money” liable to be safeguarded
under section 23 of the PS Act.
12. Mana Payment SG safeguards your relevant money by
depositing the relevant money in a trust account maintained with a Safeguarding
Institution. In this regard:
a. your monies in the safeguarded trust account may be
commingled with other customers’ monies but are kept separate from Mana Payment
SG’s corporate funds. Mana Payment SG will not use the funds held in the trust
account for its own operating expenses or for any other corporate purposes;
b. if Mana Payment SG were to become insolvent, you
will be able to make a claim for your monies from the safeguarded trust account;
c. please note that you may not get all your money
back if the Safeguarding Institution becomes insolvent.
13. Under this Agreement, Mana Payment SG shall have
the right to freeze or deduct the amounts from the trust account maintained
with the Safeguarding Institution, to the extent that such amounts are owing to
Mana Payment SG and no longer relevant money held on the Customer’s behalf.
Fees and charges
14. In order that you, as a customer or potential
customer of Mana Payment SG, would have notice of the following information
before using any payment service provided by Mana Payment SG, Mana Payment SG
has notified you of any exchange rate or separate fees to be charged for the
provision of its services by displaying all such relevant information on its
website and requiring your acknowledgment of the same prior to using our
services.
Normal business days and hours
15. Our normal business days and hours are Monday
through Friday, from 9am to 6pm, excluding public holidays. Mana Payment SG
shall retain the right to revise such normal business days and hours at its
discretion, and will notify you of changes to such days and hours in advance by
publishing the notification in publicly available material, and displaying
prominently the notification such that you would have notice of such
information prior to using our services. You may also contact PingPong Customer
Support by sending a message via email to Mana Payment SG at sg.support@pingpongx.com.
16. Mana Payment SG will maintain personnel at its
permanent place of business in Singapore to address any queries or complaints
from Merchants from the 1st to the 15th day of each month, from 9am to 6pm,
excluding public holidays.
17. Where you instruct Mana Payment SG to initiate a
transfer of your relevant monies held in our safeguarding trust account, the
following money transmission timelines shall apply:
a. where the transfer involves a payor in Singapore
and payee in Singapore (i.e. a domestic money transfer), Mana Payment SG will
use reasonable endeavours to ensure that the payee receives the money within
three Business Days of your instructions to initiate the transfer;
b. where the transfer involves either a payor or payee
outside of Singapore (i.e. a cross-border money transfer), Mana Payment SG will
use reasonable endeavours to ensure that the payee receives the money within seven
Business Days of your instructions to initiate the transfer.
Euro-Denominated Services
18. Where you avail yourself of any PingPong Services
involving transactions denominated in Euro (“Euro-Denominated Services”),
you understand and acknowledge that:
a. the provision of Euro-Denominated Services to you
is facilitated by PPEU,
a Group Company;
b. pursuant to foreign regulatory requirements
applicable to PPEU’s activities, you are required to enter into an Agreement
with PPEU (“PPEU Agreement”); and
c. you are deemed to have read and understood the
terms of the PPEU Agreement, and to have entered into the PPEU Agreement once
you avail yourself of the Euro-Denominated Services. For the avoidance of
doubt, Mana Payment SG is not a party to the PPEU Agreement and PPEU is not a
party to your Agreement with Mana Payment SG.
19. In connection with the foregoing, you hereby
acknowledge and confirm that:
a. you have entered into the PPEU Agreement of your
own volition, pursuant to your independent assessment of your commercial needs;
b. Mana Payment SG has not made any recommendation,
offer, and/or invitation for you to enter into the PPEU Agreement;
c. the Euro-Denominated Services are provided to you pursuant
to your request, and the onus is on you to seek independent advice from your
professional advisers on your entry into the PPEU Agreement and the suitability
of the Euro-Denominated Services for your commercial needs. Mana Payment SG
makes no recommendation or endorsement of your choice to utilize the
Euro-Denominated Services;
d. PPEU is a foreign entity that is not regulated by
the MAS and is not subject to the regulatory safeguards imposed by the MAS on
financial institutions in Singapore. Accordingly, you may not be able to avail
yourself of the protections typically available to customers of financial
institutions in Singapore, in connection with PPEU’s facilitation of our
provision of Euro-Denominated Services to you;
e. the availability of Euro-Denominated Services to
you remains subject to the foreign regulatory requirements applicable to PPEU’s
activities. PPSG and PPEU make no assurance in relation to the availability of
Euro-Denominated Services to you;
f.
your usage of the PingPong Services will be primarily governed by the
Agreement you have entered into with Mana Payment Singapore, which will remain
primarily responsible for the provision of PingPong Services to you (including,
without limitation, the safeguarding of relevant monies); and
g.
notwithstanding any provision in the Agreement with Mana Payment SG to
the contrary, to the fullest extent permitted by Applicable Law, you
irrevocably waive, release, and discharge PPEU, its officers, directors,
employees, agents, and affiliates from any and all claims, demands, actions,
causes of action, liabilities, damages, compensation, costs, expenses, or
losses of any kind, whether known or unknown, arising out of or in connection
with the provision of Euro-Denominated Services to you, including but not
limited to claims arising from negligence, breach of contract, or any statutory
rights.
Applicable to
Customer Location in Malaysia
1.
PingPong Payment Malaysia Sdn. Bhd. is licensed by the
Central Bank of Malaysia (Bank Negara Malaysia) as a Class B Money Services
Business (MSB) License holder for the provision of remittance services.
2.
Section 11.4 of this Agreement is amended to add the following words:
“Where required by Applicable Law, we will transfer any unclaimed Money
or PingPong Balance to the relevant government or regulatory authorities in
accordance to Unclaimed Money Act 1965.”, after the words “Inactive PingPong
Accounts may be subject to fees and charges as from time to time as announced
by us and will continue to be deducted until the balance is depleted, at which
point your PingPong Account will be closed.”
3.
Prohibited Currency Transactions:
In accordance with the applicable laws,
regulations, and foreign exchange policy notices issued by Bank Negara
Malaysia, PingPong Payment Malaysia Sdn. Bhd. shall not process, facilitate,
accept, or remit any transaction denominated in Israeli New Shekels, nor shall
it engage in any transaction that involves the use of Israeli currency. For the
avoidance of doubt, any attempt to initiate such a transaction shall constitute
a material breach of this Agreement and may result in the immediate suspension
or termination of Services without notice.
PingPong Europe Services Agreement
PingPong Europe Services Agreement
Please read this Agreement carefully before accessing or using the PingPong Services. This Agreement governs the availability and use of the PingPong Services provided by us. By opening a PingPong Account or accessing or using any part of the PingPong Services, you (the “Customer”, “you”/ “your”) accept, and agree to become bound by this Agreement. In particular you agree to be bound by the Privacy Policy.
This Agreement was originally written in English. We may translate this Agreement into other languages. In the event of a conflict between a translated version of this Agreement and the English version, the English version shall prevail.
This Agreement is effective and legally binding on the date you create a PingPong Account, affirmatively accept this Agreement in writing or electronically, or otherwise use the PingPong’s Services (“Effective Date”). Subsequently, this Agreement shall be continued until it is terminated pursuant to Section 10 of this Agreement. Your acceptance of this Agreement serves as confirmation that you fully understand and accept these terms and conditions. If you do not understand any of these terms and conditions, please contact us and/or a legal advisor for more information.
1.Important Information
1.1 You acknowledge that you and your use of the PingPong Services are subject to the mandatory provisions of Applicable Law. You are solely responsible for understanding and complying with any and all laws, rules and regulations of your home country and Account Jurisdiction that may be applicable to you in connection with your use of the PingPong Services.
1.2 Our obligations under this Agreement are conditional to our acceptance of you as a Customer at our sole discretion. Please refer to Section 5 of this Agreement for Customer registration requirements and Section 12 of this Agreement for Customer Obligations and Warranties.
1.3 Protecting your privacy is very important to us. Your personal data is processed and stored in compliance with the GDPR and applicable data protection laws. Please review our Privacy Policy in order to better understand our commitment to maintaining your privacy, as well as our use and disclosure of your personal data.
1.4 No Consumer Services. The Customer and PingPong hereby agree to waive the provisions of the Applicable Law that may be set aside where the user of a payment service is not a Consumer and including the provisions as contemplated in articles 59 and 78 of the Law of 2009.
2.Definitions
In the context of this Agreement, the capitalized terms shall have the following meaning, unless the context requires and specifies otherwise:
2.1 “Account Jurisdiction” means the jurisdiction where PingPong receives the funds from the Platform.
2.2 “Agreement” means these terms and conditions, together with any exhibits, documents or attachments referred to, which shall be incorporated herein, including the Privacy Policy and the Customer Complaint Policy.
2.3 “Applicable Law” relates to Luxembourg laws and in particular:
(a) the Luxembourg law of 10 November 2009 on payment services, on the activity of electronic money institution and settlement finality in payment and securities settlement systems, as amended (“Law of 2009”);
(b) data protection laws, rules and regularions and in particular the Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data ("GDPR");
(c) money laundering laws, rules and regulations and in particular (i) the law of 12 November 2004 on the fight against money laundering and terrorist financing, as amended; and (ii) the Grand-ducal Regulation of 1 February 2010 providing details on certain provisions of the amended law of 12 November 2004 on the fight against money laundering and terrorist financing, as amended.
2.4 “Approved Payee” means a natural or legal person approved by PingPong, including but not limited to an EEA Tax Administration, third party service companies, etc. For the purpose of this Agreement, the Approved Payee is not a Consumer.
2.5 “Beneficiary Account” means the beneficiary account held in your name with a bank, a payment service provider or an electronic money institution into which you wish to receive your PingPong Balance.
2.6 “Business Day” means a calendar day with the exception of Saturdays, Sundays and public holidays in the Account Jurisdiction on which the payment infrastructures of the Account Jurisdiction are open and banks carry out their regular business activities.
2.7 “Buyer” means a person or an entity that purchases your products or services from you directly or from a Platform.
2.8 “Consumer” means a natural person who uses payment services for personal needs outside of his/her business, commercial or professional needs or activities, or a consumer as defined by the Applicable Law in the Account Jurisdiction.
2.9 “Customer” means you, the individual or legal entity who enters into this Agreement and in whose name the PingPong Account is registered.
2.10 “European Economic Area” or “EEA” means the region made up of the following countries: Austria, Belgium, Bulgaria, Cyprus, Czech Republic, Denmark, Estonia, Finland, France, Germany, Greece, Hungary, Iceland, Ireland, Italy, Latvia, Liechtenstein, Lithuania, Luxembourg, Malta, Netherlands, Norway, Poland, Portugal, Romania, Slovakia, Slovenia, Spain, Sweden and the United Kingdom.
2.11 “EEA Tax Administration” means any administrative organization within the EEA responsible for the collection of value added tax for a relevant country in the EEA.
2.12 “E-money wallet” means the electronic money account that holds your PingPong Balance for electronic money services provided to you by PingPong.
2.13 “Fees” refers to any charges payable by you to us for using the PingPong Services.
2.14 “Group Companies” refers to the entity specified in Section 3 of this Agreement and any other affiliates or subsidiary companies and/or holding companies under the PingPong brand which provides all or any part of the PingPong Services described in this Agreement.
2.15 “Inbound Payment” means the funds received and credited in the designated Payment Account or issued on the E-money wallet from approved Platforms.
2.16 “Peer-to-Peer payment” means the transfer or reception of electronic money payments between PingPong customers.
2.17 “Payment Account” means the account that holds your PingPong Balance for payment services provided to you by PingPong.
2.18 “PingPong Account” means either your Payment Account or your E-money wallet. If you have not opted for the E-money wallet, “PingPong Account” means your Payment Account.
2.19 “PingPong Balance” means the amount of funds credited in your Payment Account or the amount of electronic money stored on your E-money wallet (as the case may be).
2.20 “PingPong Services” means all payment and electronic money related services provided to you by PingPong.
2.21 “PingPong Service Credentials” means the Payment Account or E-money wallet credentials (e.g. account number, routing number, IBAN, etc.) provided for the purpose of using the PingPong Services.
2.22 “PingPong website” means our website available at www.pingpongx.com.
2.23 “Platform” means an e-commerce marketplace or other third party selling platform which has been approved by PingPong for the use of the PingPong Services and where you are a seller of goods or services.
2.24 “Platform Transaction” means the action initiated via the Platform of transferring funds to your PingPong Account which you are entitled to pursuant to your agreement with the Platform or your payment service provider.
2.25 “Service Provider” includes banks, payment service providers, clearing networks and other third-party payment processing service providers used by PingPong in the course of supplying the PingPong Services.
2.26 “Transaction” refers to either (i) an Inbound Payment; (ii) a Withdrawal; (iii) a Peer-to-Peer payment; or (iv) redemption/withdrawal of electronic money.
2.27 “VAT” means value added tax.
2.28 “Withdrawal” means funds transferred and debited from the Payment Account to a Beneficiary Account, an Approved Payee or another Customer.
3.Contracting Entity, Governing Law and Communication
3.1 “PingPong,” “we,” and “our” in this Agreement refers to the contracting entity listed in the chart below that corresponds to the Account Jurisdiction associated with your PingPong Account. In addition, we can also ask you to sign with other Group Companies acting as Service Providers to provide the PingPong Services.
| Account Jurisdiction | Contracting Entity | Address for Notices | Governing Law | Jurisdiction |
|---|---|---|---|---|
| European Economic Area (EEA) | PingPong Europe S.A., a Luxembourg Société Anonyme (S.A.) | 9 Rue du Laboratoire, L-1911 Luxembourg | Grand-Duchy of Luxembourg | Luxembourg |
3.2 PingPong Europe S.A. is a Luxembourg company (“société anonyme”) duly registered and licensed in Luxembourg as an electronic money institution under the prudential supervision of the Commission de Surveillance du Secteur Financier ("CSSF"). The CSSF maintains a register of the entities that it supervises at http://supervisedentities.cssf.lu/index.html?language=en#Home .
3.3 PingPong will communicate with you in the language(s) in which we have made available this Agreement to you. The languages currently made available for communication are English, Chinese (Mandarin and Cantonese), French and Japanese. However, we reserve the right to communicate with you in English which will be the prevailing language for communications with PingPong, with all other languages available for convenience only.
3.4 You may contact PingPongs’s customer support at any time by sending a message through the contact links on the PingPong website (www.pingpongx.com), via e-mail at service@pingpongx.com, by phone at 400-996-9666 (inside China) or (+86) 0571-8972-2222 (outside China). You may also contact any of our affiliate office via the contact information listed in Section 3.1 of this Agreement.
3.5 You agree that PingPong may provide notice or other service related information to you by posting it on the PingPong website (including information which is only accessed by you by logging in to your PingPong Account), emailing it to the email address listed in your PingPong Account, mailing it to the street address listed in your PingPong Account, calling you by phone, or sending you a “text” / SMS message. You must have internet access and an e-mail account to receive communications and information relating to the PingPong Services. With the exception of amendments to this Agreement, such notice shall be considered to be received by you by the expiration of 24 hours from the moment it has been posted on the PingPong website or emailed to you. If the notice is sent to you by mail, we will consider it to have been received by you by the expiration of three (3) Business Days from the date it has been sent. You may request a copy of any legally required disclosures (including this Agreement) from us and we will provide this to you in a form which allows you to store and reproduce the information (for example by e-mail). You may withdraw your consent to receive required disclosures through electronic communications by contacting PingPong as described in Section 3.4 of this Agreement.
4.PingPong Services Overview
4.1 PingPong provides you with the following services:
(a) an E-money wallet (if you opt for this service);
(b) a Payment Account;
(c) payment services, including the reception of payments, Withdrawals as well as (if you opt for the E-money wallet) issuance of electronic money, redemption of electronic money and Peer-to-Peer payments;
(d) report transaction data in some circumstances for regulatory compliance purposes as required to receive foreign currency.
4.2 PingPong Services may be subject to certain limits and may not be available in certain jurisdictions, depending on:
(a) your location;
(b) the location of the Platform;
(c) applicable regulatory requirements in the Account Jurisdiction;
(d) other similar factors determined by PingPong acting reasonably.
4.3 In order to provide the PingPong Services, PingPong may rely on its Group Companies or Service Providers all of which are regulated institutions and comply with the applicable laws.
4.4 PingPong is not a bank or a credit institution, the PingPong Services do not offer features and benefits of a bank account and PingPong does not pay interest to you on your PingPong Balance. By accepting this Agreement, you acknowledge that PingPong is entitled to any interest that arises with respect to the sum of any funds underlying your PingPong Balance. You further acknowledge that the PingPong Account does not qualify as a deposit account as defined by relevant laws and regulations and thus funds held or electronic money stored in your PingPong Account or which are in the process of any Transaction are not insured. However, PingPong strictly complies with applicable statutory or regulatory requirements that ensure the liquidity and protection of funds held by PingPong on your behalf.
4.5 PingPong is an independent contractor that provides the PingPong Services to PingPong customers. PingPong does not act as a fiduciary, trustee or escrow holder on your behalf. We do not serve the Platform. We are also neither the Buyer nor the seller of your products or services and are not a party to the underlying contract.
4.6 You shall not allow the Platform any right to debit the PingPong Account and you shall be liable to PingPong for any debits made on the PingPong Account by the Platform or any other third party without PingPong’s prior approval.
4.7 If your Transaction involves a currency conversion, the applicable rate will be disclosed to you by PingPong prior to the Transaction.
5.Your PingPong Account
5.1 PingPong Accounts. The use of the PingPong Services requires registering for a PingPong Account. Your rights to the PingPong Account are limited by this Agreement. As part of the application process, you will need to accept this Agreement. You agree to provide us with complete, true and accurate information when you register for a PingPong Account.
5.2 Eligibility. To be eligible to open a PingPong Account:
(a) you must be 18 years of age or older. If you are under 18 years old, you must not register for a PingPong account. Any person who registers as a user or provides their personal data to PingPong represents that they are 18 years of age or older;
(b) you must be a business or an individual using the PingPong Services for business-related and commercial activities only. The PingPong Services are intended for business-related and commercial activities and are not intended for personal or person-to-person use. To have a PingPong Account, you must be doing so in the course of your business, trade or profession and not for domestic or household purposes or as a Consumer. You hereby acknowledge and represent that at all times you are using the PingPong Services for business or commercial purposes only, and that you are not acting as a Consumer;
(c) you warrant that you have the full legal capacity to enter into a contract. If you register for the PingPong Services on behalf of a business or a commercial entity, you warrant that you are legally authorized to do so under the business entity's corporate documents and under Applicable Law;and
(d) you must only use the PingPong Services to transact on your PingPong Account and not on behalf of any other person or entity, except for certain circumstances, in which we may require written confirmation from the authorizing party granting authority to transact on their behalf and any other documentation we may require to assist us with our compliance policies. PingPong strictly prohibits impersonating or falsely claiming an affiliation with any person or entity while using the PingPong Services.
5.3 PingPong’s Role. Except for our limited role in facilitating certain aspects of Transactions in accordance with this Agreement, we are not involved in any underlying transactions between you and the Buyer, the Platform, suppliers, or any Approved Payee. You fully authorize us to issue or redeem electronic money (if you opt for the E-money wallet), receive, hold and withdraw funds.
5.4 Verification. Your use of the PingPong Services is subject to PingPong’s Know Your Customer (“KYC”) and approval processes. We reserve the right to request information including but not limited to on your identity, your business and the shareholders of the business registering for a PingPong Account. You agree that PingPong may take means to check and verify information you have provided, including through the use of third-party intermediaries or databases, as necessary to validate your identity. Such means may include requests for additional information and documents prior or during your use of the PingPong Services, including but not limited to verifications of your identity or the identity of your entity’s shareholders, a proof of address or ownership, and additional business-related information or documents. You agree to provide PingPong as soon as practically possible with any information required by PingPong for the purpose of complying with its compliance obligations. Failure to provide such requested information may result in us denying your use of the PingPong Services. We do not and may in no situation be deemed to provide you with any tax or legal advice or approval or counsel with respect to Withdrawals, their amount and timing, nor with respect to your relation with any purported payee (approved or otherwise) or an EEA Tax Administration, nor your tax, legal or business status or situation.
5.5 PingPong Service Credentials. For certain approved Platforms, you may request PingPong Service Credentials, which you will provide to such Platforms from which you wish to receive payments to your PingPong Account. Your PingPong Service Credentials are unique to you and must be provided in order to properly receive and transfer funds. It is your responsibility to keep this information safe. You must keep your PingPong Service Credentials secure and you must not disclose them to any third party other than such approved Platforms.
5.6 Account History. We will make the summaries of your PingPong Account activity available to you on your PingPong Account.
(a) Information regarding settlements of Inbound Payments, Fees, and currency conversion rates are displayed in the online transactions history in your PingPong Account. This constitutes a request for confirmation by PingPong to you. You shall proceed to a check over the transaction information and notify PingPong of any error or reclamation immediately. Failure to notify PingPong within three (3) months from the day when the transaction statement was made available to you shall constitute an acceptance by you of the transaction listed in your PingPong Account.
(b) Except as required by Applicable Law, you are solely responsible for (i) compiling and retaining permanent records of all transactions and other data associated with your PingPong Account and your use of the PingPong Services and (ii) checking all payment activity to and from your PingPong Account to ensure no unauthorized behavior has occurred. Except as required by Applicable Law, upon the termination of this Agreement for any reason, PingPong will not have any obligation to store, retain, report, or otherwise provide any copies of, or access to, any records, documentation or other information in connection with your PingPong Account or any transactions submitted by you through the PingPong Services.
5.7 Processing and Rejections. We will process a Transaction that we deem to be properly sourced and authorized. You acknowledge and accept that PingPong can, at any time, reject or limit Transactions at its sole discretion or suspend access to a PingPong Account for reasons related to anti-money laundering compliance or internal risk management decisions. You are informed that a Transaction carried out within the framework of this Agreement may be subject to the national financial intelligence unit’s right to disclosure. No prosecutions or civil liability actions can be brought, or any professional sanction taken against PingPong, its managers or employees who have reported their suspicions in good faith to the relevant authorities.
5.8 Restricted Use. You agree that in connection with your use of the PingPong Services, you will not:
If PingPong believes that you have engaged in any of the above, PingPong may suspend or terminate your PingPong Account in its sole discretion and/or refuse to provide you with any PingPong Services in the future.
5.9 Court Orders or Regulatory Actions. If PingPong is notified of a court order, a regulatory action or an equivalent legal or governmental process that affects your PingPong Account, we may be required to temporarily or permanently withhold, freeze all or part of the funds in your PingPong Account, or release it to third parties. PingPong will decide in its sole discretion which action is required. Unless the court order, Applicable Law, a regulatory requirement or other legal processes require otherwise, we will notify you of these actions. PingPong does not have any obligation to contest or appeal any court order or legal process involving you or your PingPong Account.
6.Inbound Payments
6.1 Only Platforms approved by PingPong may make payments to your Payment Account for the purposes permitted under the PingPong Services. Approval of Platforms are at the sole discretion of PingPong. Inbound Payments that are not approved by PingPong may be rejected. Any costs and expenses associated with rejected payments shall be borne by you. You represent that the acceptance of funds through the PingPong Services does not breach your agreement with the Platform.
6.2 Funds can be received in Euro and British Pounds. Additional currencies may be enabled from time to time.
6.3 Unless otherwise required by PingPong, you agree to avoid any direct communication with any Service Provider. Any direct contact with a Service Provider regarding the PingPong Services may result in immediate termination of your use of the PingPong Services, unless otherwise required by PingPong.
6.4 PingPong Services do not support cash, credit card payments or checks for Inbound Payments and only wire transfers are accepted.
6.5 The time it takes for Inbound Payments to reach your Payment Account is not in PingPong's control. Payments are typically received within one (1) to three (3) Business Days but may take up to five (5) Business Days or longer. If an Inbound Payment is not received within five (5) Business Days from the payment instruction of the relevant Platform, we will initiate an internal investigation on your behalf at your request. You shall directly resolve any issues or disputes associated with Platforms and their policies with the Platform. PingPong is under no obligation to resolve such issues or disputes for you.
6.6 The credit value date of an Inbound Payment shall be no later than the Business Day on which the amount of the valid Inbound Payment is credited to your Payment Account. The funds received in your Payment Account or stored on your E-money wallet shall be immediately available to you.
6.7 If requested by a Platform or Service Provider, or if PingPong deems it necessary at its sole discretion, PingPong shall provide a receipt evidencing the receipt of funds in the PingPong Account.
7.Withdrawals
7.1 After the completion of an Inbound Payment and if your PingPong Balance in your Payment Account is positive, you may submit a withdrawal order to instruct PingPong to transfer part or all of the PingPong Balance to your Beneficiary Account or an Approved Payee, net of Fees.
7.2 Any withdrawal order shall be accompanied with the following information:
(a) the amount and currency under which the withdrawal order has to be executed;
(b) where it is not a withdrawal to your Beneficiary Account, the name of the relevant Approved Payee;
(c) the international bank account number or, the payment account details of your Beneficiary Account or the relevant Approved Payee;
(d) any other information required by PingPong to proceed with the withdrawal order, including but not limited to any information necessary for PingPong to comply with Applicable Law.
7.3 With respect to the Beneficiary Account or Approved Payee information, you must ensure that such information is correct and accurate. PingPong cannot be held responsible for funds being sent to the wrong bank account as a result of you providing incorrect information.
7.4 If the Beneficiary Account or Approved Payee bank, payment institution or electronic money institution (as the case may be) rejects a withdrawal order from PingPong, funds will be held by PingPong until a valid Beneficiary Account or Approved Payee is provided.
7.5 In the event that the Withdrawal is rejected due to inaccurate Beneficiary Account or Approved Payee information provided by you, you are responsible for relevant Fees and PingPong may directly deduct such Fees from your PingPong Balance. In case of any incorrect or misdirected Withdrawal, we will take reasonable measures to assist you with tracing and, if reasonably feasible, recovering such Withdrawals, but we shall not be liable for any Transactions that cannot be recovered.
7.6 You must ensure that your Beneficiary Account and Approved Payee is in good standing and able to receive funds.
7.7 PingPong has the right to reject any Beneficiary Accounts or Approved Payees that do not comply with PingPong’s compliance requirements or if Withdrawals to such Beneficiary Account or Approved Payee violate Applicable Law.
7.8 PingPong may refuse to execute a withdrawal order in case of technical issues or if the information provided by the Customer is incomplete or incorrect. An information as to this refusal shall in such case be available to the Customer in the PingPong Account as long as the relevant withdrawal order will be impossible to execute.
7.9 The time of receipt of a withdrawal order, the time of execution and the value date are determined as follows:
(a) Time of receipt. The time of receipt of a withdrawal order is the time when the withdrawal order is received by PingPong. If the withdrawal order is received by PingPong after the cut-off time on a Business Day or on a day which is not a Business Day, the withdrawal order shall be deemed to have been received by PingPong on the following Business Day. Once the withdrawal order is received by PingPong, it shall be irrevocable.
(b) Time of execution. PingPong shall ensure that the amount of the withdrawal order is credited to the Beneficiary Account/Approved Payee’s bank account or payment service provider’s account pursuant to applicable laws.
(c) Value date. The debit value date for the Customer acting as payer shall be no earlier than the point in time at which the amount of the withdrawal order is debited from the PingPong Account.
(d) Time limits. The time limits prescribed above are maximum time limits and apply only subject to the PingPong Balance in your Payment Account being positive and showing sufficient funds in order for PingPong to proceed with the requested withdrawal order.
7.10 Once you submit a withdrawal order to PingPong to execute a Withdrawal and debit the Payment Account with the amount of the transfer and all applicable Fees, the Transaction is irrevocable and you will not be able to refund the funds transferred.
7.11 After receiving a withdrawal order, PingPong will initiate the Transaction in the amount and currency you have selected, less any applicable Fees. PingPong shall not be liable for any Fees charged by the bank of the Beneficiary Account or by the bank, payment institution or electronic money institution of the Approved Payee.
7.12 PingPong reserves the right to offset from any Transaction to you any amounts owed to PingPong by you, including but not limited to all Fees payable under this Agreement.
8.Issuance of electronic money, Peer-to-Peer payments and redemption of electronic money
8.1 PingPong will issue the requested amount of electronic money to your E-money wallet when instructed to do so by you.
8.2 Peer-to-Peer payments are only available if you opt for the E-money wallet. In that case, you can (a) transfer electronic money to another customer of PingPong and (b) receive electronic money from another customer of PingPong.
8.3 At the Customer’s request, electronic money will be redeemed to the Payment Account.
9.Fees
9.1 All Fees (including any adjustment) that may be charged by PingPong are disclosed on the PingPong website and can be viewed after logging in to your PingPong Account. Acting reasonably and following display or notice to you, PingPong may adjust existing Fees or introduce new Fees. You agree to pay all Fees charged to you by PingPong and your continued use of the PingPong Services indicates your continued acceptance of the Fees. If you have any questions or are unclear as to any Fees, you should contact the PingPong customer support. Please refer to Section 3.3 of this Agreement.
9.2 Fees payable by you will be deducted from your PingPong Balance and will be charged when a Transaction is executed. You hereby authorize and instruct us to deduct such Fees.
10.Termination and Suspension
10.1 You may terminate this Agreement without reason and without recourse to the Courts at any time. The provisions of this Agreement relating to ownership provisions, warranty disclaimers, indemnity and limitations of liability shall survive termination of this Agreement.
10.2 PingPong may close, suspend, limit or terminate your access to all or any part of the PingPong Services at any time, with or without cause.
10.3 In that case, we will provide at least one (1) month’s prior notice by email unless there are exceptional or regulatory circumstances (including but not limited to court or governmental orders) causing PingPong to take immediate action, such as (a) where we discover you have provided false, misleading, incomplete or inaccurate information or have otherwise acted dishonestly; (b) you breach this Agreement or any other agreement you enter into with PingPong; (c) your PingPong Account has been compromised or for other security reasons; (d) you are engaged in fraud, money laundering, terrorist financing or other illegal activities or we reasonably suspect you to be ; (e) you use the PingPong Services illegally or fraudulently in violation of Applicable Law or we reasonably suspect you to; (f) per the instructions of law enforcement or our regulator; or (g) there are other grounds that PingPong considers it appropriate. Together with a termination/suspension notice, we may also provide instructions on how to withdraw remaining funds from your PingPong Balance if it is not forbidden by Applicable Law.
10.4 When your PingPong Account is suspended or terminated, any further attempted use of the PingPong Services will result in your funds being rejected and returned to the Platform. PingPong may also notify relevant authorities. You are solely responsible for any Fees incurred in connection with the rejected Transactions.
11.Inactive Accounts
11.1 Your PingPong Account is deemed to be inactive if:
(a) there has been no communication from the Customer, its authorised representative or authorized person during the last two (2) years of a given period;
(b) there has been no communication from the Customer, its authorised representative or authorized person during the last two (2) years of a given period;
(c) within the last two (2) years of that same given period the Customer, its authorised representative or authorized person has not initiated any Transaction.
11.2 Until the expiration of the above-mentioned period and under the condition that the value of the funds allows PingPong to charge all justified and transparent administrative expenses due to the administration of the inactive PingPong Account, PingPong will continue to administer the Customers’ inactive PingPong Account and will be entitled to debit the relevant inactive PingPong Account for all expenses derived from this administration. If the administrative expenses to operate the inactive PingPong Account are higher than the value of the funds, we may close the inactive PingPong Account.
11.3 Three (3) months prior to reaching inactive status, we will send you an initial notification to your email address on our records to request action from you, provide you with options for keeping your PingPong Account active and inform you of the consequences of not responding.
11.4 If you do not respond to our initial notice within three (3) months and your PingPong Balance is zero, we will automatically close your PingPong Account, after which you must re-apply to use the PingPong Services.
11.5 If you do not respond to our initial notice within three (3) months and your PingPong Balance is positive, we will make reasonable efforts to contact you with a final notice before closing your PingPong Account.
11.6 In the event of closure of an inactive PingPong Account:
(a) any amount equal to or less than 5 EUR will not be returned to the Customer;
(b) any amount higher than 5 EUR will be subject to a transfer to a third-party escrow. After a subsequent period of four (4) years in a third-party escrow, the amount detained in a third-party escrow will be transferred to the Luxembourg Caisse de Consignation.
11.7 Please contact the PingPong customer service (please refer to Section 3.3 of this Agreement) if you have any questions about remaining funds in your PingPong Account or if it has been closed pursuant to this section.
12.Customer Obligations and Warranties
12.1 You represent and warrant that you are not acting on behalf of or for the benefit of anyone else, unless in case of a natural person opening a PingPong Account for and under the direction of a company, legal person or entity.
12.2 You hereby undertake, until the term or termination of this Agreement, to communicate promptly to PingPong any change in your business ownership, business activities, post mail address, email address, phone contact details or any modification with respect to your Beneficiary Account.
12.3 In the event of a breach of the above provisions, you shall be liable to PingPong for the resulting damages and indemnify PingPong for any claims from third parties.
13.Complaints
13.1 Complaints. For complaints related to EEA services, we have internal procedures for handling and investigating complaints fairly and promptly in accordance with regulatory requirements. For further information, please refer to Section 3.3 of this Agreement and to our Customer Complaint Policy. Should you not be satisfied with our response, you may choose to escalate your claim in writing to senior management of PingPong pursuant to Section 3.1 of this Agreement. If you have not received a satisfactory answer from PingPong within one (1) month from the date the complaint was sent, you may subsequently file a complaint to the CSSF in writing in German, English or French, either (a) by filling in the form (PDF or online) available at the following address: https://reclamations.apps.cssf.lu/index.html?language=en ; (b) by mail (simple mailing, no registered letter required) to the following address: Commission de Surveillance du Secteur Financier, Département Juridique CC, 283, route d’Arlon L-2991 Luxembourg; (c) by fax sent at the following number: (352) 26 25 12601, or (d) by e-mail at the following address: reclamation@cssf.lu. For more information, please refer to the CSSF’s website: https://www.cssf.lu/en/customer-complaints/ .
13.2 For further details, please refer to our Customer Complaint Policy.
14.Security Use of PingPong Services
14.1 You shall adequately protect your PingPong Account against any loss, theft, misappropriation or unauthorized use of your PingPong Account by safeguarding all IDs, passwords and PingPong Service Credentials, as well as your computer, mobile phone or other device.
14.2 You must contact the PingPong customer support (please refer to Section 3.3 of this Agreement) immediately if:
(a) you become aware of any loss, theft, misappropriation or unauthorized use of your PingPong Account;
(b) you become aware of any unauthorized or erroneous Transaction no later than three (3) months after the debit/credit date.
14.3 PingPong will provide appropriate means at all times for you to make such notice and shall provide you with the means to prove that you made such notice for eighteen (18) months following this notice.
15.Limitation of Liability
15.1 In no event will PingPong or its Service Providers be liable with respect to any subject matter of this Agreement under any contract, negligence, strict liability or other legal or equitable theory for: (i) any special, incidental or consequential damages; (ii) the cost of procurement for substitute services; (iii) interruption of use or loss or corruption of data; or (iv) any amounts that exceed the Fees paid by you to PingPong under this Agreement during the twelve (12) months period prior to the cause of action. PingPong shall have no liability for any failure or delay due to matters beyond its reasonable control.
15.2 In respect of Inbound Payments, you hereby release the Platform from any liability for Inbound Payments as of when the funds related thereto are received by PingPong and not as of that later time when the funds are settled to you by PingPong.
15.3 Withdrawal orders can only be executed if they comply with regulatory standards. PingPong will not be held liable for any damages which could result from the non-execution or defective execution of a withdrawal order where such non-execution or defective execution is due to the fact that the Customer provided information which was inaccurate, incomplete or incorrect. In the case of paying VAT in the EEA, withdrawal orders are executed according to the relevant Approved Payee’s international bank account number (IBAN) provided that such bank account is held with a bank in the EEA (the “Unique Identifier”). In the case of a discrepancy between the Unique Identifier provided by the Customer and any other information, PingPong may, without incurring any liability, rely solely on the Unique Identifier. In such case, the funds under the relevant withdrawal order transmitted by the Customer will be deemed to have been transferred to the intended beneficiary. If the Unique Identifier provided by the Customer is incorrect, PingPong will not be held liable for any damages which could result from the non-execution or defective execution of the withdrawal order so long as PingPong has executed such withdrawal order in accordance with the indicated Unique Identifier. The Customer will assume sole responsibility thereto.
15.4 You acknowledge that PingPong will provide the PingPong Services using facilities provided by Service Providers. Unless otherwise required by PingPong, no commercial agreement exists between you and the Service Providers and each of the Service Providers will accordingly have no direct liability to you.
15.5 PingPong shall not be liable for any underlying sales transactions occurring on the Platform. It is your responsibility to ensure that you only make payments to or receive payments from persons or entities relating to commercial transactions in compliance with your applicable legal obligations. PingPong has no influence on the underlying process of buying or selling goods and no legal relationship with the Platform or the Buyers, and will not be held liable to or in respect of any Buyer or Platform or for the underlying products and/or services being sold or bought, nor for the correct completion of any sale or purchase of products or services. You assume exclusive responsibility for your products and services and your obligations to Buyers and the Platforms, and shall indemnify and hold PingPong harmless from any claim by any of them against PingPong. The sale of counterfeit products or products breaching intellectual property rights can also lead to legal action by rights’ holders and a potential loss of funds. If you are in doubt as to the legality of a transaction you should not execute it.
15.6 You are solely responsible for reporting to all applicable government tax authorities all funds underlying your use of the PingPong Services and for the payment of any applicable taxes as well as any other applicable reporting requirements, including but not limited to any customs or foreign currency controls.
15.7 Neither party shall be held liable or considered to have failed under these rules in case of late or non-performance when their cause is related to a force majeure situation as defined by Applicable Law.
15.8 All of Section 15 of this Agreement shall survive termination of this Agreement.
16.Miscellaneous
16.1 Availability of Agreement. This Agreement has been made available to you prior to its commencement and remains available to you at any time on the PingPong website. You have the right to receive at any time during this Agreement on request the terms of this Agreement on a durable medium in the languages specified in Section 3.3 of this Agreement.
16.2 Changes to Agreement. We are constantly updating the PingPong Services which means that PingPong may amend, revise or update this Agreement from time to time at its sole discretion. You are responsible for regularly reviewing this Agreement. If we make material changes, we will notify you via email or other means two (2) months before the changes take effect. If you disagree with our changes, you should stop using the PingPong Services within the designated notice period. In the absence of such notification before the proposed date of their entry into force, you will be deemed to have accepted those non-material changes if you continue to use the PingPong Services. Your continued use of the PingPong Services will be subject to the new terms of this Agreement. However, any transaction or dispute that arose before the changes shall be governed by the Agreement that was in place when the dispute arose.
16.3 Service Providers. PingPong has the right to involve Service Providers. PingPong may require that certain processing steps are carried out directly through such Service Providers, completely or partially.
16.4 Prevention of Money Laundering and Terrorist Financing. PingPong is subject to Applicable Law regarding the fight against money laundering and the terrorist financing. As a result, PingPong reserves the right to obtain information from you, including but not limited to information about your identity, business transactions, business relationships, and/or financial information. In addition, PingPong must take all the steps necessary to identify you and, where appropriate, the beneficial owner of the PingPong Account or any Inbound Payments linked to the PingPong Account. You acknowledge that PingPong may terminate or postpone at any time the use of your login details, access to the PingPong Account or the execution of a Transaction in the absence of any sufficient information about its purpose or nature.
16.5 Severability. Should one or several provisions of this Agreement be or become invalid or prove to be unenforceable, this shall not affect the validity of the other provisions. In this case, the contracting parties shall replace the invalid or unenforceable provision by another provision that comes closest to the economically intended purpose. The same applies in the case of a regulatory gap.
16.6 Indemnification. You agree to indemnify, defend and hold harmless PingPong, its parent, affiliates and their respective directors, officers, employees and agents from and against any and all claims and expenses, including attorneys’ fees, arising out of your use of the PingPong Services, including but not limited to your violation of this Agreement. You agree to indemnify PingPong for any government-imposed fees or taxes that are imposed on or charged to PingPong in connection with your business activities or in connection with the PingPong Services provided to you. You authorize us to recover any such government fee or tax from your PingPong Balance.
16.7 Disclaimer of Warranties. The PingPong Services are provided “as is”. PingPong and its Service Providers hereby disclaim all warranties of any kind, express or implied, including but not limited to the warranties of merchantability, fitness for a particular purpose and non-infringement. Neither PingPong nor its Service Providers make any warranty that the PingPong Services are error free or that access thereto will be continuous or uninterrupted. You understand that you download from or otherwise obtain content or services through the PingPong Services at your own discretion and risk.
16.8 Notice in respect of the FATCA Law and CRS Law Under the Luxembourg laws of 24 July 2015 on the US Foreign Account Tax Compliance Act (“FATCA Law”) and 18 December 2015 on the OECD common reporting standard (“CRS Law”) adopted respectively to implement an agreement between the United States (“U.S.”) and the Luxembourg governments on international tax compliance and the Directive 2014/107/EU on mandatory automatic exchange of information in the field of taxation, we, as a data controller, inform you that the following data will be collected and may be exchanged or otherwise processed for the purposes of the aforementioned laws (assuming they apply) and in accordance with them:
If you qualify as a specified U.S. person under FATCA Law and/or as a reportable person under CRS Law and assuming the FATCA Law and CRS Law impose obligations on PingPong (in either case, as a “Reportable Account Holder”), this information will be automatically exchanged by PingPong with the Luxembourg tax authorities. The latter will exchange this information with the U.S. Internal Revenue Service if FATCA Law applies and/or, if CRS Law applies, with the competent authority or authorities of your respective country or countries of tax residence that are participating jurisdictions under CRS Law. The information listed above will be exchanged with the Luxembourg tax authorities for any calendar year during which you are or become a Reportable Account Holder (at the latest on 30 June of the subsequent calendar year). Such data will consequently continue to be processed by us until it is no longer necessary for the purposes for which they were processed. Under FATCA and CRS Law you are obliged to provide any additional information that might be required from time to time by us to apply these laws. Failure to do so in time may give rise to a reporting by us of your information to the Luxembourg tax authorities which will in turn exchange this information with the authorities mentioned above. You have the right to access the information that is exchanged with the Luxembourg tax authorities and, as the case may be, a right to rectify this information. To exercise these rights, you should proceed in accordance with the Privacy Policy.
References to the FATCA Law and CRS Law include references to any rules based on common-reporting standards agreements that may be applicable under Luxembourg law as well as any legislation that may amend or replace these rules, laws and agreements.
PingPong Thailand Services Agreement
Please read these PingPong Services Terms and Conditions (the “Terms and Conditions”) carefully before accessing or using the PingPong Services. These Terms and Conditions govern the availability and use of the PingPong Services provided to you by Ping Pong Global Holdings Limited and Xendit Tech Company Limited (“Xendit”) (collectively, “us”, “we”, “our”, and “PingPong”). By accessing or using any part of the PingPong Services, you (the “Customer”, “Merchant”, “you”/ “your”, “any authorized user”) accept and agree to become bound by these Terms and Conditions. In addition, and without limiting the foregoing, you also agree to comply with and be bound by the Privacy Policy, Cookies Policy and such other policies and guidelines, notices, circulars and announcements from time to time issued by us to you, each of which shall form a part of these Terms and Conditions.
Notwithstanding the fact that we may notify you of any major changes we make to these Terms and Conditions electronically, you shall be responsible for regularly reviewing these Terms and Conditions. At any time, you can view our then-current Terms and Conditions on your PingPong Account’s dashboard, or other means as notified by us to you. All amendments, supplements and revisions shall be effective upon publication on our your PingPong Account’s dashboard, or other means as notified by us to you. When you use the PingPong Services after our publication of any such amendment, supplement or revision, you agree that you are deemed to have read and agreed to the latest version of our Terms and Conditions, Privacy Policy, Cookies Policy and such other policies and guidelines, notices, circulars and announcements from time to time issued by us to you. If you do not agree to such amendments, supplements or revisions, you shall immediately close your PingPong Account and stop using all of the PingPong Services.
These Terms and Conditions shall be effective and legally binding on the earlier of the dates when (a) Customer (a) applies to receive a Payment Account; (b) affirmatively accepts the Terms and Conditions in writing or electronically; or (c) otherwise uses or applies to use PingPong’s Services. Subsequently, these Terms and Conditions shall continue in effect until the date when you close your PingPong Account and discontinue use of PingPong’s Services. Your acceptance of these Terms and Conditions shall confirm that you fully understand and accept all provisions in these Terms and Conditions. If you do not understand any of these Terms and Conditions, you are advised to obtain independent legal advice with respect thereto.
1.Important Information
1.1 Sections 1.1,1.2 , 2.3, 2.6-2.9, 2.13, 2.15, 2.16, 2.18-2.20, 2.23, 2.25, 2.27, 2.28, 2.30, 3.3,3.4, 5.2, 5.6, 5.9-5.10, 6.3, 6.6, 6.7, 7-12, 14, 15.5-15.8, 17.1, 17.4, 17.5, 17.7, and 17.9 of the Other PingPong T&C are hereby incorporated herein by reference, mutatis mutandis, as modified from time to time as permitted therein.
1.2 We may at any time close, suspend or limit your access to your use of the PingPong Services (a) if we suspect that you may have committed any breach or violation of (i) this Agreement, (ii) any other agreement between you, on the one hand, and PingPong or any of its Group Companies, on the other hand, or (iii) any breach of the terms and conditions of Xendit applicable to users of PingPong Services specified therein, which may be found at https://www.xendit.co/en/terms-and-conditions; and https://www.xendit.co/en/terms-and-conditions-thailand (“Xendit T&C”), or (b) pursuant to any proprietary monitoring systems or techniques used by PingPong when assessing the risk associated with your transaction activity. Please see Section 10 (Termination and Suspension) of the Other PingPong T&C for further details. We or our Service Providers may also limit your access to Funds as required by Applicable Law, per the instructions of law enforcement or applicable regulators, or when we or our Service Providers consider necessary and appropriate.
1.3 We or our Service Providers may close your PingPong Account if your account becomes inactive. Please see Section 11 (Inactive Accounts) of the Other PingPong T&C for further details.
1.4 Protecting your privacy is very important to us. Please review our Privacy Policy and Cookies Policy to better understand our commitment to maintaining your privacy, as well as our use and disclosure of your information. You shall only enter into this Agreement if you fully understand and agree to the Privacy Policy and the Cookies Policy.
2.Definitions
In the context of this Agreement, the following terms shall have the following meaning:
2.1. “Account Jurisdiction” means the Kingdom of Thailand.
2.2. “Agreement” means these Terms and Conditions, all exhibits, referenced documents, attachments and such other policies and guidelines, notices, circulars and announcements from time to time issued by us to you, including the Privacy Policy and the Cookies Policy.
2.3. “Approved Payee” means a natural or legal person approved by PingPong and its Service Providers as payee of the Funds. For the avoidance of doubt, the Approved Payee shall in no event be a Consumer.
2.4. “Beneficiary Account” means your local beneficiary bank account into which you wish to receive distributions from your PingPong Balance through the PingPong Services, as instructed by you to us through your PingPong Account.
2.5. “Fees” are the after-tax net charges payable by you to us for using the PingPong Services which are specified in the PingPong Account held by you.
2.6. “Group Companies” refers to all direct and indirect affiliates, subsidiary companies or holding companies of Ping Pong Global Holdings Limited that provide all or any part of the PingPong Services.
2.7. “Other PingPong Services” means the supplementary services provided by Ping Pong Global Holdings Limited and/or its Group Companies, pursuant to the Terms & Conditions found at https://b2b-cdn.pingpongx.com/b2b/protocol/latest/index.html#pingpong-service-terms-and-conditions, as the same may be amended from time to time (the “Other PingPong T&C”) (a) to support PingPong Service as provided by Xendit or (b) that are not regulated by the Bank of Thailand.
2.8. “Payment Account” means a virtual account that specifies your PingPong Balance held with PingPong. This Payment Account is designated to you by PingPong for offering PingPong Services. This Payment Account shall be created by PingPong and/or PingPong’s Service Provider at the request of PingPong on your behalf, in accordance with the agreement between PingPong and the Service Provider. PingPong may access, control, and monitor this Payment Account. For the avoidance of doubt, the Payment Account may include the provision of a merchant identifier (through a payment link or QR payment), as applicable, other than virtual accounts, as a means of identifying your PingPong Balance held with PingPong.
2.9. “PingPong”, “we”, “us” or “our” means Ping Pong Global Holdings Limited and Xendit.
2.10. “PingPong Balance” means the balance of Funds as from time to time shown in your PingPong Account, which PingPong Balance will include both Funds held within the Payment Account issued pursuant to this Agreement and Funds held in connection with the Other PingPong Services provided to you.
2.11. “PingPong Services” means payment services offered by Xendit as a licensed payment service provider by the Bank of Thailand to carry out regulated payment activities in Thailand, as further described and subject to Section 4.1 hereof.
2.12. “Service Providers” shall include Group Companies, banks, financial institutions, payment service providers, clearing networks, other third-party payment processing services, and any other vendors from time to time used by PingPong or Group Companies in the course of provision of the PingPong Services or Other PingPong Services.
2.13. “Withdrawal Instruction(s)” means, following receipt of Funds into Payment Account through an Inbound Transaction, an instruction by a Customer instructing PingPong to execute a Withdrawal Transaction.
2.14. “Withdrawal Transaction(s)” means, following the action of a Withdrawal Instruction, the payment or transfer of Funds from the Payment Account to your designated Beneficiary Account or Approved Payee.
3. Contracting Entity, Governing Law and Communication
3.1. “PingPong,” “we,”, “us” and “our” in this Agreement refers to PingPong Global Holdings Limited, a Private Limited company incorporated in Hong Kong and having its place of business at Unit 06, 12/F., Emperor Group Centre, 288 Hennessy Road, Wan Chai, Hong Kong, together with Global Prime Corporation Company Limited, a Private Limited company incorporated in Thailand and having its place of business at 184/125-126 Forum Tower 21st Floor, Ratchadapisek Rd., Huaykwang Bangkok 10310, Thailand.
3.2. You acknowledge and confirm that PingPong may provide notice or other service-related information to you by posting it on the our websites (which shall include on the webpage in your PingPong Account) or your PingPong Account’s dashboard, or other means as notified by us to you, or emailing it to the email address listed in your PingPong Account, mailing it to the street address listed in your PingPong Account, calling you by phone, or sending you a “text” / SMS message. You must have internet access and an e-mail account to receive communications and information relating to PingPong Services. You further confirm that such notices shall be deemed to have received by you upon the earlier of our issuance to you or upon publication on the PingPong website(s) or your Payment Account’s dashboard, or other means as notified by us to you. You may request a copy of any legally required disclosures (including this Agreement) from us and we will provide such disclosures to you in a form which allows you to store and reproduce the information (e-mail shall be sufficient).
4. PingPong Service Overview
4.1. PingPong Services are offered by Xendit, which provides services enabling Inbound, Outbound and Withdrawal Transactions through the use of Payment Account in the Account Jurisdiction. Other PingPong Services are offered by PingPong Global Holdings Limited and/or Group Companies to facilitate PingPong Services. For the avoidance of doubt, under this Agreement, PingPong Global Holdings Limited only facilitates PingPong Services by being outsourced by Xendit to conduct Customer onboarding and KYC/CDD on behalf of Xendit as a regulated payment service provider in Thailand, and to allow Customers to use the Website and PingPong Account’s Dashboard. Other than facilitating PingPong Services provided by Xendit to you, PingPong Global Holdings Limited and its Group Companies do not provide or intend to provide any payment services within the Account Jurisdiction. All regulated payment services provided to you in connection with the PingPong Services within the Account Jurisdiction are provided by Xendit pursuant to the Xendit T&C. Even if any provision of these Terms and Conditions states that PingPong Global Holdings Limited is conducting money services business activity in Thailand, such language shall, with respect to the operation of the PingPong Services, be interpreted to mean that Xendit is conducting such activity. By consenting to these Terms and Conditions, you also consent to the terms of the Xendit T&C that would be applicable to you if you were a party thereto.
4.2. In light of the above, PingPong provides you, the Customer, with PingPong Services that allow you to:
(a) Receive a Payment Account in the Account Jurisdiction for the purpose of conducting Transactions, which Payment Account will be accessed, controlled, and monitored by PingPong.
(b) Receive Inbound Payments from approved Platforms or senders, collected to the designated Payment Account;
(c) Withdraw Funds from the Payment Account to your local Beneficiary Account pursuant to Withdrawal Instruction or this Agreement;
(d) Initiate Outbound Payment from the Payment Account to an Approved Payee; and
(e) Report transaction data, including through our Service Providers, in some circumstances, for regulatory compliance purposes as required to receive foreign currency.
4.3. PingPong Services may be subject to certain limitations and may not be available in certain jurisdictions, depending on:
(a) the location of (i) you, (ii) the Platform or (iii) senders/originators of Funds;
(b) applicable regulatory requirements or Applicable Law in the Account Jurisdiction; and
(c) other similar factors as determined by PingPong or its Service Providers from time to time.
4.4. PingPong is not a bank or credit institution. PingPong and its Service Providers shall not accept any deposit from you nor pay any interest to you on your Funds/PingPong Balance, including Funds held in the Payment Account. Further, PingPong and its Service Providers do not offer any feature or benefit of a bank account. By accepting these Terms and Conditions, you acknowledge that PingPong is authorized to retain any interest that arises with respect to the sum of any Funds held in PingPong’s bank account(s). You further acknowledge that the Payment Account does not qualify as a deposit account as defined by relevant laws and regulations, including Applicable Law, and thus Funds held in your PingPong Account or in the process of Transaction are not insured. However, PingPong shall strictly adhere to applicable requirements that ensure the liquidity and protection of Funds held on your behalf. PingPong may, at its sole and absolute discretion and/or through its Service Providers, settle your PingPong Balance to your Beneficiary Account if the PingPong Balance is not withdrawn by you for a period from time to time specified by us in accordance with Applicable Law.
4.5. PingPong shall be an independent contractor that provides the PingPong Services to the Customers. PingPong shall in no event act as a fiduciary, trustee or escrow holder on your behalf. PingPong shall act solely as an agent for you or the Approved Payee in respect of the Funds.
4.6. You shall in no event allow the Platform any right to debit the Payment Account and you shall be liable to PingPong for any debits made on such account by Platform or any other third party without PingPong’s prior written approval. Your failure to observe this Section shall be a material breach of this Agreement and we may terminate this Agreement forthwith without compensation and without prejudice to our other rights and remedies hereunder.
5.Your PingPong Account
5.1. PingPong Accounts. The use of PingPong Services requires that you register for and be issued a PingPong Account. Your rights to your PingPong Account are limited by and set forth in this Agreement and the Other PingPong T&C. A business or individual engaging in business activities approved by PingPong from time to time may apply to use the PingPong Services via our PingPong website by registration of a PingPong Account. As part of the application process, you will need to accept this Agreement, Xendit T&C, the Other PingPong T&C, as well as our agreements with Service Providers that enable PingPong Services and the relevant terms and conditions of the Service Providers. You may further be asked to confirm your acceptance to other arrangements that we may from time to time offer to you. You agree to provide us with true, accurate and complete information when you register for a PingPong Account. You will be able to see relevant information in your PingPong Account in pursuance to the personal data access rights provided under relevant data protection laws.
5.2. PingPong’s Role. Except for our limited role in supporting Xendit in providing you with the PingPong Services in accordance with this Agreement, we shall in no event be considered to be involved in any underlying transactions between you and any Buyer, Platform, supplier, sender, Approved Payee or any other party. In no event shall we be considered to be a party to any contract with respect to any underlying transactions between you and any Buyer, Platform, supplier, sender, Approved Payee or any other party. For the avoidance of doubt, we are neither the Buyer nor the Seller of your products or services. You authorize us and our Service Providers to hold, receive, and disburse Funds in accordance with your Withdrawal Instructions or Outbound Payment Orders and subject to Applicable Law. In this limited capacity, we act only as a service provider to you but not as a trustee. We may use the services of one or more Service Providers to provide the PingPong Services. Notwithstanding the foregoing, if we consider it necessary and appropriate in our sole discretion, we may request that you provide evidence of transactions underlying or related to the PingPong Services. You shall provide all such evidence we reasonably request within three (3) days from the date of such request.
5.3. Verification. Your use of PingPong Services is subject to PingPong’s Know Your Customer and approval processes (collectively, “KYC”), which PingPong Global Holdings Limited conducts on behalf of XENDIT as your payment service provider in the Account Jurisdiction. We and our Service Providers have the right to request information and documentation prior to your use or during your use of the PingPong Services including, but not limited to, information and documentation relating to your identity or the identity of your shareholders, proof of address, proof of ownership, and additional business-related information and documents. You agree that PingPong and Service Providers may check and verify the information you provide as necessary or advisable to validate your identity, including through the use of third-party intermediaries or databases. You agree to provide to PingPong, within three (3) days of PingPong’s request, all information required by PingPong for the purpose of complying with its compliance obligations. We shall be entitled to deny your use or your continued use of the PingPong Services if you fail or refuse to provide the information requested by us under this Section.
5.4. Account Credentials. For certain approved Platforms, you may request PingPong Account Credentials, which you will provide to such Platforms from which you wish to receive payment through PingPong Services. Your PingPong Account Credentials shall be unique to you and shall be provided to the Platform by you in order to properly receive and transfer Funds on your behalf. You shall keep the PingPong Account Credentials safe and strictly confidential. You must keep your PingPong Account Credentials secure and you must not disclose your PingPong Account Credentials to any third party. You shall be solely responsible for all activities conducted by any party using or accessing your PingPong Account whether such use or access is authorized or not and you shall further indemnify the Indemnified Persons (as defined below) for all losses of the foregoing in connection therewith.
5.5. Processing and Rejections. We will process only Transactions that we deem to be properly sourced and authorized. You acknowledge and accept that PingPong may, at any time, reject or limit payments in our sole discretion, or suspend access to your PingPong Account, in accordance with Applicable Law, instructions by regulator, internal compliance and risk management policies of PingPong, or PingPong’s agreements with its Service Providers. You agree that Transactions carried out pursuant to this Agreement may be subject to disclosure to competent authorities. You may, to the extent permitted by Applicable Law, access the information so disclosed where such information concerns you, provided such right to access does not undermine the purpose of the fight against money laundering or terrorist financing. You agree that you shall not bring any prosecutions, civil liability actions or any professional sanction against PingPong, its managers or employees who have reported their suspicions in good faith to the relevant authorities.
5.6. Restricted Use. You agree that in connection with your use of PingPong Services, you will not:
If PingPong believes that you may have engaged in any of the above Restricted Uses, or that your conduct (including, but not limited to, transmitting inaccurate or incomplete data to PingPong) poses a threat to PingPong's or its Service Provider's systems or processes, PingPong may, in its sole discretion, suspend or terminate your PingPong Account immediately by way of delivery of a written notice or refuse to provide you with any PingPong Services in the future. You shall further indemnify the Indemnified Persons for all of their respective losses in connection therewith. PingPong may use your name and logo to identify you as a customer of PingPong, but PingPong’s use of your name and logo does not create any ownership right therein and all rights not granted to PingPong are reserved by you.
6. Inbound Transactions
6.1. Only Platforms or senders approved by PingPong and Service Providers may make payments to your PingPong Account for the purposes permitted under the PingPong Services. PingPong, including Service Providers, may approve such Platforms or senders at its sole discretion. Inbound Payment that are not approved by PingPong or Service Providers may be rejected in PingPong’s or Service Provider’s discretion. Any costs and expenses associated with rejected payments shall be borne solely by you, as applicable. You represent that the acceptance of Funds through the PingPong Services shall in no event commit any breach of your Agreement with the Platform or with any other party.
6.2. PingPong shall allow Funds to be received in Thai Baht. PingPong may, at any time at its sole discretion, enable or disable any currencies.
6.3. Payment Accounts may accept or send Funds using methods such as direct debit, wire transfer networks, virtual accounts, credit cards, over-the-counter payments, e-wallets, payment links and QR-payments. These methods can changed by PingPong or its Service Providers without prior notice to you. Neither the PingPong Services nor PingPong Accounts support checks or any payment methods other than those determined by PingPong in accordance with this Agreement.
6.4. You acknowledge and confirm that the time required for Inbound Payments to reach your Payment Account shall in no event be under PingPong's or our Service Providers’ control. As an illustration only and not otherwise, payments typically arrive at your Payment Account within one (1) to three (3) Business Days from the date of remittance, but there is no guarantee thereof. If an Inbound Payment is not received within five (5) Business Days from the payment instruction of the relevant Platform, we may initiate an internal investigation on your behalf upon your request. You shall directly resolve any issues or disputes associated with Platforms and their policies with the Platform. PingPong shall in no event be under any obligation to resolve such issues or disputes
7. Complaints
7.1. If you feel that we have not met your expectations in the delivery of PingPong Services or if you think we have made a mistake, you can file a complaint. General complaints can be made to PingPong’s global customer service center by emailing at service@pingpongx.com or calling at (+86) 400-996-9666.
7.2. You may also file complaints with us using the following contact details: Thailand: Email us at th.support@pingpongx.com or contact us via Line Official at the Line ID: @pingpongthailand
8. Limitation of Liability
8.1. In no event will PingPong or its Service Providers be liable with respect to any subject matter of this Agreement under any contract, tort, negligence, strict liability or other legal or equitable theory for: (A) (i) any special, indirect, incidental or consequential damages, , or exemplary damages or losses suffered or incurred (even if PingPong or any of its Service Providers have been advised of the possibility of such damages and regardless whether each of them knew or had reason to know of the possibility of the loss, injury or damage in question), such as, but not limited to, loss of revenue, profits, goodwill or business, anticipated savings, loss of reputation, costs of delay, costs of lost or damaged data or documentation, or such party’s liabilities to third parties of any nature arising from any source, (ii) the cost of procurement for substitute services, or (iii) for interruption of use or loss or corruption of data; or (B) (i) with respect to any single event, more than 5% of the Fees collected by PingPong from you for the 12 months immediately preceding such event, and (ii) in the aggregate, more than the Fees collected by PingPong from you for the trailing 12-month period preceding the date of the most recent claim action. PingPong and/or Xendit shall have no liability for any failure or delay due to matters beyond its reasonable control.
8.2. Outbound Payment Orders can only be executed if they comply with regulatory standards. PingPong will not be held liable, and the Customer will assume sole responsibility and reimburse PingPong for, for any damages which could result from the non-execution or defective execution of an Outbound Payment Order where such non-execution or defective execution is due to the fact that the Customer provided information which was untrue, inaccurate, incomplete or incorrect.
9. Protection of Your Data
9.1. We will ensure that all your personal information is held in accordance with the data privacy and security provisions of Applicable Law and our published Privacy Policy. Your use of the PingPong Services is subject to the Privacy Policy which you agree to as part of these Terms and Conditions. Please make yourself familiar with the Privacy Policy by reviewing it on our website. PingPong, in its sole discretion, may amend the Privacy Policy by an update on the Privacy Policy page of the PingPong website. You may review the Privacy Policy at any time by clicking on the Privacy Policy on the PingPong website.
9.2. In addition to our Privacy Policy and other policies we have issued to you regarding your personal and financial transaction data, you explicitly consent to us disseminating, transferring, and transmitting your information to our Service Provider and any of its affiliates as determined necessary by PingPong for the provision and utilization of PingPong Services.
9.3. YOU ACKNOWLEDGE AND AGREE THAT PINGPONG RESERVES THE RIGHT TO ACCESS AND DISCLOSE PERSONAL DATA RELATING TO YOU TO THRID PARTIES TO COMPLY WITH ALL APPLICABLE LAWS AND LAWFUL REQUESTS FROM GOVERNMENT OR OTHER REGULATORY AUTHORITIES, OR TO PROVIDE SERVICES OF PINGPONG OR PROTECT PINGPONG, ITS CUSTOMERS OR OTHER USERS.
10. Miscellaneous
10.1. Changes to Agreement. We update the PingPong Services from time to time, and that means sometimes we have to change the terms of this Agreement. PingPong, at its sole discretion, may amend, revise or update this Agreement. Such changes will come into effect immediately upon publication thereof. If we make any material changes, we shall notify you via email or other means. If you disagree with our changes, then you should stop using the PingPong Services and close your PingPong Account. Your continued use of our PingPong Services will be subject to the new terms. However, any transaction or dispute that arose before the changes shall be governed by the Agreement that was in place when the dispute arose.
10.2. Service Providers. Notwithstanding anything to the contrary herein, you agree that PingPong may use Service Providers to provide the PingPong Services and to perform any of its obligations under these Terms and Conditions. PingPong may require that certain processing steps are carried out directly through such third parties, completely or partially.
10.3. Indemnification. You shall indemnify PingPong, Group Companies and its and their respective directors, officers, employees, contractors, agents, representatives and authorized persons (collectively “Indemnified Persons”) for and keep the Indemnified Persons fully and effectively indemnified against (a) all direct and indirect damages (including accounting, legal and other professional advisors’ fees and costs of enforcement related thereto) incurred by the Indemnified Persons in connection with any breach or violation by you of the Terms and Conditions, the Other PingPong T&C, our agreements with Service Providers, and XENDIT T&C; or (b) any claim, proceeding, damages (including accounting, legal and other professional advisors’ fees) incurred by the Indemnified Persons in connection with the provision of any of the PingPong Services, whether or not arising from or in connection with your improper use of such PingPong Services or any damages to the Indemnified Persons (or their respective assets, computer hardware, devices, facilities or software) as a result of performing such PingPong Services.
10.4. Governing Law and Jurisdiction. This Agreement shall be governed by and construed in accordance with the laws of Thailand (“Governing Law Jurisdiction”). The parties hereby submit to the non-exclusive jurisdiction of the courts of the Governing Law Jurisdiction.
Australian Disclosure Documents
1. TARGET MARKET DETERMINATION
Mana Payment Australia Pty Ltd
ACN 632 350 228
AFSL 518 902
11 August 2025
Version 2.0
OVERVIEW
This Target Market Determination (TMD) is issued by Mana Payment Australia Pty Ltd (PingPong, we, us, or our) (ACN 632 350 228) for the purposes of section 994B of the Corporations Act 2001 (Cth) (the Act). We’re required to have a TMD under the Design and Distribution Obligations (DD Obligations) under Pt 7.8A of the Act for the issue and distribution of non-cash payment facilities and foreign exchange contracts to Retail Clients.[i]
A TMD is a document which describes who a product is appropriate for (Target Market), and any conditions around how the product can be distributed to Clients (Distribution Condition). This is to make sure we’re keeping Clients at the centre of our approach to the design and distribution of our financial products.
If you are a Retail Client, you must refer to the relevant Product Disclosure Statement (PDS), Terms and Conditions or other disclosure documents when making a decision about our products. This document is not a substitute for any of those important documents and does not take into account any particular Client’s objectives, financial situation or needs.
Through our web portal or other designated digital channels, Clients may access a range of our products and services. This TMD applies to the PingPong Account – a multi-currency business account, and spot and forward foreign exchange (FX) contracts (Collectively, TMD Products).
TARGET MARKET DETERMINATION
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Issuer |
Mana Payment Australia Pty Ltd |
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TMD Products[ii] |
· PingPong Account – a multi-currency business account; · Spot FX contracts; and · Forward FX contracts; |
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Effective date |
11 August 2025 |
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Next review date |
11 August 2027 |
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Client type |
Retail Clients only |
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TMD Product eligibility |
· Must be used in connection with a business; · Must be a company or a sole trader who is 18 years or older; · Must have passed and continue to satisfy our Client due diligence requirements; · Use of the products must not violate any applicable laws; and · Use of the products must not be prohibited under our terms and conditions. |
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Clients for whom our products are unsuitable |
· Certain types of entities are ineligible, including trusts, charities, and political organisations (this is not an exhaustive list); · Clients who do not wish to be exposed to any counterparty risk; · Clients who have low levels of financial literacy and technological literacy; · PingPong Account – Clients who are looking for bank accounts; and · FX contracts – Clients who are seeking to speculate on the movement of exchange rates without a genuine underlying need. |
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TMD Product attributes |
PingPong Account – a multi-currency business account: · Clients can hold money multiple currencies in the multi-currency account; · Clients can convert from one currency to another at a competitive exchange rate and low fees by entering into an FX contract with us; · Clients can collect payments from third parties, including e-commerce platforms, using multiple payment account details; · Clients can make payments to third party accounts, such as suppliers, or withdraw to their own bank accounts; and · Clients can make cross-border payments to accounts in a wide range of countries and currencies at a competitive exchange rate and low fees. Spot FX contracts: · Clients can exchange one currency for another at an agreed exchange rate via our web portal or other designated digital channels; and · Once a spot FX request is accepted by us, it is generally settled within 2 business days. Forward FX contracts: · Clients can exchange one currency for another at an agreed exchange rate via our web portal or other designated digital channels; · Once a forward FX request is accepted by us, it can be settled between 3 business days and 12 months; and · Clients are generally required to pay us a deposit (Margin) before entering into a forward FX transaction. We may require Clients to pay us additional Margins where the exchange rate is moving against them. Refer to our PDS for further details in relation to significant risks associated with these financial products. |
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Target Market and likely objectives, financial situation and needs of Retail Clients in the Target Market |
TMD Products may be bundled together or offered separately. We consider that the Target Market for our TMD Products is a Retail Client who falls into one (or more) of the categories below, noting that there may be some overlap between categories: All TMD Products: Businesses deal with overseas or domestic suppliers or customers such as e-commerce platforms, offline importers or exporters. · Likely objectives and needs: Able to receive and send money internationally in multiple currencies; subject to certain limitations, able to hold money in multiple currencies and convert from one to another; able to access and manage their account and money easily via web portal. · Likely financial situation: No minimum revenue or assets required to use our TMD Products; however, the Client must be able to pay the applicable transaction fees. Spot FX contracts: Clients who need to make foreign currency payments, e.g. paying for overseas suppliers, or who need to repatriate overseas earnings, e.g. converting sales proceeds in AUD back to CNY after selling goods on Amazon Australia. · Likely objectives and needs: Managing their FX exposures and having the need to convert one currency to another within 2 business days. · Likely financial situation: No minimum revenue or assets required to use our spot FX contracts; however, the Client must be able to demonstrate the capacity to settle the obligations under the terms of the spot FX contract and pay applicable transaction fees. Forward FX contracts: Clients who want to fix the exchange rate for a future date in order to protect their business from currency market volatility, e.g. having future payments or receipts in foreign currencies. Generally, those Clients have a reasonable understanding of how forward FX contracts work, margins, and associated risks. · Likely objectives and needs: Managing their FX exposures and having the need to convert one currency to another in the future (beyond 2 business days). · Likely financial situation: No minimum revenue or assets required to use our Forward FX contracts; however, the Client must be able to pay margin and additional margin if required and pay applicable transaction fees, and be able to demonstrate the capacity to settle the obligations in accordance with the terms of the forward FX contract. Therefore, using PingPong’s TMD Products is likely to be consistent with the likely objectives, financial situation and needs of the Retail Clients in the Target Market. |
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Distribution conditions, restrictions and reasons why these are appropriate |
Any distribution of TMD Products by PingPong will be in accordance with procedures that we determine are reasonably likely to ensure that TMD Products are issued to Retail Clients within our Target Market. Each TMD Product may be distributed separately. Our TMD Products are distributed by: · Us through PingPong’s website, and other Client facing systems, or through the business development team or Client services team; and · Third-party distributors (Distributors, each a Distributor), including affiliated entities within PingPong group, in accordance with the distribution agreement. Distribution conditions and restrictions: · Distributors must comply with the reporting requirements set out below. · All distribution channels must ask a set of questions to ensure that Clients meet the product eligibility criteria and are not unsuitable for our TMD Products as set out above. · Additional questionnaire must be provided to Clients in respect of FX contracts to ensure they meet the suitability for dealing in FX contracts. · A variety of marketing and promotional channels may be used, including digital and physical advertisements, and social media. All marketing activities must be approved by PingPong. Distribution appropriateness: The above conditions and restrictions mean that PingPong can maintain tight control and oversight over distribution channels, ensuring that Clients who acquire the TMD Products are more likely to be in the Target Market. |
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Periodic reviews |
This TMD is reviewed at least every 24 months from its effective date, and within 24 months of every subsequent review, unless a review trigger occurs. |
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Review triggers |
PingPong will also review the TMD where the following review triggers occur as they may suggest that the TMD is no longer appropriate: · We become aware of a significant dealing outside the Target Market; · Material changes to TMD Products result in the key product attributes no longer consistent with the likely objectives, financial situation and needs of the Retail Clients in the Target Market; · Material regulatory changes and expectations affecting TMD Products; · Material changes to the distribution channels or conditions, which makes it unlikely that Retail Clients who are issued TMD Products are in the Target Market; and · Reporting and monitoring metrics, e.g. a significant volume of complaints from Retail Clients or Distributors in relation to TMD Products. |
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Record keeping and monitoring |
As issuer and Distributor of TMD Products, PingPong internally collects and reports the following information to ensure that this TMD remains appropriate: · Client general feedback; · Client complaints; and · Significant dealings. |
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Distributor reporting |
The following information must be provided to PingPong by Distributors who engage in retail product distribution conduct in relation to TMD Products: |
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Type of information |
Description |
Reporting timeframe |
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Complaints |
Complaints related to TMD Products to be reported by Distributors to PingPong |
Within 10 business days of receiving the complaint |
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Significant dealings outside the Target Market |
Distributors are to report date or date range of the significant dealings and description of the significant dealing to PingPong |
As soon as practicable, and in any case within 10 business days after becoming aware |
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2. FINANCIAL SERVICES GUIDE
Mana Payment Australia Pty Ltd
ACN 632 350 228
AFSL 518 902
Preparation Date: 11 August 2025
1. about this financial services guide
1.1 This Financial Service Guide (FSG) is dated 11 August 2025 and has been prepared by Mana Payment Australia Pty Ltd (ACN 632 350 228) (PingPong, we, us, or our).
1.2 The purpose of this FSG is to provide you with information that will assist you in making informed decisions on whether you want to use our products and services. It contains important information about who we are and how to contact us, our fees and remuneration, how to contact us if you have a complaint, and how we handle your personal information.
1.3 Before you start using our products and services, we are required to provide you with our Product Disclosure Statement (PDS) which contains more information about the particular products and services that we offer, including the risks, benefits and features of those products and services. We provide you with the PDS to assist you in making an informed decision about the financial product that you are choosing to acquire from us. We will also provide you with our PingPong Terms and Conditions, which govern our legal relationship with you.
1.4 The contents of this FSG are general information only. It is up to you to make sure the products and services that we offer suit your specific needs. We recommend that you seek independent advice, read the PDS, and the PingPong Service Terms and Conditions and ensure that you fully understand the features and the risks of the products and services that we offer before you use any.
1.5 These documents are provided to our clients in electronic format only and are available on our website www.international.pingpongx.com.
2. About us
2.1 We are a company incorporated in Australia and are part of the PingPong group, a global cross-border payments platform that helps business customers send, receive, and manage money worldwide. The PingPong group was founded in 2015 with offices in multiple international locations, and holds over 60 financial licences globally.
2.1 We are licensed by the Australian Securities and Investments Commission (ASIC) under Australian Financial Services Licence (AFSL) number 518902.
2.2 We are also registered with the Australian Transaction Reports and Analysis Centre (AUSTRAC) as an independent remittance dealer.
2.3 We do not have any associations or relationships with any third parties which would cause a conflict of interest with the financial products or services we provide to you.
Contacting us
2.4 You can contact us:
Online query: through the “contact us” form on our website at www.international.pingpongx.com.
Live chat: available via the PingPong web portal.
Account manager: if you have one assigned to you.
Email: service@pingpongx.com
Our AFSL, and authorised products and services
2.5 Under our AFSL, we are authorised to:
· Provide general financial product advice in relation to non-cash payment products and foreign exchange contracts;
· Deal in financial products by issuing, applying for, acquiring, varying and disposing of non-cash payment products and foreign exchange contracts; and
· Make a market for foreign exchange products.
2.6 We are the issuer of the foreign exchange products that we provide, and we act as principal when you transact these products with us.
2.7 We provide the following key products and services under our AFSL:
· PingPong Account: A multi-currency business account enables our clients to collect funds from e-commerce platforms or cross-border trade, to make payments to suppliers or another PingPong client’s account, or to withdraw funds to their own bank accounts.
· Foreign Exchange (FX) Services: Our FX services are designed to help you manage currency exposure and execute foreign exchange transactions at competitive rates. You can request to exchange one currency for another at an agreed exchange rate now and choose a settlement date of the FX contract for up to 12 months in the future.
2.8 Under Australian financial services laws and regulations, general financial advice and personal financial advice have particular meanings in the context of financial products and services. We only provide general advice. Any information that we provide to you in connection with our products and services doesn’t take into account your personal objectives, financial situation or needs and you should not take it as personal advice.
3. Giving us instructions
3.1 You can give us instructions in relation to our products and services through our web portal or other designated digital channels (Platform). You may also instruct us by phone, we may require you to verify yourself before acting on your instructions, and you should also confirm that we have acted on your instructions by checking your account within the Platform. However, for certain types of products or services, we may only accept instructions via the Platform.
3.2 If you need to contact us for any other reason, you can do so by phone, or email using the details in section 2. Our phone lines may be recorded to provide a record of communications between you and us.
4. Remuneration, commission and other benefits
Our fees and charges
4.1 We may charge you a transaction fee for the services and products we provide to you. Our PDS provides detailed information about the transaction fees and charges associated with each of the products and services that we offer. You may also visit our website for more information on the fees and charges.
Our staff, affiliated entities and other persons
4.1 Employees and officers of PingPong are salaried employees who receive a salary, plus superannuation, and discretionary bonuses. The bonuses are calculated based on several factors, including the overall performance of the company throughout the course of the year, and the ability of individuals or teams to meet performance targets.
4.2 We may pay amounts to our affiliated entities for the provision of back office or other services. These services are provided at no additional cost to you.
4.3 We do not receive any commissions, remuneration, or other benefits from third parties in connection with the provision of our products or services. However, if you have been referred to us by a third party, we may have an arrangement with that third party to pay remuneration (including a commission) for the referral. Where the conflicted remuneration provisions of the Corporations Act 2001 (Cth) apply, we will only make payments to relevant third parties if we get your consent in advance.
4.4 You may request particulars of the remuneration or other benefits if you have made this request within a reasonable time after you are given this FSG, and before any financial service identified in this FSG has been provided to you.
5. Complaints and Compensation arrangements
Our complaints handling process
5.1 We have formal internal and external dispute resolution procedures to resolve complaints. We will handle and investigate your complaint internally in the first instance. If you are not satisfied with the outcome, you may escalate your concerns to an external body for a resolution.
5.2 You can contact our Complaints Handling Team in any of the following ways:
· Email: complaints@pingpongx.com
· Live chat: available via the PingPong web portal
5.3 When making your complaint, please tell us:
· Your full name and client ID;
· The phone number and email address associated with your account;
· An explanation of the issue;
· The date when the issue started; and
· Your preferred resolution for the issue.
5.4 Once we have received your complaint, we will:
· Provide you with an acknowledgement (generally within one business day) that we have received your complaint;
· Investigate your complaint and aim to resolve it when it is first raised or within 5 business days. If your complaint takes longer to investigate, we will keep you informed and updated on the progress; and
· Provide you with a formal response (generally no later than 30 calendar days after receiving your complaint).
5.5 If you are not satisfied with the outcome, you may refer your complaint to our Compliance Department by email to AUCompliance@pingpongx.com.
5.6 If our Compliance Department is unable to resolve the matter to your satisfaction, and 30 days have elapsed since you made your complaint and if you are a retail client, you may refer the matter to the independent dispute resolution scheme, the Australian Financial Complaints Authority (AFCA).
5.7 PingPong is a member of the AFCA, and our membership number is 72840. AFCA's contact details are below:
Website: www.afca.org.au
Email: info@afca.org.au
Phone: 1800 931 678 (free call)
Mail: GPO Box 3, Melbourne VIC 3001
5.8 You can also make a complaint to and obtain information about your rights from ASIC. You can contact ASIC on 1300 300 630 or visit their website www.asic.gov.au .
Compensation arrangement
5.9 We have a Professional Indemnity Insurance policy in place. This policy is in compliance with ASIC Regulatory Guide 126 and Section 912B of the Corporations Act 2001 (Cth) and covers the work that is carried out by current and previous employees and representatives.
6. Privacy and your personal information
6.1 We are committed to protecting and respecting the personal information you provide to us in accordance with the Privacy Act 1988 (Cth) and the Australian Privacy Principles.
6.2 We and our affiliated entities collect, use, and disclose your personal information to provide you with the products, services and associated support that you have requested. We also use your personal information to respond to your enquiries or feedback and to promote products and services offered by us and our affiliated entities.
6.3 As a financial services provider, we have an obligation under the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (Cth) to verify your identity, amongst other things and keep relevant records for up to 7 years.
6.4 We will keep your personal information safe and private in accordance with our PingPong Privacy Policy.
3. PRODUCT DISCLOSURE STATEMENT
Mana Payment Australia Pty Ltd
ACN 632 350 228
AFSL 518 902
Issue Date: 11 August 2025
Version 1.2
TABLE OF CONTENTS
1. Key Information
1.1 This Product Disclosure Statement (PDS) is dated 11 August 2025 and is issued on that date by Mana Payment Australia Pty Ltd ABN 21 632 350 228; AFSL 518902 (PingPong, we, us or our), as the issuer of the PingPong Account (a non-cash payment facility), and over-the-counter FX Contracts referred to in this PDS.
1.2 PingPong’s Services include the provision of the PingPong Account through which you can receive and make payments in any of the currencies that we support and enter into an FX Contract with us (our Services).
1.3 PingPong is a company incorporated in Australia and is part of the PingPong Group, a global cross-border payments platform that helps business customers send, receive, and manage money worldwide. The PingPong Group was founded in 2015 with offices in multiple international locations and holds over 60 financial licences globally.
1.4 We are licensed by the Australian Securities and Investments Commission (ASIC) under Australian Financial Services Licence (AFSL) number 518902. We are also registered with the Australian Transaction Reports and Analysis Centre (AUSTRAC) as an independent remittance dealer.
1.5 This PDS is provided to and intended for Retail Clients only. If you are a Wholesale Client, you should not rely on this PDS. This PDS is designed to help you decide whether the Services described in this PDS are appropriate for you. You may also use this PDS to compare these Services with similar services offered by others.
1.6 When we use the term “you” we mean you as the user of our Services. When we refer to “Client”, we mean you or another user of our Services as applicable.
1.7 Before you decide to use our Services, it is important that you read and understand:
(a) This PDS – which provides you with the material information that you need to know about us and the Services we offer;
(b) PingPong Service Terms and Conditions – which provides more detail about the exact terms that apply when you open a PingPong Account with us;
(c) Our Financial Services Guide (FSG) – which provides you with information about the Services we offer and the fees we charge; and
(d) Any other applicable product terms governing the legal relationship between you and PingPong, such as the Terms of Business for Foreign Exchange Trading Services.
(Collectively, the Agreement)
1.8 The contents of this PDS are general information only. PingPong does not provide personal financial advice. It is up to you to make sure the Services that we offer suit your specific needs. We recommend that you seek independent advice, read the PDS, and the rest of the Agreement, and ensure that you fully understand the features and the risks of the Services that we offer before you use any.
1.9 The information in this PDS is up to date at the time it was prepared but is subject to change at any time. All updates will be posted on our website at www.international.pingpongx.com. We may notify you of any updates via email, website, or message. If the new information is information which is materially adverse to you, we will issue either a new PDS or a supplementary PDS containing the new information. If the new information is not materially adverse to you, you will be able to find updated information on our website.
1.10 If the update involves an increase in our fees or the introduction of a new fee, or is materially adverse to you, we will provide you with at least 30 days' notice before the change takes effect.
1.11 In this PDS, references to PingPong should be understood as referring to Mana Payment Australia Pty Ltd, the Australian operating entity of the PingPong Group, unless the context indicates otherwise.
1.12 All examples in this PDS are to assist you in understanding how our Services are provided and to illustrate the mechanics of our Services. They should not be taken as expressing an opinion or recommendation about any exchange rate and they are not forecasts or projections of any particular Transaction. All references to monetary values refer to Australian dollars unless stated otherwise.
1.13 This PDS has not been lodged with ASIC and is not required to be by the Corporations Act.
1.14 To the extent permitted by law, neither PingPong nor its Affiliates accept any responsibility for errors or misstatements, negligent or otherwise, nor for any losses arising from any direct or indirect use of and reliance upon this PDS.
1.15 To the extent of any inconsistency, the terms of this PDS prevail over any other terms and conditions.
1.16 Our contact details are:
Online query: through the “contact us” form on our website at www.international.pingpongx.com.
Live chat: available via the PingPong web portal.
Account manager: if you have one assigned to you.
Email: service@pingpongx.com
2. Our Services
Key Information
2.1 To use our Services, you must first register a PingPong Account via our website. To register a PingPong Account, you must meet the eligibility and agree to the terms of the Agreement.
2.2 We have obligations under the AML/CTF Laws when providing any Services to you. Your use of our Services is subject to compliance with our identification, verification and transaction monitoring requirements. From time to time, we may request certain documents or information from you to verify the authenticity of a Transaction. Failure to provide such documents or information within 5 business days may result in us reversing the Transaction, freezing your Funds, and/or suspending or blocking your PingPong Account without prior notice.
PingPong Account
2.3 PingPong is not a bank, neither your PingPong Account nor Payment Account is a bank account.
2.4
Through the PingPong Account, you can collect
payments from e-commerce platforms and/or buyers, and make payments to
suppliers and service providers, both domestically and internationally.
The
PingPong Account will also facilitate all Transactions, including FX Transactions.
However, you cannot use the PingPong Account to receive or make payments for
non-commercial purposes.
2.5 The PingPong Account is a non-cash payment facility issued by PingPong to you for the purpose of receiving and making payments. The PingPong Account consists of one or more Payment Accounts assigned to you by PingPong or its Affiliates, depending on the jurisdiction in which the Payment Account is provided and the currency of the Payment Account. Each Payment Account is assigned with a unique account number (Payment Account Details) which can be used to receive payments. Where you are assigned more than one Payment Accounts in the same currency, you may be displayed with only one Balance for that currency. Payment Account Details are not a bank account number for a bank account. Payment Account Details are only a means to receive payments into a bank account held by PingPong and its Affiliates. Having a Payment Account does not mean you have a bank account or a direct relationship with the banking partner which makes the Payment Account available for PingPong's Clients to use.
2.6
Where a Payment Account assigned to you is in a
jurisdiction other than Australia, PingPong has an arrangement with an
Affiliate in that jurisdiction to provide you with the Payment Account Details
and
handle the flow of funds associated with the Payment Account Details.
For this
purpose, PingPong has opened multiple payment accounts with one or more
Affiliates to which these Payment Account Details are provided.
PingPong then
provides those details to you to facilitate the receipt of payments from a
jurisdiction outside Australia.
It does not mean you have any direct
relationship with any of the Affiliates or their banking partners who provide
those Account Details.
2.7 When you use your Payment Account Details outside Australia, the Funds are first received by an Affiliate. As soon as the Funds are received, they are allocated to the payment account PingPong holds with the Affiliate. PingPong will then make Funds available to you by crediting your PingPong Account.
2.8 PingPong retains the responsibility and liability for any issues related to your Payment Account Details, Payment Accounts or Funds received through them.
2.9 PingPong is not a bank regulated by the Australian Prudential Regulation Authority (APRA). The PingPong Account is not covered by the Financial Claims Scheme that operates in Australia. As such, a PingPong Account (including the Payment Account within it) is not a bank account but is considered a non-cash payment facility regulated by ASIC. The money in your PingPong Account is not regulated as Client Money under the Corporations Act 2001 (the Act) because your money has been used to acquire an interest in the PingPong Account and Payment Accounts within it.
2.10 The money in the PingPong Account represents a claim against PingPong only, not any Affiliates or any other entities within the PingPong Group. However, we cannot and will not use the Funds we hold in relation to the PingPong Account to lend to others.
2.11 You will not earn interest on money held in the PingPong Account by default. PingPong is entitled to retain any interest earned from holding the money with its own banking partners. However, if you are eligible for our interest-sharing program, a feature of our Services, we may share with you the interest we earn from our banks. You acknowledge and agree that PingPong is not paying you any interest or issuing or offering you an investment product or facility. PingPong merely shares the interest earned on the Client Funds.
2.12 You acknowledge and agree that your PingPong Account is not a purchased payment facility (PPF) regulated by APRA and the Reserve Bank of Australia (RBA). The money in your PingPong Account is not stored value within the meaning of the Payment Systems (Regulation) Act 1998. PingPong is not a licensed PPF provider and your money in the PingPong Account will not be protected by a bank guarantee in accordance with the requirements of the exemption published by the RBA under section 25 of the Payment System (Regulations) Act 1998 (Cth) on 4 March 2004.
2.13 Your Funds are segregated from PingPong’s own money and PingPong will not lend your Funds to its Affiliates or any third parties. However, you acknowledge and agree that your Funds are not Client Money and may be held with Safeguarding Banks outside Australia. If you are eligible to participate in our interest-sharing program, you acknowledge that PingPong merely passes on the interest to you as a feature of the Services we offer under the Agreement. Any interests passed on to you are not paid by PingPong.
2.14 You cannot top up your PingPong Account nor can you store your Funds in the Account for longer than a reasonable period, as your PingPong Account is not a PPF. The Funds in your Account are not intended to be used as stored value or electronic money, as provided by PPF providers. If you do not use or withdraw the Funds held in your PingPong Account within 90 days of receiving them, PingPong will transfer those Funds to your bank account.
FX Contracts/Transactions
2.15 An FX Contract is an FX Transaction where one currency is sold, and another currency is purchased at an agreed Exchange Rate.
2.16 PingPong acts as the counterparty to all your FX Contracts, which means that we enter into all FX Contracts with you as principal, and not as your agent.
2.17 You must not acquire our FX Contracts for speculative trading purposes. We reserve the right to terminate your FX Contract and withhold any gains if we have reason to believe that you have acquired them for such purposes.
2.18 PingPong offers Spot FX Contracts and Forward Exchange Contracts (FECs). Our FX Contracts are over the counter (OTC) and are not exchange-traded. Our FX Contracts are not standardised and can be tailored to your specific needs.
Spot FX Contracts
2.19 A Spot FX Contract is an FX Transaction where the Settlement Date is 2 Business Days from the Trade Date.
2.20 You can submit a Spot FX Contract Order to us via your PingPing Account, including the following information:
(a) The two currencies involved;
(b) The currency you would like to buy or sell; and
(c) The amount you would like to exchange.
2.21 We will quote you a Spot Exchange Rate with any applicable fees. If you accept the quote, we will then send you a Transaction Confirmation and you are bound to the Transaction. You acknowledge that your Order may be at an Exchange Rate that is different to the one in the quote because the market may have moved significantly or liquidity may be exhausted. You must send the agreed amount of the currency you have sold to our nominated bank account or have sufficient Balance in your PingPong Account on or before the Settlement Date. You acknowledge we may convert and withdraw your Funds from your PingPong Account to settle a Transaction if you fail to do so.
2.22 Upon the receipt of your money, we will arrange for the currency you have purchased to be sent to your nominated bank account or credited to your PingPong Account Balance on the Settlement Date.
Example of a Spot FX Contract
2.23 On 1 July 2025, Jonh Smith Pty Ltd (Jonh Smith) has opened a PingPong Account with us and needs pay a supplier AUD 10,000 within 2 days for the goods the supplier has sold to them. Its PingPong Account does not have any AUD; hence, Jonh Smith requests a quote for buying AUD 10,000 and selling USD.
2.24 PingPong quotes Jonh Smith a rate of 0.65 which is accepted by them. PingPong then sends them a Transaction Confirmation. Jonh Smith’s PingPong Account has USD 10,000.
2.25 On 3 July 2025, USD 6,500 will be debited to Jonh Smith’s PingPong Account, and AUD 10,000 will be credited to their PingPong Account. On the same day, PingPong sends the Australian dollars to the supplier’s bank account as instructed by Jonh Smith.
Forward Exchange Contracts (FECs)
2.26 An FEC is an FX Transaction where the Settlement Date is between 3 Business Days and 12 months from the Trade Date.
2.27 You can submit an FEC Order to us via your PingPing Account, including the following information:
(a) The two currencies involved;
(b) The currency you would like to buy or sell;
(c) The amount you would like to exchange; and
(d) The Settlement Date.
2.28 PingPong will then quote you a Forward Exchange Rate. Forward Exchange Rates are calculated using the Spot Exchange Rate and Forward Points.
2.29 If you accept the quote, we will then send you a Transaction Confirmation and you are bound to the Transaction. When entering into FECs, we generally require you to pay us an amount of money (Margin), varying between 5% and 10%, to manage our risks.
2.30 Your PingPong Account will display the mark-to-market value of your FEC in real time. If the Exchange Rate moves against you, we, in our sole discretion, may require you to pay more Margin prior to the maturity of your FEC. You acknowledge and agree that we are not obliged to make a Margin Call, and it is your responsibility to maintain the required amount of Margin in respect of your FEC.
2.31 On or before the Settlement Date of an FEC, you need to send the settlement amount of the FEC to our nominated bank account or ensure your PingPong Account has enough Balance.
2.32 Upon the receipt of your money, we will arrange for the currency you have purchased to be sent to your nominated bank account or credited to your PingPong Account Balance.
2.33 You may request to Roll Over your FEC before the Settlement Date. If we accept your Rollover request, your existing FEC will be Closed Out and you will enter into a new FEC with us using the prevailing Forward Exchange Rate. Any profits or losses arising from the Close-Out of the existing FEC will be settled between you and PingPong.
2.34 You may request to Close Out your FEC before the Settlement Date (Pre-delivery). If we accept your request, you are liable for any losses arising from the Close-Out of the FEC.
2.35 In the event you fail to settle an FEC on the Settlement Date, the FEC will be Rolled Over or Closed Out by us, and you are liable for any losses arising from the Roll Over and Close-Out of your FEC.
Example of a Forward Exchange Contract (FEC)
2.36 Jonh Smith Pty Ltd (Jonh Smith) is an importer in Hong Kong. On 1 July 2025, it contracted with a seller in Australia for some computers. The cost is AUD 10,000, and the payment is due on 31 October 2025.
2.37 Jonh Smith has opened a PingPong Account. Upon entering to the purchase agreement, Jonh Smith requests a quote for buying $ 10,000 AUD and selling HKD with Settlement Date being 30 October 2025.
2.38 PingPong quotes Jonh Smith a Forward Exchange Rate of 5.5 which is accepted by them. The AUD/HKD Spot Exchange Rate is 5 at the time. PingPong then sends Jonh Smith a Transaction Confirmation. On the same day, an amount of HKD 2,750 (5% of the contract value) is debited from Jonh Smith’s PingPong Account and is paid to us as Margin. The Margin will be held in a Client Money Trust Account.
2.39 On 30 October 2025, the AUD/HKD Spot Exchange Rate has changed to 6. HKD 52,250 will be debited from Jonh Smith’s PingPong Account, and AUD 10,000 will be credited to their PingPong Account. The Margin amount will also be transferred out of the Client Money Trust Account to PingPong’s own account. On 31 October 2025, PingPong sends the Australian dollars to the seller’s bank account as instructed by Jonh Smith.
3. Significant Benefits
3.1 Our Services allow Clients to receive payments globally using Payment Account Details, which is faster, and more cost effective compared with establishing bank accounts in each jurisdiction.
3.2 Subject to our limits, Clients may hold Funds in multiple currencies that we support. With the Funds in the PingPong Account, Clients can convert from one currency to another at competitive Exchange Rates with no hidden costs.
3.3 Clients can also send domestic and international payments to and from another PingPong Account or a bank account.
3.4 FECs allow you to manage your future FX risks and cash flows. Clients can also Roll Over their FECs if the Settlement Date needs to change.
4. Significant Risks
4.1 Before using any of our Services, you must carefully consider whether the Services are appropriate for you, based on your personal circumstances, financial objectives, and financial needs. This section outlines the key risks associated with using our Services.
Unauthorised Transactions
4.2 You may suffer losses if there are unauthorised Transactions on your PingPong Account.
4.3 PingPong is not responsible for your losses arising from unauthorised Transactions if you did not adequately protect your PingPong Account by safeguarding your IDs, passwords, account credentials, verification code and devices.
4.4 PingPong is also not responsible for any losses arising from your failure to report to us immediately after you become aware that your PingPong Account has been compromised or unauthorised Transactions have occurred.
FX Risk
4.5 FX markets can be volatile, and Exchange Rates can move rapidly. Fluctuations in Exchange Rates are influenced by various factors, such as central bank monetary policies and geopolitical tensions.
4.6 If you request a quote for a currency pair, you may not receive the amount displayed to you in the quote if the Exchange Rate has moved against you before you can accept the quote or we can process your Order.
4.7 If a Payment Account is used to receive a payment in a currency different to that of the Payment Account, we may convert the payment using the prevailing Exchange Rate. In addition, there are FX risks associated with maintaining Balances in multiple currencies. This exposes you to adverse changes in the value of your PingPong Account, which can be large and volatile.
Over The Counter (OTC) Risk
4.8 The FX Contracts provided to you by PingPong are OTC products. This means that they are not traded on a licensed financial market under section 767A of the Act such as the ASX.
4.9 As they are OTC products, PingPong transacts with you as principal, not your agent. In addition, you will not have the advantages and benefits of trading on a licensed market, such as having a central clearing house (e.g. ASX Clear) to reduce counterparty risk. Instead, you are exposed to counterparty risk on PingPong (see Counterparty/Credit Risk below).
Counterparty and Credit Risk
4.10 You have the risk that PingPong may not meet its obligations to you in respect of our Services. That is, we have performance obligations to you, and we may not always be able to meet the obligations.
4.11 In the event of insolvency of PingPong, you will be an unsecured creditor to the extent that you have a valid claim against us under the applicable insolvency laws, and you may recover less than the amount we owe you.
4.12 The PingPong Account is not covered by the Australian Financial Claims Scheme.
4.13 This risk is mitigated by the following factors:
(a) Client Money is held on trust in a Client Money Trust Account with Safeguarding Banks. Currently PingPong uses Citibank, N.A. Sydney Branch and J.P. Morgan Chase Bank Hong Kong Branch as our Safeguarding Bank. You acknowledge that PingPong may change its Safeguarding Bank without prior notice to you;
(b) For money in the Payment Account that is not Client Money, we segregate the money from our own money. We will not lend these Funds to anyone;
(c) PingPong generally hedges its FX Contracts with its hedging counterparties. This minimises the market risk PingPong faces when dealing in FX Contracts as principal;
(d) PingPong is licensed by ASIC and has regulatory obligations to meet the financial requirements applicable to it; and
(e) PingPong limits the period within which a Client can hold its Funds in the Payment Account.
Operational Risk
4.14 Operational risk is the risk of failure to manage internal processes, people, systems, data, records, models, suppliers, change or external events. PingPong relies on technology and third-party service providers to provide its Services to the Clients.
4.15 PingPong is making our best efforts to ensure our Services are available all the time, however, our Services may be interrupted or restricted, due to operational risk. When this happens, we may not be able to process your Transactions and Orders.
4.16 For example, PingPong relies on its banking partners and third-party payment partners to process Transactions. There may be delays caused by these third parties, in which case these delays are beyond our control.
Discretionary Powers of PingPong
4.17 PingPong has discretions under the Agreement which can affect your PingPong Account and Transactions. You do not have any power to direct how we exercise our discretions.
4.18 When exercising our discretions we will comply with our legal obligations as the holder of an AFS licence. We will have regard to our policies and to managing all risks (including financial, credit and legal risks) for ourselves and all of our Clients, our obligations to our counterparties, market conditions and our reputation. We will try to act reasonably in exercising our discretions, but we are not obliged to act in your best interests or to avoid or minimise a loss in your PingPong Account.
4.19 One of our discretionary powers is to reverse certain Transactions, to freeze your Balance or part of your Balance, or to suspense or terminate your PingPong Account or one or more Payment Accounts. We may take these actions where there are illegal or fraudulent activities, or the Transactions violate our internal policies or regulatory obligations. For example, your PingPong Account is used for personal or domestic purposes.
Our Inability to Recover Funds
4.20 Payments are generally instant, and once processed, it is beyond our control to cancel, modify, or reverse a Transaction.
4.21 If you instruct us to process a mistaken Transaction, you may not recover the amount.
5. Fees, Costs and Charges
5.1 Generally, the application for and the use of the PingPong Account and Payment Accounts is free, however we may charge fees on some kinds of special Payment Accounts, such as inactive Payment Accounts. At that time, we will provide you with explicit notification about the fees.
5.2 Transfers between PingPong Accounts are free.
5.3 For receiving payments into or making payments from your PingPong Account, fees will be charged depending on the Transaction currency and the jurisdiction in which the Transaction occurs.
(a) Receiving payments using Payment Account Details usually is free for major currencies, such as USD, EUR, AUD and HKD; while we may charge fees for receiving payments from some special resources as indicated on our platform;
(b) For making supplier payments, you will be charged a minimum of 1% of the Transaction amount, except where the payment is made to a US bank account. In this case, the payment to the US bank account is free;
(c) For withdrawing Funds back to your own bank account, you will be charged a minimum of 1% of the withdrawal amount, except where you are withdrawing to a US bank account. In this case, the fee is USD 1.5 per withdrawal.
(d) For paying bills, the fees vary depending on who you are paying and the payment network used. For example, if you are paying a credit card bill, you will be charged up to 4.1% of the Transaction amount. If the payment is made via the Automated Clearing House (ACH), then it will be free of charge.
5.4 There is no additional charge or cost for using our FX Services, other than the spread in the quoted Exchange Rate. There is a margin built into the quoted Exchange Rate which represents the difference between the quoted price to you and the price PingPong obtains from its liquidity providers or hedging counterparties. The margin we charge depends on a number of factors, including the size of the Transaction, the source currency and destination currency, the source of pricing, the type of the FX Contracts, and the market volatility.
5.5 For FECs, there may be additional costs when you Roll Over your FECs or fail to settle on the Settlement Date, or when your FECs are Closed Out for reasons such as failure to meet our Margin Calls. Any losses arising from the Rollover or Close-Out will become due and payable to us immediately. You are liable to us for the losses.
5.6 The fees and fee structures may change from time to time. For up-to-date information on our fees, please visit our website or contact your account manager at PingPong. We will also display applicable fees to you at the point of applying for Payment Accounts, accepting payments, completing an Outbound Payment Order, Withdrawal Instruction or FX Order by sending notification to you via email, website and message .
5.7 The above fee structure is our standard fee structure and applies to all Clients unless otherwise agreed with PingPong. We may offer lower prices to specific Clients or groups of Clients as a discount or promotion.
Example of Fees for FX Services
5.8 Jonh Smith Pty Ltd (Jonh Smith) sells goods on Amazon US and eBay Australia and has opened a PingPong Account with us. We provided Jonh Smith with AUD and USD Payment Accounts for receiving payments from Amazon US and eBay Australia.
5.9 Jonh Smith needs to pay a supplier in Hong Kong and applied for a Payment Account in HKD. Assuming Jonh Smith receives USD 10,000 and AUD 5,000 from the two marketplaces respectively. There will be no fees for receiving payments. Jonh Smith’s PingPong Account will have Balances of USD 10,000 and AUD 5,000.
5.10 John Smith requests to convert from USD to HKD 30,000 to pay the supplier in Hong Kong. We quote John Smith with a USD/HKD rate of 7 which is accepted by Jonh Smith. USD 4,285.71 will be debited from Jonh Smith’s USD Balance and HKD 30,000 will be credited to their HKD Balance. There is no additional fee.
5.11 Assuming there is no special pricing arrangement with Jonh Smith, 1% of the Transaction amount, i.e. HKD 300, will be charged. As Jonh Smith’s HKD Balance does not have sufficient Funds for the fee, HKD 300 will be converted to USD and debited from their USD balance.
6. General Information
AML/CTF Laws
6.1 PingPong is subject to anti-money laundering and counter terrorism-financing laws (AML/CTF Laws) that can affect the Services we offer.
6.2 To comply with the AML/CTF Laws, including global sanctions laws, we screen all Clients and all parties of a Transaction.
6.3 We are required to report suspicious transactions to the relevant government agencies in Australia and overseas. Due to legal restrictions, in certain cases we may not be able to provide our Services to you and may have to block or suspend your PingPong Account and freeze your money with us until permitted by the relevant government agency. We will not be liable to you or third parties for any loss that arises due to that occurring.
Compensation Arrangement
6.4 PingPong has a Professional Indemnity insurance policy in place. This policy is in compliance with ASIC Regulatory Guide 126 and section 912B of the Act and covers the work that is carried out by current and previous employees and representatives.
Dispute Resolution
6.5 We have formal internal and external dispute resolution procedures to resolve complaints. We will handle and investigate your complaint internally in the first instance. If you are not satisfied with the outcome, you may escalate your concerns to an external body for a resolution.
6.6 You may submit a complaint via email or live chat. Please refer to our Financial Services Guide for more details. Here’s the information we need when you submit a complaint:
(a) Your full name, identity number and Client ID;
(b) The phone number and email address associated with your Account;
(c) An explanation of the issue;
(d) The date when the issue started; and
(e) Your preferred resolution for the issue.
6.7 Once we have received your complaint, we will:
(a) Provide you with an acknowledgement (generally within one business day) that we have received your complaint;
(b) Investigate your complaint and attempt to resolve it when it is first raised or within 5 business days. If your complaint takes longer to investigate, we will keep you informed and updated on the progress; and
(c) Provide you with a written Complaint Response and outcome to your Complaint, generally no later than 30 calendar days after receiving your Complaint
6.8 If you are not satisfied with the outcome, you may refer your complaint to our Compliance Department by email to AUCompliance@pingpongx.com.
6.9 If our Compliance Department is unable to resolve the matter to your satisfaction, and 30 days have elapsed since you made your complaint and if you are a Retail Client, you may refer the matter to the independent dispute resolution scheme, the Australian Financial Complaints Authority (AFCA).
6.10 PingPong is a member of the AFCA, and our membership number is 72840. AFCA's contact details are below:
Website: www.afca.org.au
Email: info@afca.org.au
Phone: 1800 931 678 (free call)
Mail: GPO Box 3, Melbourne VIC 3001
6.11 You can also make a complaint to and obtain information about your rights from ASIC. You can contact ASIC on 1300 300 630 or visit their website www.asic.gov.au.
Cooling Off
6.12 There is no cooling-off arrangement for our Services described in this PDS. This means that you do not have the right to request a refund of the money paid in relation to the Services. However, you can close your PingPong Account and withdraw your Funds at any time. You continue to be responsible for all obligations related to your PingPong Account even after it is closed (for example paying us any amounts you owe us).
Jurisdictions
6.13 This PDS is issued only for the Services PingPong offers in Australia. The distribution of this PDS in jurisdictions outside Australia may be subject to legal restrictions. Any person who resides outside Australia who gains access to this PDS should comply with any such restrictions and failure to do so may constitute a violation of financial services laws.
Privacy
6.14 We are committed to protecting and respecting your personal information and recognise the importance of your privacy.
6.15 In order to provide our Services to you, we may collect, use, and disclose your personal information pursuant to the Privacy Act 1988 (Cth) and the Australian Privacy Principles (APP). By registering a PingPong Account, you consent to us colleting, using and disclosing your personal information in accordance with our Privacy Policy and the Agreement.
Tax Implications
6.16 Using our Services will have taxation implications for Clients, depending on the current tax laws and administration, the nature of the Client for tax laws, the terms of the transactions and other circumstances. These are invariably complex and specific to each Client. You should consult your tax advisor before using any of our Services.
ESG Considerations
6.17 Labour standards or environmental, social or ethical considerations are not taken into account when offering our Services.
Communication
6.18 If you have been dealing with us in a language other than English, for example communicating with some of our foreign language speaking representatives, then please note that we offer this feature for your conveniences at our discretion and do not guarantee that it will always be provided to you.
6.19 English is the primary language in which PingPong provide its Services and the binding language for all our contractual documents.
7. Interpretation
7.1 Words and expressions defined in the Corporations Act and the Corporations Regulations 2001 will, unless otherwise defined or specified in this PDS or the contrary intention appears, have the same meaning in this PDS.
7.2 Capitalised words used but not defined in this PDS have the meanings given in the PingPong Service Terms and Conditions and applicable product terms.
7.3 Definitions:
AFS Licensee or Licensee means a person who holds an Australian financial services licence under section 913B of the Act.
Agreement includes this PDS, PingPong Service Terms and Conditions, applicable product terms, Confirmations, and all exhibits, incorporated documents, referenced documents, and attachments.
AML/CTF Laws means the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (Cth), the Anti-Money Laundering and Counter-Terrorism Financing Rules 2007, and any regulation, determination, proclamation, ordinance, by-law, authorisation, instrument, standard, ruling, judgement, order, decree, policy, circular or guideline (however described) made or issued under the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (Cth) or by AUSTRAC.
Balance means the amount of Funds temporarily reflected in your PingPong Account as being available for processing a Transaction, subject to applicable timelines and conditions outlined in the PingPong Service Terms and Conditions.
Board or Board of Directors means the Board of Directors of PingPong.
Business Day means a day on which banks are open for general banking business (a day other than a Saturday, Sunday or public holiday) in the State of New South Wales, Australia.
Client means you, the natural or legal person entering into the Agreement and in whose name the PingPong Account is registered.
Client Money means money that is paid to an AFS Licensee under s 981A.
Client Money Account means an account that is maintained for the purposes of section 981B of the Act.
Close-Out, Closed Out and Closing Out, in relation to an FX Contract, means the termination of all or part of your FX Contract in compliance with the Agreement, either by you or PingPong.
Confirmation means the documentation of the agreed commercial terms for your Transaction.
Corporations Act or Act means the Corporations Act 2001(Cth).
Corporations Regulations or Regulations means the Corporations Regulations 2001(Cth).
Exchange Rate means the price of one currency in terms of another currency. For example, in the Exchange Rate AUD/USD 0.6500, one AUD is equal to USD 0.65.
FX means foreign exchange.
FX Contract or Transaction means an agreement between you and PingPong to exchange one currency for another in accordance with an Order.
Forward Exchange Contract or FEC means an FX Contract with a Settlement Date between 3 Business Days and 12 months after the Trade Date.
Forward Exchange Rate means the Exchange Rate for a Forward Exchange Contract quoted by PingPong.
Forward Points means the points added to or subtracted from the Spot Exchange Rate to calculate a Forward Exchange Rate.
Funds means the money beneficially owned by you for the conduct of the Transactions.
Margin means the amount of money that you need to deposit into your PingPong Account to enter into or maintain an FX Contract with us under the Agreement.
Margin Call means a notification sent or provided to you, electronically or via phone, requesting you to top up the amount of money that you have in your Account as Margin.
Order means any order placed by you to enter into a Transaction.
PingPong means Mana Payment Australia Pty Ltd, a subsidiary of PingPong Group. In this PDS, references to PingPong should be understood as referring to Mana Payment Australia Pty Ltd, unless the context indicates otherwise.
PingPong Account or Account means the online account through which you register and make ongoing use of the PingPong Services. The PingPong Account and each Payment Account within a PingPong Account is a non-cash payment facility.
Payment Account means an account designated by PingPong to you that facilitates the receipt of Funds for the purpose of a Transaction. Each Payment Account is a non-cash payment facility. Each Payment Account may be assigned Payment Account Details for the purposes of receiving payments.
Payment Account Details has the meaning given in clause 2.4 and also see clause 2.6.
PDS means this Product Disclosure Statement.
PPF means purchased payment facility.
Pre-delivery means a request to settle your FX Contract before the Settlement Date.
Retail Client has the meaning given in section 761G.
Rollover, Roll Over or Rolled Over means the process of extending the Settlement Date of an open Forward Exchange Contract.
Safeguarding Bank means a bank PingPong has opened an account with for the purposes of segregating and holding Client Funds.
Settlement Date means the date on which an FX Contract is agreed to be settled.
Spot Exchange Rate means the Exchange Rate for a Spot FX Contract quoted by PingPong.
Spot FX Contract means an FX Contract with a Settlement Date that is 2 Business Days after the Trade Date
Trade Date means the day on which you and PingPong agree to an FX Contract.
Transaction includes an Inbound Transaction, a Withdrawal Transaction, an Outbound Transaction and an FX Transaction.
Wholesale Client means a Client who is not a Retail Client.
PRIVACY POLICY
Last updated March 2026
Thank you for choosing PingPong and its Group Companies (each as defined in our Terms and Conditions and hereinafter collectively “Company”, “we”, “us", and “our"). We are committed to protecting your personal information and your right to privacy. If you have any questions or concerns about our policy, or our practices with regards to your personal information, please contact us through the ways specified in Article 12.
When you visit our website to contact us or to use our services, you trust us with your personal information. We take your privacy very seriously. In this privacy policy, we seek to explain to you in the clearest way possible what information we collect, how we use it and what rights you have in relation to it. We hope you take some time to read through it carefully, as it is important. If there are any terms in this privacy policy that you do not agree with, please discontinue use of our website and our Services.
This privacy policy applies to all information collected through our website, and/or any related services, sales, marketing or events (we refer to them collectively in this privacy policy as the "Services").
Please read this privacy policy carefully as it will help you make informed decisions about sharing your personal information with us. A PDF version of this privacy policy can be found here.
For residents of the European Economic Area and
Switzerland, personal information is processed by or on behalf of
the controller:
PingPong Europe SA
Rue du Laboratoire 9
Luxembourg L-1911
Luxembourg
For residents of United Kingdom, personal information is processed by or on behalf of the
controller:
PingPong Payment (UK) Limited
Cannon Street,
London, EC4N 6NP,
United Kingdom
For residents of the United States of America, personal information is processed by or on behalf of the controller:
PingPong Global Solutions Inc.
27 W. 24th Street, Suite 704
New York, New York 11010
The United States of America
1.WHAT INFORMATION DO WE COLLECT?
We may collect one or more of the following categories of personal
information about you when you visit our website, use or register
for our Services, request additional information about our
Services, or otherwise interact with us.
| Category of Personal Information Collected | Types of Personal Information Collected | Sources of Personal Information Collected | Business Purpose for Collection of Personal Information |
|---|---|---|---|
| Identifiers | Name (First, Last, Maiden, if applicable), Address, Prior Addresses, Phone Number, Email Address, Business Contact Information, Business Associates, Corporate Affiliations, Account Username/Password, Payment Information, Credit Card Number, Banking Information (including account information and statements), IP Address. | Directly from you, cookies and other tracking technologies, Public Sources. | Provide our Services, Identification, Communications, Security, Legal, Compliance and Regulatory Obligations, Marketing Purposes. |
| Protected Characteristics under California or Federal Laws | Age, Gender, National Origin | Directly from you. | Provide our Services, Identification, Legal, Compliance and Regulatory Obligations. |
| Sensitive Personal Information | Driver’s License Number, Passport Number, Precise Geolocation | Directly from you, Cookies and other tracking technologies. | Provide our Services, Identification, Legal, Compliance and Regulatory Obligations. |
| Commercial Information | Purchase History, Invoices | Directly from you. | Provide our Services, Identification, Legal, Compliance and Regulatory Obligations. |
| Biometric Information | Photos, Fingerprints, Photo or Video “Selfies” | Directly from you. | Provide our Services, Identification, Legal, Compliance and Regulatory Obligations. |
| Internet / Network Activity | Device ID, and Device Settings (e.g., language preference, time zone), Login Information, Login History, Browser Type and Version, Browser Plug-In Types and Versions, Operating System and Platform, Google Analytics Cookies, and Information about your visit on our website. | Cookies and other tracking technologies. | Provide our Services, Identification, Legal, Compliance and Regulatory Obligations. |
| Professional & Employment Information | Business, Job Title, Business Associates, Corporate Affiliations, Information from your Curriculum Vitae (CV). | Directly from you. | Provide our Services, Identification, Legal, Compliance and Regulatory Obligations. |
| Audio, Electronic, Visual, Thermal, Olfactory or Similar Information | Call Center Recordings. | Directly from you. | Provide our Services, Identification, Legal, Compliance and Regulatory Obligations. |
We do not collect the following categories of personal information about our customers: education information, defined as information that is not publicly available personally identifiable information as defined in the United States Family Educational Rights and Privacy Act (20 U.S.C. Sec. 1232g; 34 C.F.R. Part 99); or inferences drawn from any of the information identified in this subdivision to create a profile about a consumer reflecting the consumer’s preferences, characteristics, psychological trends, predispositions, behavior, attitudes, intelligence, abilities, and aptitudes.
Automated Decision-Making / Profiling: Please note, PingPong does not utilize automated individual decision-making (making a decision solely by automated means without any human involvement) or profiling (automated processing of personal data to evaluate certain things about an individual).
2.DO WE USE COOKIES AND OTHER TRACKING TECHNOLOGIES?
In Short: We may use cookies and other tracking technologies to collect and store your information.
We may use cookies and similar tracking technologies (like web beacons and pixels) to access or store information. Specific information about how we use such technologies and how you can refuse certain cookies is set out in our Cookie Policy.
Most Web browsers are set to accept cookies by default. If you prefer, you can usually choose to set your browser to remove cookies and to reject cookies. If you choose to remove cookies or reject cookies, this could affect certain features or services of our Services.
3.HOW DO WE USE YOUR INFORMATION?
In Short: We process your information for purposes based on legitimate business interests, the fulfillment of our contract with you, compliance with our legal obligations, and/or your consent.
We use personal information collected via our website or Services for a variety of business purposes described below. We process your personal information for these purposes in reliance on our legitimate business interests, in order to contact you, enter into or perform a contract with you, with your consent, and/or for compliance with our legal obligations. If you choose not to provide information, we may be unable to provide services to you or the quality of services you receive may be affected. We indicate the specific processing grounds we rely on next to each purpose listed below.
|
Purpose of Collection and
Disclosure |
Detailed Scope of
Processing Activities |
Lawful Basis for Processing |
|
Account Creation & Logon |
To facilitate the account creation process, enable secure logon, and
manage user accounts to keep our platforms operational and services safe and
secure. |
Contractual Necessity; Legitimate Interests (to ensure platform
security and fraud prevention). |
|
Service Delivery & Provision |
To provide, deliver, and perform the services you have requested,
ensuring the integrity and functionality of our services. We may use your
information to improve our services and to ensure that they are presented in
the most effective manner. |
Contractual Necessity; Legal Obligation; Legitimate Interests (preventing misuse or
breaches of service). |
|
Identity Verification (KYC/AML) |
To verify your identity during onboarding and throughout our
relationship to comply with mandatory "Know Your Customer" (KYC)
obligations and anti-money laundering (AML) laws. |
Legal Obligation; Contractual Necessity; Legitimate Interests (to detect, prevent, and
investigate financial crimes). |
|
Fraud Prevention & Risk Management |
To prevent, detect, or protect against actual or suspected fraud, unauthorized
transactions, claims, liability, and financial or other crimes (including
conducting or co-operating with investigations); To recover amounts owed
(including insurance claims); To allow third parties/financial institutions
to recover money sent in error or due to fraud; To prevent and manage
incidents of abusive/aggressive behaviour towards our employees. |
Legitimate Interests; Legal Obligation |
|
Communication & Support |
We contact you regarding our products and services, and use your
information to respond to inquiries, troubleshoot, and solve potential
issues you might encounter while using our Services. |
Contractual Necessity; Legitimate Interests (to maintain service
integrity and resolve issues). |
|
Marketing
& Analytics |
Personalising marketing messages to make them relevant and
interesting; Measuring/understanding advertising effectiveness and
delivering relevant advertising; Providing information about similar
products/services that may interest you; Holding promotions and competitions
for our products or services. |
Legitimate Interests (to inform customers about
relevant services and analyze advertising effectiveness); Consent (where required by law, including for
personalized location-based updates). |
|
Policy Enforcement |
To enforce our terms, conditions, and policies for Business Purposes,
Legal Reasons, and Contractual Obligations; To verify information provided
to us; To enforce our Customer Agreement with you; To investigate, manage,
and resolve complaints. |
Contractual Necessity; Legal Obligation. |
|
Legal Requests & Compliance |
To comply with legal and/or regulatory requirements, including
responding to requests from public and government authorities (possibly
outside your country of residence) upon demonstration of lawful authority;
To comply with obligations to determine your tax status and compliance with
associated tax regulations. |
Legal Obligations; Legitimate Interests (to protect our business,
customers, and employees from harm). |
|
System Improvement & Development |
We process your personal data to undertake system or product
development, maintain and improve our services, and help third-party
suppliers improve the services they provide to us. |
Legitimate Interests (to maintain, develop, and
optimize our platform performance and service effectiveness). |
4.WILL YOUR INFORMATION BE SHARED WITH ANYONE?
In Short: We may sell or share, as those terms are defined under applicable data protection laws, your personal information with your consent, to comply with laws, to provide you with services, respond to your inquiries, to protect your rights, or to fulfill business obligations.
5.DO WE ENGAGE IN CROSS-BORDER DATA TRANSFERS?
In Short: We may transfer your personal information to a third party that is located in a jurisdiction other the one from which we collected your personal information, including to countries that have not been deemed to have an adequate level of protection for the rights and freedoms of data subjects.
We may process your personal data on servers located outside of the EEA, Switzerland, and the UK for the purposes described in this policy. This includes processing and storing your personal data in our facilities and servers in the United States or in countries or territories where our affiliates and partners or our vendors and service providers are located. While data protection law varies by country, and these countries may not offer the same level of data protection as your home country, we apply the protections described in this policy to your Personal Data regardless of where it is processed. When transferring Personal Data outside of the EEA, Switzerland, or the UK, we rely on valid transfer mechanisms to comply with applicable data protection law, such as:
For more information or to obtain a copy of the appropriate safeguards we have in place when transferring personal data, please contact us at dpo-uk@pingpongx-uk.com.
6.HOW LONG DO WE KEEP YOUR INFORMATION?
In Short: We keep your personal information only for as long as necessary to fulfill the purposes outlined in this privacy policy unless otherwise required by law.
We will only keep your personal information for as long as it is necessary to fulfill the purposes for which it was collected, including for the purposes of satisfying any legal, regulatory, accounting, or reporting requirements. If we collect any biometric information about you, we will not store that information for longer than three (3) years and we will destroy all copies of such biometric information within three (3) years from the date of collection.
7.HOW DO WE KEEP YOUR INFORMATION SAFE?
In Short: We aim to protect your personal information through a system of organizational and technical security measures.
We have implemented appropriate administrative, technical, and organizational security measures designed to protect the security of any personal information we process. However, please also remember that we cannot guarantee that the internet itself is 100% secure. Although we will do our best to protect your personal information, transmission of personal information to and from our Services is at your own risk. You should only access the services within a secure environment.
8.DO WE COLLECT INFORMATION FROM MINORS?
In Short: We do not knowingly collect data from or market to children under 18 years of age.
We do not knowingly solicit data from or market to children under 18 years of age. By using the Services, you represent that you are at least 18 or that you are the parent or guardian of such a minor and consent to such minor dependent’s use of the Services. If we learn that personal information from users less than 18 years of age has been collected, we will deactivate the account and take reasonable measures to promptly delete such data from our records. If you become aware of any data we have collected from children under age 18, please contact us through the ways specified in Article 12.
9.WHAT ARE YOUR PRIVACY RIGHTS?
In Short: In some regions, you have rights that allow you greater access to and control over your personal information. You may review, change, or terminate your account at any time.
Depending upon where you are located, certain choices and rights may be available to you under applicable data protection laws, including the right to request access to your personal information or to have your personal information deleted.
If you have questions or comments about your privacy rights, you may email us through the ways specified in Article 12.
“Do-Not-Track”: Most web browsers and some mobile operating systems and mobile applications include a Do-Not-Track (“DNT”) feature or setting you can activate to signal your privacy preference not to have data about your online browsing activities monitored and collected. No uniform technology standard for recognizing and implementing DNT signals has been finalized. As such, we do not currently respond to DNT browser signals or any other mechanism that automatically communicates your choice not to be tracked online.
“Shine the Light” and “Eraser” Laws: Residents of the State of California may request a list of all third parties to which we have disclosed certain information during the preceding year for those third parties’ direct marketing purposes.
California Consumer Privacy Act (CCPA)/California Privacy Rights Act (CPRA): The CCPA, as amended by the CPRA, provides California residents and/or their authorized agents with specific rights regarding the collection and storage of their personal information.
Your Right to Opt-Out of Sale or Sharing of Personal Information: California residents have the right to opt-out of the sale of their personal information by submitting a request as directed on the homepage of our website.
Please note that we do not knowingly sell the personal information of any individuals under the age of 16.
Where we are sharing your personal information with third parties for the purposes of cross-context behavioral advertising or profiling, you may opt-out of such sharing at any time by submitting a request as directed on the homepage of our website or by contacting us using the information in the “Contact Us” section below.
Your Right to Limit Use of Sensitive Personal Information: California residents have the right to request that we limit our use of any sensitive personal information to those uses which are necessary to perform the Services or for other specifically-enumerated business purposes under the CCPA, as amended by the CPRA.
Your Right to Delete: California residents have the right to request that we delete any of the personal information collected from you and retained by us, subject to certain exceptions. We may ask you to provide certain information to identify yourself so that we may compare it with our records in order to verify your request. Once your request is verified and we have determined that we are required to delete the requested personal information in accordance with the CCPA, we will delete, and direct our third-party service provides to delete, your personal information from their records. Your request to delete personal information that we have collected may be denied if we conclude it is necessary for us to retain such personal information under one or more of the exceptions listed in the CCPA.
Your Right to Correct: Under the CCPA, as amended by the CPRA, California residents have the right to request that we correct any inaccurate personal information we maintain about you, taking into account the nature of the personal information and the purposes for which we are processing such personal information. We will use commercially reasonable efforts to correct such inaccurate personal information about you.
Non-Discrimination: You will not receive any discriminatory treatment by us for the exercise of your privacy rights conferred by the CCPA, as amended by the CPRA.
Verifying Your Request: Only you, or a person that you authorize to act on your behalf, may make a request related to your personal information. In the case of access and deletion, your request must be verifiable before we can fulfill such request. Verifying your request will require you to provide sufficient information for us to reasonably verify that you are the person about whom we collected personal information or a person authorized to act on your behalf. We will only use the personal information that you have provided in a verifiable request in order to verify your request. We cannot respond to your request or provide you with personal information if we cannot verify your identity or authority. Please note that we may charge a reasonable fee or refuse to act on a request if such request is excessive, repetitive or manifestly unfounded.
10.DO WE HAVE CONTROL OVER ANY THIRD-PARTY LINKS?
In Short: No. We do not have the ability to control any information provided under third-party links.
We may provide links to other websites or resources provided by third parties. These links are provided for your convenience only. We have no control over the content of those websites or resources and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access of the third-party links on the Sites, you do so entirely at your own risk and subject to the terms and conditions of those websites.
11.DO WE MAKE UPDATES TO THIS POLICY?
In Short: Yes, we will update this policy as necessary to stay compliant with relevant laws.
We may update this privacy policy from time to time. The updated version will be indicated by an updated “Revised” date and the updated version will be effective as soon as it is accessible. If we make material changes to this privacy policy, we may notify you either by prominently posting a notice of such changes or by directly sending you a notification. We encourage you to review this privacy policy frequently to be informed of how we are protecting your information.
12.HOW CAN YOU CONTACT US ABOUT THIS POLICY?
EXHIBIT A: COUNTRY-SPECIFIC TERMS
“ 4.
WILL YOUR INFORMATION BE SHARED WITH ANYONE?
In Short: We
may sell or share your personal information as those terms are defined under applicable data protection
laws, with your consent, to comply with laws, to provide you with services, to respond to your inquiries, to protect your rights, or to fulfill
business obligations.
With your consent, we may share your
personal information with third parties.
Otherwise, we may sell or share your personal information with the
following categories of recipients and in the following situations:
|
Third
Party |
Purpose |
|
Our corporate affiliates |
To facilitate or support us in
providing the Services to you, we may share your personal information within our
group of companies. All PingPong group
companies may only use your personal information in accordance with the
relevant Intra-Group contracts governing such processing and for the purposes
set out in this Policy. |
|
Banks and other financial
institutions |
Our Services may be offered to you
in conjunction with or facilitated by other financial institutions or other bank
partners. Such partners may have
access to your personal information but only to the extent required to enable
you to use our or their products and services or otherwise as
authorised or requested by you. |
|
Third party service providers |
We
may share your data with third party vendors, service providers, contractors
or agents who perform services for us or on our behalf and require access to
such information to do that work, such as: l Cloud Storage and IT Infrastructure Providers: To provide
hosting, security, maintenance, and technical support to ensure the stability
and reliability of our services. l Verification Service Providers: To verify your identity,
address, and credentials in compliance with "Know Your Customer"
(KYC) and Anti-Money Laundering (AML) regulatory requirements. l Fraud Prevention Agencies: Specialized entities that
assist us in identifying, mitigating, and preventing fraudulent transactions
to protect our users and our financial ecosystem. l Business Partners: Who assist us in delivering specific
products or features. We
share your information with these service providers only for our business
purposes pursuant to written contracts. Our contracts with these third-party
service providers require protection of your information consistent with this
privacy policy, and require that they retain, use,
and disclose your information only as necessary to provide the services in
accordance with such contracts. |
|
Regulators, law enforcement
agencies, tax authorities and public authorities |
We may
share information about you with a third party if we believe that sharing
such information is reasonably necessary to (a) comply with any applicable
law, regulation, legal process or governmental request, including to meet
national security requirements, (b) enforce our agreements, policies and
terms of service, or to exercise or defend any legal claims, (c) protect the
security or integrity of our products and services, and (d) protect us, our
customers, employees or other persons from harm or illegal activities. |
|
Beneficiaries |
that
receive limited information when you initiate a payment transaction |
|
Business Transfers |
We may share or transfer your
information in connection with, or during negotiations of, any merger, sale
of company assets, financing, or acquisition of all or a portion of our
business by another company. |
|
With Your Consent |
In some cases, we may share your
information with other third parties when you provide explicit consent to do
so. |
Personal
data collected by us is primarily stored and processed on servers located in
the United States. However, as a global provider of money
transfer and multi-currency services, we may process and store your personal
data in jurisdictions other than your country of residence when
necessary. This is
strictly to facilitate the performance of our services and comply with our legal
obligations.
We are
committed to implementing appropriate technical and organizational safeguards to ensure
your data remains protected according to the standards required by applicable
law, regardless
of where it is processed. When transferring your data to jurisdictions that may
not provide the same level of data protection as your home country, we ensure
that your data is adequately protected by implementing appropriate safeguards."
US Consumer Privacy Notice (GLBA)
The following Consumer Privacy Notice applies to
you if you are an individual who resides in the United States and obtains
financial services from PingPong primarily for your own personal, family, or
household purposes.
Who is providing this notice? PingPong Global
Solutions Inc and its affiliates that provide consumer services in the U.S.
1. What Personal Information We Collect
2. How does PingPong collect my personal information?
3. How We Protect Your Personal
Information
4. Reasons We Share Your Personal
Information & How to Limit Sharing
|
Reasons
we can share your personal information |
Does
PingPong share? |
Can you
limit this sharing |
|
For our everyday business purposes – such as to process your
transactions, detect fraud and prevent loss for you, us, and Financial
Partners, maintain your account(s), respond to court orders and legal
investigations. |
Yes |
No |
|
For our marketing purposes - to offer our products and services to you. |
Yes |
Yes |
|
For nonaffiliates to market to you. |
No |
We don't share |
Federal law gives you the right to limit only
• sharing for affiliates' everyday business
purposes — information about your creditworthiness
• affiliates from using your information to
market to you
• sharing with nonaffiliates to market to you.
State laws and individual companies may give you
additional rights to limit sharing. See the Other Important Information section
below for more information on your rights under state law.
To limit our sharing or if you have questions? Contact us at privacy@pingpongx.us.
5. Other Important Information
State laws and individual companies may give you
additional rights to limit sharing. See the Other Important Information section
below for more information on your rights under state law.
Vermont:
If your account with us is associated with a
Vermont billing address, we will not disclose information about your
creditworthiness to our affiliates and will not disclose your personal
information, financial information, credit report, or health information to
nonaffiliated third parties to market to you, other than as permitted by
Vermont law, unless you authorize us to make those disclosures. For joint
marketing, we will only disclose your name, contact information, and
information about your transactions.
California:
If your account with us is associated with a
California billing address, we will not disclose Personal Data we collect about
you except to the extent permitted under California law. For instance, we may
disclose your Personal Data as necessary to process transactions or provide
products and services you request, at your instruction, as required for
institution risk control, and to safeguard against fraud, identity theft, and
unauthorized transactions.
UK/EEA/Switzerland
Area Specific Terms
The following terms apply to residents of the European Economic Area and the
United Kingdom, and shall be
deemed to be included in and form a part of the PingPong Privacy Policy. To the extent any conflict exists between these
country-specific terms and the PingPong Privacy Policy, the provisions of these country-specific terms will
prevail for applicable Customers.
The following
language is added to Clause 2:
"We use cookies and similar technologies to operate and
administer our services, and improve your experience. We store some of the
information described in this Policy with cookies, for example, to help maintain your preferences across sessions if you're
not logged in, or to assist with authentication and customer support. For
details about our use of cookies, please read our Cookie Notice.
Clause
4 is replaced as follows:
“ 4.
WILL YOUR INFORMATION BE SHARED WITH ANYONE?
In Short: We
may sell or share your personal information as those terms are defined under applicable data protection
laws, with your consent, to comply with laws, to provide you with services, to respond to your inquiries, to protect your rights, or to fulfill
business obligations.
With your consent, we may share your
personal information with third parties.
Otherwise, we may sell or share your personal information with the
following categories of recipients and in the following situations:
|
Third
Party |
Purpose |
|
Our corporate affiliates |
To facilitate or support us in
providing the Services to you, we may share your personal information within our
group of companies. All PingPong group
companies may only use your personal information in accordance with the
relevant Intra-Group contracts governing such processing and for the purposes
set out in this Policy. |
|
Banks and other financial
institutions |
Our Services may be offered to you
in conjunction with or facilitated by other financial institutions or other bank
partners. Such partners may have
access to your personal information but only to the extent required to enable
you to use our or their products and services or otherwise as
authorised or requested by you. |
|
Third party service providers |
We
may share your data with third party vendors, service providers, contractors
or agents who perform services for us or on our behalf and require access to
such information to do that work, such as: l Cloud Storage and IT Infrastructure Providers: To provide
hosting, security, maintenance, and technical support to ensure the stability
and reliability of our services. l Verification Service Providers: To verify your identity,
address, and credentials in compliance with "Know Your Customer"
(KYC) and Anti-Money Laundering (AML) regulatory requirements. l Fraud Prevention Agencies: Specialized entities that
assist us in identifying, mitigating, and preventing fraudulent transactions
to protect our users and our financial ecosystem. l Business Partners: Who assist us in delivering specific
products or features. We
share your information with these service providers only for our business
purposes pursuant to written contracts. Our contracts with these third-party
service providers require protection of your information consistent with this
privacy policy, and require that they retain, use,
and disclose your information only as necessary to provide the services in
accordance with such contracts. |
|
Regulators, law enforcement
agencies, tax authorities and public authorities |
We may
share your Personal Data, including information about your interaction with
our Services, with government authorities, industry peers, or other third
parties in compliance with the law (i) if required to do so to comply with a
legal obligation, or in the good faith belief that such action is necessary
to comply with a legal obligation, (ii) to protect and defend our rights or
property, (iii) if we determine, in our sole discretion, that there is a
violation of our terms, policies, or the law; (iv) to detect or prevent fraud
or other illegal activity; (v) to protect the safety, security, and integrity
of our products, employees, users, or the public, or (vi) to protect against
legal liability. |
|
Beneficiaries |
that
receive limited information when you initiate a payment transaction |
|
Business Transfers |
We may share or transfer your
information in connection with, or during negotiations of, any merger, sale
of company assets, financing, or acquisition of all or a portion of our
business by another company. |
|
With
Your Consent |
In some cases, we may share your
information with other third parties when you provide explicit consent to do
so. |
Clause 13 is added as follows:
We'll retain your
personal data for only as long as we need in order to provide our services to
you, or for other legitimate business purposes such as resolving disputes,
safety and security reasons, or complying with our legal obligations. How long
we retain personal data depends on the type of data, how we use it, and, in
many cases, your settings:
BPocket User Agreement
Last updated: October 2020
Thank you for using BPocket! This BPocket User Agreement (this "Agreement") is made and entered into by and between PingPong Global Solutions Inc. ("PingPong" or " We") and the user ("You") with regard to BPocket account and BPocket services, together with the PingPong T&C, governs the use of BPocket by you. This Agreement is a supplement to PingPong Services Terms and Conditions (" PingPong T&C") and it must be read together with PingPong T&C. Unless otherwise defined in this Agreement, all capitalized terms have the meanings given in the PingPong T&C.
WE MAY CHANGE THE TERMS OF THIS AGREEMENT, INCLUDING FEES AND FEATURES OF YOUR ACCOUNT, AT ANY TIME, WITH OR WITHOUT NOTICE TO YOU BY POSTING AN UPDATED AGREEMENT ON OUR WEBSITE AT https://b2b-cdn.pingpongx.com/b2b/protocol/BPocket-User-Agreement-legal.html UNLESS APPLICABLE LAW REQUIRES A DIFFERENT METHOD. YOUR CONTINUED USE OF YOUR BPOCKET AFTER THE EFFECTIVE DATE OF ANY CHANGE CONSTITUTES ACCEPTANCE OF ANY CHANGE MADE TO THIS AGREEMENT.
1.Important Information
1.1 BPocket services is a prepaid access account provided by PingPong Global Solutions Inc. that enables you to receive and hold funds, manage those funds, and make electronic payments and other payments. BPocket services is offered by PingPong as a licensed money transmitter in the United States, as applicable.
1.2 In order to use BPocket, you should read and comply this Agreement. Before accepting this Agreement, please carefully read it thoroughly. If you do not agree with any content of this Agreement, or if you cannot understand the terms, please contact PingPong customer service immediately.
1.3 By clicking checkbox on the webpage, it means that you have understood and agreed to accept this Agreement and all existing and subsequent rules, page displays, operation procedures, announcements or notices in connection with this Agreement.
1.4 By using BPocket and related services, you represent and warrant that your use is for commercial purposes only, and that you are not entering into the Agreement and will not use the BPocket services for personal, family or household purposes.
2.Use on BPocket
2.1
Opening a BPocket Account and Identity authentication.
To the extent that we have not done so already, PingPong may be
required to request and verify certain information from you prior
to opening a BPocket Account for you.
You authorize us, directly or through third parties, to make any
inquiries we consider necessary to verify your identity from time
to time. The information we request may vary depending on the
circumstances and may include name, address, a date of birth (for
individuals), identification number such as a taxpayer
identification number (“TIN”), social security number, ownership
of your email address, phone number or financial instruments, a
credit report from a credit reporting agency, your driver’s
license or other identifying supporting documents as we deem
appropriate.
By opening a BPocket Account and using the related services, you
confirm that you are not subject to sanctions programs
administered or enforced including but not limited by the Office
of Foreign Assets Control of the U.S. Department of the Treasury.
2.2 Adding Money to BPocket Account: You may add money to your BPocket via an inbound wire from your own bank account. Please be informed any wire fees charged by your bank for such transfers shall be borne by you. We may allow you to request that either the entirety or some portion of your PingPong Balance be settled to your BPocket in this manner. Your PingPong Balance may be settled to your BPocket at the same time as you initiate a payout request to an approved third party or at any other time.
2.3 Link or Unlink a Payment Method. PingPong may offer you the ability to use BPocket by linking or unlinking your U.S. debit card or bank account (“Linked Bank Account”) to your BPocket. Please keep your payment method information (e.g. debit card number and expiration date) accurate and current. When you use your Linked Bank Account as a payment method, you are allowing PingPong to initiate a transfer from your Linked Bank Account to the recipient. For these transactions, PingPong will make electronic transfers from your Linked Bank Account in the amount you specify. You authorize PingPong to try this transfer again if the initial transfer is rejected by your bank for any reason.
2.4 Availability of Funds in BPocket Account. Your funds are available for use when credited to your BPocket and shown to you as an available balance in your BPocket. Your balance could be reviewed at any time through the PingPong user dashboard. Funds settled from your PingPong Balance will generally be available after the request is processed. Funds from outside sources (such as your own bank account) will generally be available when good funds are credited to PingPong. When you add funds or have initiated an incoming transfer, the transaction will show as “pending” in your user dashboard until the funds are received and credited to your BPocket.
2.5 Nature of Funds in BPocket Account. Except as otherwise provided by applicable law, your money in BPocket does not constitute a demand deposit (checking) account, savings account, or other asset account. BPocket is a prepaid access account provided to you by PingPong as a licensed money transmitter. We will hold and transmit funds on your behalf in accordance with applicable law. Any funds associated with your BPocket represent an unsecured claim against us and is not insured by the Federal Deposit Insurance Corporation (FDIC). We combine money held on your behalf in with the money of other BPocket Product users and hold it in a custodial account or accounts we maintain with our banking partners, in our name, as agent for the benefit of BPocket users. We own any interest or other earnings on any funds held as permissible investments associated with these fund. However, the claim against us represented by this money is not secured by these investments and you do not have any ownership interest (either legal or beneficial) in these investments. These pooled amounts are held apart from our corporate funds, and we will neither use these amounts for our operating expenses or any other corporate purposes nor will we voluntarily make these amounts available to our creditors in the event of bankruptcy or insolvency.
2.6 Sending Money from Your BPocket Account. You may use available funds in your BPocket to:
(a) send money to another approved BPocket Account;
(b) withdraw money to a Linked Bank Account via an eligible debit card or directly, subject to the account being approved by PingPong; or
(c) send money to an approved third party payee’s bank account.
2.7 Limitation on Your BPocket. Your BPocket account and transaction activity is subject to review and monitoring. PingPong may, in its sole discretion, take account-level or transaction-level actions. We monitor for, among other things, activity that is potentially suspicious or illegal, as well as for compliance and risk management with this Agreement and applicable law. In connection with our review process, you may be required to provide us with additional information and/or documentation to verify your identity or for other purposes. PingPong may refuse to execute or may delay or hold transactions involving your BPocket (whether loads or disbursements) based on technical, security or compliance concerns we identify or experience, or if the information you provided is incomplete or incorrect. Except where prohibited by applicable law, we will provide you information about a delayed or refused transaction through your BPocket account on the user dashboard. We may also set limits on the amount and volume of transactions that can initiate involving your BPocket account. We will provide you with information regarding such limits through our website and/or your user dashboard. We also may impose such limits or restrictions for security reasons and in accordance with applicable law.
2.8 Closing BPocket Account.
You may close your BPocket account and terminate your relationship
with us at any time, but you will remain liable for all
obligations related to your BPocket account even after your
BPocket account is closed. When you close your BPocket account, we
will cancel any scheduled or incomplete transactions. You must
withdraw or send available balance from your BPocket account
before closing it.
In certain cases, you may not close your BPocket account,
including:
(1) to evade an investigation.
(2) if you have a pending transaction or an open dispute or claim.
(3) if your BPocket account has a negative balance.
(4) if your BPocket account is subject to a hold, limitation or reserve.
3.BPocket Services Fees
3.1 The services fees applicable to BPocket can be found on your dashboard and will be disclosed to you in advance each time you initiate a transaction in your BPocket. BPocket Service fees are not refundable. We reserve the right to modify these fees unilaterally from time to time without further notice.
3.2 You authorize us to deduct BPocket service fees for BPocket services directly from your BPocket Account. Please note that applicable fees for other PingPong services may be offset directly from your PingPong Balance as set forth in the PingPong T&C.
3.3 If the balance in your BPocket account becomes negative for
any reason, that negative balance represents an amount that you
owe to PingPong. PingPong may deduct these amounts from funds that
are added to your BPocket account later, either by you or from
payments you receive.
If you hold funds in a BPocket account in multiple currencies, and
the balance for one of the currencies becomes negative for any
reason, PingPong may set off the negative balance by using funds
you maintain in a different currency. If you have a negative
balance in non-U.S. dollars, PingPong will convert this negative
balance to U.S. dollars. In either case, a currency conversion
will be necessary, and PingPong’s transaction exchange rate
(including our currency conversion spread) will be used.
4.Protection from Unauthorized Transactions
4.1 Scope of Unauthorized Transaction. An “Unauthorized Transaction” occurs when money is sent from your BPocket account that you did not authorize and that did not benefit you. For example, if someone steals your password, uses the password to access your BPocket account, and sends a payment from your BPocket account, an Unauthorized Transaction has occurred.
4.2 Exclusion of Unauthorized Transaction. The following are NOT considered as Unauthorized Transactions if you give someone access to your BPocket account (by giving them your login credentials information) and they use your BPocket account without your knowledge or permission. You are responsible for all the transactions made in this situation.
4.3 Reporting an Unauthorized Transaction. We generally cannot reverse Unauthorized Transaction that you initiate in your BPocket unless otherwise required by applicable law. Please note that you must notify us IMMEDIATELY if you believe there has been an unauthorized transaction made using your BPocket.
5.Safeguard
5.1 You must:
(a) only allow authorized users to access your BPocket and not any other person;
(b) regularly monitor your account to make sure no unauthorized transactions involving your BPocket have occurred;
(c) if you suspect that someone else knows your BPocket password; or details, or if you think your BPocket may be misused, stop using the BPocket and contact us immediately.
5.2 You must also comply with any additional security requirements we notify to you from time to time.
5.3 We may disclose any information we believe to be reasonable to law enforcement agencies if we suspect there has been any unauthorized use, misuse, illegality or fraud in connection with your BPocket.
6.Restricted Activities
In connection with your use of our websites, your BPocket account, BPocket services, or in the course of your interactions with PingPong, other PingPong customers, or third parties, you must not:
(1) Breach this Agreement or any other agreement you enter into with PingPong or its affiliates;
(2) Violate any law, statute, ordinance, rules or regulation;
(3) Infringe PingPong or any third party's copyright, patent, trademark, trade secret or other intellectual property rights, or rights of publicity or privacy;
(4) Act in a manner that is defamatory, trade libelous, threatening or harassing;
(5) Provide false, inaccurate or misleading information;
(6) Send or receive what we reasonably believe to be potentially fraudulent funds;
(7) Refuse to cooperate in an investigation or provide confirmation of your identity or any information you provide to us;
(8) Attempt to double dip during the course of a dispute by receiving or attempting to receive funds from both PingPong and the seller, bank or card issuer for the same transaction;
(9) control an account that is linked to another account that has engaged in any of these restricted activities;
(10) conduct your business or use the BPocket services in a manner that results in or may result in complaints, fees, fines, penalties or other liability or losses to PingPong, other PingPong customers, third parties or you;
(11) use your BPokcet account or the PingPong services in a manner that PingPong, Visa, MasterCard, American Express, Discover or any other electronic funds transfer network reasonably believes to be an abuse of the card system or a violation of card association or network rules;
(12) take any action that imposes an unreasonable or disproportionately large load on our websites, software, systems (including any networks and servers used to provide any of the PingPong services) operated by us or on our behalf or PingPong services;
(13) provide yourself a cash advance from your credit card (or help others to do so);
(14) allow your BPocket account to have a negative balance;
(15) facilitate any viruses, trojan horses, malware, worms or other computer programming routines that attempts to or may damage, disrupt, corrupt, misuse, detrimentally interfere with, surreptitiously intercept or expropriate, or gain unauthorized access to any system, data, information or PingPong services;
(16) use an anonymizing proxy, any robot, spider, other automatic device, or manual process to monitor or copy our websites without our prior written permission; or use any device, software or routine to bypass our robot exclusion headers;
(17) take any action that may cause us to lose any of the services from our Internet service providers, payment processors, or other suppliers or service providers; or
(18) use the BPocket services to test credit card behaviors.
If we believe that you’ve engaged in any of these restricted
activities, we may take several actions to protect PingPong, its
customers and others at any time in our sole discretion. The
actions we may take include, but are not limited to, the
following:
(1) terminate this agreement, limit your BPocket account, and/or close or suspend your BPocket account, immediately and without penalty to us;
(2) refuse to provide any PingPong services to you in the future;
(3) limit your access to our websites, software, systems (including any networks and servers used to provide any of the PingPong services) operated by us or on our behalf, your PingPong account or any of the PingPong services, including limiting your ability to add or send money with any of the payment methods linked to your BPocket account, restricting your ability to send money;
(4) hold the balance in your BPocket for up to 180 days if reasonably needed to protect against the risk of liability;
(5) update inaccurate information you provided us; or
(6) take legal action against you;
If we close your BPocket account or terminate your use of BPocket services for any reason, we’ll provide you with notice of our actions and make any unrestricted funds held in the balance of BPocket available for withdrawal.
7.Services Suspension and Termination
7.1 PingPong may suspend or terminate all or part of BPocket services from time to time.
7.2 You understand and agree that PingPong has the right to determine its business strategy at its sole discretion. In the event of a merger, acquisition, reconstruction or asset transfer, PingPong has the right to assign all or part of the assets related to BPocket to a third party; PingPong may also transfer all or part of the services under this Agreement to a third party, in accordance with applicable law, for operation and performance after notifying you unilaterally.
7.3 If you fail to pay the service fees in full and on time, PingPong is entitled to suspend or terminate BPocket services.
7.4 You agree that we are entitled to terminate this Agreement by providing a 7 working days’ prior notice to you unless there are exceptional circumstances, or regulatory circumstances (including but not limited to court or governmental orders) causing PingPong to take immediate action when, including but not limited to:
(a) we discover you have provided false, misleading, incomplete or inaccurate information or have otherwise acted dishonestly;
(b) you breach this Agreement or any other agreement you enter into with PingPong or its affiliates;
(c) your BPocket account has been compromised or for other security reasons;
(d) you are engaged in fraud, money laundering, terrorist financing or other illegal activities or we reasonably suspect the same;
(e) you use BPocket illegally or fraudulently in violation of applicable law or we reasonably suspect the same;
(f) we are required by law or the orders of competent authorities to do so;
(g) we suspect there is safety or security risk or other circumstances that PingPong deems inappropriate; or
(h) there are other grounds that PingPong considers it appropriate.
Together with a termination/suspension notice, we may also provide instructions on how to withdraw remaining funds in your BPocket, if it is not forbidden by applicable law.
8.Disclaimer of Warranty and Release
8.1 No warranty. BPocket services are
provided “as-is” and without any representation or warranty,
whether express, implied or statutory. PingPong specifically
disclaims any implied warranties of title, merchantability,
fitness for a particular purpose and non-infringement.
PingPong does not guarantee continuous, uninterrupted or secure
access to any part of BPocket services, and operation of our
websites, software, or systems (including any networks and servers
used to provide any of the PingPong services) operated by us or on
our behalf may be interfered with by numerous factors outside of
our control. PingPong will make reasonable efforts to ensure that
requests for electronic debits and credits involving bank
accounts, debit cards, credit cards, and check issuances are
processed in a timely manner but PingPong makes no representations
or warranties regarding the amount of time needed to complete
processing because BPocket services is dependent upon many factors
outside of our control, such as delays in the banking system or
the U.S. or international mail service. Some states do not allow
the disclaimer of implied warranties, so the foregoing disclaimers
may not apply to you.
8.2 Release of PingPong. If you have a dispute with any other BPocket account holder, you release PingPong from any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. In entering into this release you expressly waive any protections (whether statutory or otherwise, for example, California Civil Code § 1542) that would otherwise limit the coverage of this release to include only those claims which you may know or suspect to exist in your favor at the time of agreeing to this release.
9.Indemnification and Limitation of Liability
9.1 You must indemnify PingPong for liabilities related to your BPocket account and your use of the BPocket services. You agree to defend, indemnify and hold PingPong, its affiliates, officers, agents, employees and counsels harmless from any claim or demand (including reasonable legal fees) made or incurred by any third party due to or arising out of your breach of this Agreement, your improper use of the BPocket Services, your violation of any law or the rights of a third party and/or the actions or inactions of any third party to whom you grant permissions to use your BPocket account or access our websites, or systems (including any networks and servers used to provide any of the PingPong services) operated by us or on our behalf, or any of the PingPong services on your behalf.
9.2 You are liable for all transfers of funds initiated from your
BPocket made by you and any authorized users.
Without limiting any clause of the PingPong T&C, you will be
liable for all unauthorized transactions where you have
contributed to the loss by:
(a) breaching or compromising the security safeguard of your BPocket; or
(b) delaying the reporting of the loss, theft or misuse of your BPocket, in which case you will be liable for all losses until such time as you notify us of the loss, theft or misuse of your BPocket.
9.3 Our liability is limited with respect to your BPocket account and your use of BPocket services. In no event shall PingPong be liable for lost profits or any special, incidental or consequential damages (including without limitation damages for loss of data or loss of business) arising out of or in connection with our websites, software, systems (including any networks and servers used to provide any of the BPocket services) operated by us or on our behalf, any of the BPocket services, or this Agreement (however arising, including negligence), unless and to the extent prohibited by law.
9.4 Our liability to you or any third parties in any circumstance is limited to the actual amount of direct damages. In addition, to the extent permitted by applicable law, PingPong is NOT liable, and you agree not to hold PingPong responsible, for any damages or losses (including, but not limited to, loss of money, goodwill, or reputation, profits, or other intangible losses or any special, indirect, or consequential damages) resulting directly or indirectly from: (1) your use of, or your inability to use, our websites, software, systems operated by us or on our behalf, or any of the BPocket services; (2) viruses or other malicious software obtained by accessing our websites, software, systems operated by us or on our behalf or any of the BPocket services or any website or service linked to our websites, software or any of BPocket services; (3) delays or disruptions in our websites, software, systems operated by us or on our behalf and any of the BPocket services; (4) bugs, errors, or inaccuracies of any kind in our websites, software, systems; (5) content, actions, or inactions of third parties; or (6) a suspension or other action taken with respect to your BPocket account.
10.Intellectual Property
"PingPong" and all logos related to the BPocket services are either trademarks or registered trademarks of PingPong, its affiliates or its licensors. You may not copy, imitate, modify or use them without our prior written consent. In addition, all page headers, custom graphics, button icons, and scripts are service marks, trademarks, and/or trade dress of PingPong. You may not copy, imitate, modify or use them without our prior written consent. You may not alter, modify or change these logos in any way, use them in a manner that mischaracterizes PingPong or the BPocket services or display them in any manner that implies BPocket’s or PingPong’s sponsorship or endorsement. All right, title and interest in and to PingPong websites, any content thereon, the BPocket services, the technology related to the BPocket services, and any and all technology and any content created or derived from any of the foregoing is the exclusive property of PingPong, its affiliates and its licensors.
11.Agreement to Arbitrate
If we are unable to do so to your satisfaction, you may report to customer service directly.
ANY CLAIMS ARISING OUT OF, RELATING TO, OR CONNECTED WITH THIS AGREEMENT MUST BE ASSERTED INDIVIDUALLY IN BINDING ARBITRATION CONDUCTED BY A SINGLE ARBITRATOR WITH EXPERIENCE IN CONSUMER ONLINE PAYMENT SERVICES DISPUTES ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION (“AAA”) IN ACCORDANCE WITH ITS COMMERCIAL ARBITRATION RULES AND THE AAA SUPPLEMENTARY PROCEDURES FOR CONSUMER-RELATED DISPUTES.
The forum for arbitration shall be in the city closest to your residence having a federal district courthouse. The arbitrator shall not conduct any form of class or collective arbitration nor join or consolidate claims by or for individuals. To the extent allowed by applicable law, the Arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability or formation of this Agreement including, but not limited to, any claim that all or any part of this Agreement is void or voidable. Judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
This Agreement and each of its parts evidence a transaction involving interstate commerce, and the United States Arbitration Act shall apply in all cases and govern the interpretation and enforcement of the arbitration rules and arbitration proceedings.
Waiver of Right to Jury; Class Action Waiver. TO THE EXTENT ALLOWED BY LAW, YOU AGREE TO IRREVOCABLY WAIVE ANY RIGHT YOU MAY HAVE TO A TRIAL BY JURY OR OTHER COURT TRIAL (OTHER THAN SMALL CLAIMS COURT) OR TO SERVE AS A REPRESENTATIVE, AS A PRIVATE ATTORNEY GENERAL, OR IN ANY OTHER REPRESENTATIVE CAPACITY, OR TO PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS, IN ANY LAWSUIT, ARBITRATION OR OTHER PROCEEDING FILED AGAINST US AND/OR RELATED THIRD PARTIES.
12.Miscellaneous
12.1 Assignment. You may not transfer or assign any rights or obligations you have under this Agreement without our prior written consent. We may transfer or assign this Agreement or any right or obligation under this Agreement at any time.
12.2 Security interest. As security for the performance of your obligations under this Agreement, you grant to PingPong a lien on, and security interest in and to, funds held in your BPocket account.
12.3 No Waiver. Our failure to act with respect to a breach of any of your obligations under this Agreement by you or others does not waive our right to act with respect to subsequent or similar breaches.
12.4 Governing law. You agree that, except to the extent inconsistent with or preempted by federal law and except as otherwise stated in this Agreement, the laws of the State of California, without regard to principles of conflict of laws, will govern this Agreement and any claim or dispute that has arisen or may arise between you and PingPong regarding your use of the BPocket services.
12.5 State disclosures. In addition to reporting complaints against PingPong directly to PingPong as described above, if you are a California resident, you may report complaints to the California Department of Business Oversight by mail at Department of Business Oversight, Attn: Consumer Services, 1515 K Street, Suite 200, Sacramento, CA 95814 or online through its website at http://www.dbo.ca.gov/Consumers . The California Department of Business Oversight offers assistance with its complaint form by phone at 866-275-2677. If you are a California resident, you have a right to receive communications about your BPocket account and the BPocket services by email. To make such a request, send a letter to PingPong Global Solutions Inc., Attn: Legal Department, 1510 Fashion Island Boulevard, Suite 250, San Mateo, CA, USA and include your email address, and your request for that information by email.
Florida residents may contact the Florida Department of Financial Services in writing at 200 East Gaines Street, Tallahassee, Florida, 32399, or by telephone at 1-800-342-2762.
12.6 Services Provider Only. PingPong is only a payment service provider. We act as a payment service provider only. We do not:
12.7 Data Protection. If you receive information about another PingPong customer, you must keep the information confidential and only use it in connection with the BPocket services. You may not disclose or distribute any information about PingPong users to a third party or use the information for marketing purposes unless you receive that user’s express consent to do so. You may not send unsolicited emails to a PingPong customer or use the BPocket services to collect payments for sending, or assist in sending, unsolicited emails to third parties.
The privacy and data protection laws that may apply include any associated regulations, regulatory requirements and codes of practice applicable to the provision of the services described in this agreement. If you process personal data from Europe pursuant to this agreement, you must comply with the EU Directive 95/46/EC or the General Data Protection Regulation (EU) 2016/679 (GDPR).
In complying with such laws, you will:
PingPong Acquiring Service Terms and Conditions
Last Updated: June 2026
Before accessing or using PingPong Services, please carefully read these terms and conditions. The PingPong Acquiring Service Terms and Conditions (this "Agreement") govern the availability and use of the acquiring services provided by PingPong ("we", "us", or "our"). When registering for a PingPong Checkout Account or using PingPong's acquiring services, you ("Customer", "Merchant", "you/your", "any authorized user") accept and agree to be bound by the terms and conditions of this Agreement. In particular, you agree to the specific jurisdictional provisions relating to the contracting entity and agree to comply with the Privacy Policy and Cookies Policy, as well as any other policies, guidelines, notices, and announcements we may notify you of from time to time, all of which form part of this Agreement.
This Agreement is written in English. We may translate these terms into other languages. If there is any conflict between the translated version and the English version, the English version shall prevail.
Although we will promptly notify you electronically of any material changes to these terms and conditions, it is your responsibility to review these terms and conditions periodically. At any time, you may view our current terms and conditions on our website. All modifications, supplements, and amendments shall become effective upon posting on our website. If you continue to use PingPong Services after we post any such revisions, supplements, or amendments, you agree to be deemed to have read and agreed to our terms and conditions, Privacy Policy, Cookie Policy, and any other policies, guidelines, notices, and announcements we may release from time to time. If you do not agree to such modifications, supplements, or amendments, your only choice is to immediately close your PingPong Checkout Account and cease using the Services.
When a Customer creates a PingPong Checkout Account, (a) affirmatively accepts this Agreement in written or electronic form, or (b) uses PingPong's acquiring services (whichever occurs first), this Agreement shall immediately become effective and legally binding (the "Effective Date"). Thereafter, this Agreement shall remain in effect until you close your PingPong Checkout Account and terminate your use of PingPong acquiring services. Your acceptance of this Agreement means you fully understand and accept these terms and conditions. If you do not understand any of these terms and conditions, please contact our company and/or seek independent external legal advice.
Table of Contents
3. Contracting Parties, Governing Law, and Communication
8. Merchant Responsibilities and Obligations
11. Anti-Money Laundering ("AML") and Counter-Terrorism Financing ("CTF")
15. Special Provisions Regarding Chargeback Fees and Chargeback Alerts
1. Important Information
1.1 You acknowledge that your use of PingPong acquiring services is subject to mandatory provisions of applicable laws. You hereby declare that you are acting in a professional or commercial capacity, and not as a consumer, when entering into this Agreement and using PingPong Services. You are solely responsible for understanding and complying with the laws and regulations of your country of origin, including but not limited to those relating to regulated payment services: anti-money laundering and counter-terrorism financing requirements, consumer protection, information protection, anti-discrimination, gambling, false advertising, illegal sale or purchase or trading of any goods or services, and related import/export activities, tax or foreign exchange transactions, and licensing activities.
1.2 The obligations under this Agreement are conditional upon our acceptance of you as our Merchant. Our company has the unilateral right to decide whether to accept you as our Merchant.
1.3 PingPong Services do not include the functions or benefits of a bank account. PingPong is not a bank or a credit institution, and we will not pay you any interest on funds in your acquiring account.
1.4 If you breach this Agreement or any other agreement entered into with PingPong, or during inspections conducted to assess risks related to your transaction activities, we may close, suspend, or restrict your use of PingPong acquiring services at any time. We may also limit your funds in accordance with instructions from law enforcement or regulatory authorities.
1.5 If your account is no longer active, we may close your PingPong Checkout Account.
1.6 Protecting your privacy is important to us. Please read our Privacy Policy carefully to better understand our commitment to protecting your privacy and using and disclosing your information.
1.7 If there is any discrepancy or inconsistency between the terms of this Agreement and the terms of PingPong Services Terms and Conditions, the provisions of this Agreement shall prevail.
2. Definitions
In this Agreement, the following terms shall have the meanings set forth below:
(Terms used but not defined in this Agreement shall have the meanings assigned to them in the PingPong Services Terms and Conditions.)
(Terms used but not defined in this Agreement shall have the meanings assigned to them in the PingPong Services Terms and Conditions.)
3D Secure: A verification service used to enhance the security of online credit card payments, designed to ensure the security of online payments by payers.
Account/Checkout Account: The Merchant's online account through which the Merchant may register and continuously use PingPong acquiring services.
Acquiring: The business activity conducted by qualified payment institutions or banks, through payment equipment and systems such as POS terminals and gateways, to accept and route transactions involving bank cards, electronic wallets, QR codes, etc., for Merchants, and to conduct fund clearing with payment organizations.
Acquiring Bank/Acquirer: An institution authorized by a payment organization under the law, which accepts Merchant transactions on behalf of payment organizations, processes them through payment organizations or issuing banks, completes the collection and settlement of the funds involved, and ultimately pays the funds to the Merchant.
Agreement: The terms and conditions of PingPong Acquiring Service Terms and Conditions, attachments, and policies, guidelines, notices, and announcements we may notify you of from time to time, including the Privacy Policy and Cookie Policy.
AML/CTF (Anti-Money Laundering/Combating Terrorism Financing): All anti-money laundering/counter-terrorism financing laws and regulations applicable to PingPong, as well as sanctions imposed by any governmental authority (including but not limited to Hong Kong, the United States, the United Nations, and the European Union), including but not limited to the United Nations Sanctions Ordinance (Cap. 537 of the Laws of Hong Kong) and the United Nations (Anti-Terrorism Measures) Ordinance (Cap. 575 of the Laws of Hong Kong).
Anti-Corruption Law: Any laws, regulations, and rules relating to anti-corruption and anti-bribery, including but not limited to the Criminal Law of the People's Republic of China, the Hong Kong Banking Ordinance, the UK Bribery Act 2010, and the US Foreign Corrupt Practices Act.
Applicable Law: All applicable laws, regulations, generally accepted practices, or guidelines applicable to the Merchant's use of acquiring services provided by PingPong, or to PingPong's provision of acquiring-related services, including but not limited to regulatory laws relating to payment services, anti-money laundering and counter-terrorism financing, consumer protection, information protection, anti-discrimination, anti-corruption, human trafficking, child labor and forced labor, gambling, false advertising, illegal sale or purchase or trading of any goods or services, and related import/export activities, tax or foreign exchange transactions.
Authorized Email: The email address used by the Merchant to receive notifications from PingPong, to agree with PingPong on and/or change fees and payment methods, etc. The Merchant undertakes that the Authorized Email has the authority to receive notifications on behalf of the Merchant, and to agree with PingPong on and/or change fees and/or payment methods, etc.
Merchant Authorized Emails include: (i) the email address provided by the Merchant in the Merchant Information Form; (ii) the email address provided on the PingPong acquiring Merchant management backend; and (iii) the email address authorized by the Merchant through other means.
PingPong Authorized Emails include: (i) the email address provided by PingPong on its acquiring website; and (ii) the email address authorized by PingPong through other means.
Card Network: International or regional payment card organizations including VISA, Mastercard, JCB, American Express, Diners Club, China UnionPay, etc.
Chargeback: A transaction that has been successfully refunded upon the request of the payer according to the relevant organization rules, resulting in the cancellation of a transaction for which payment has been made or should be made to the Merchant. If a transaction for which the Merchant has received settlement proceeds becomes subject to a chargeback, the Merchant shall immediately and unconditionally return such settlement proceeds to PingPong so that PingPong may return such funds to the payment organization or acquiring bank.
CNP Transaction: Card-not-present transaction.
Cookie Policy: The policy explaining how PingPong uses Cookies and similar tracking technologies on the PingPong website and services, including what types of Cookies are used, how information is collected and used, and how users can manage their Cookie preferences.
Designated Person: Individuals, countries, organizations, or other entities involved in sanctions measures published from time to time by the Office of Foreign Assets Control of the US Department of the Treasury, the European Union, the Financial Secretary of the Hong Kong SAR Government, the UK Treasury, the United Nations Security Council, or other applicable governmental or regulatory authorities.
Fees: The fees payable by the Merchant to PingPong for using PingPong acquiring services under this Agreement.
Merchant/You: The entity that accepts acquiring services provided by PingPong and enters into this Agreement.
Merchant Information: The information and documents provided by each Merchant through the PingPong website or other means agreed by PingPong.
Organization Rules: The rules and regulations formulated by payment organizations regarding the operation of payment methods.
Payment Method: The method available for payers to pay Merchants, including but not limited to credit or debit cards that payers may use to complete transactions, as well as online and offline bank transfers and direct debits provided by payment organizations.
Payment Organization: Including but not limited to card networks, issuing banks, other payment methods (such as Klarna or iDeal), or similar issuers or organizations that provide and/or regulate payment methods.
Payment Service Agreement: Any payment service agreement entered into between PingPong and an acquiring bank/payment organization and any changes or supplements thereto from time to time.
PCI DSS (Payment Card Industry Data Security Standard): The security standards for transmitting, processing, or storing card data/payment details as required by organization rules/issuer requirements (www.pcisecuritystandards.org).
Payer: The customer of the Merchant who makes payment through different payment methods.
Payer Data: Information of the payer, including credit card number, credit card verification code, expiration date, signature, etc.
Penalty: Any fines, additional service fees, or other additional payments required to be paid by the Merchant and/or PingPong by payment organizations and/or acquiring banks due to (including but not limited to) the Merchant's violation of payment organization rules or PingPong's violation of payment organization rules caused by the Merchant, or due to the Merchant's fraud transaction volume/fraud rate or chargeback volume/chargeback rate exceeding the permitted range.
PingPong: The entity within the PingPong group that contracts with the Merchant and/or its affiliates.
PingPong Website: https://checkout.pingpongx.com.
Privacy Policy: The policy explaining how PingPong collects, uses, stores, shares, and protects personal information and data from Merchants, payers, and other service users, including information about data subject rights and PingPong's compliance with applicable data protection laws and regulations.
Products/Services: The products sold and/or services provided by the Merchant/sub-Merchants to payers.
Refund: The return of all or part of a specific transaction amount to the payer upon the active request of the payer or the Merchant.
Retrieval Request: In cases involving suspicious transactions, high-risk transactions, fraud, non-compliance, or other abnormal or disputed transactions, payment organizations, acquiring banks, or other authorized regulatory authorities may request additional information and conduct audits or investigations of transactions.
Security Deposit: An amount set by PingPong at its discretion from time to time as security for refunds, penalties, fees, and other amounts payable by the Merchant to PingPong, which may consist of: (1) amounts withheld by PingPong from funds to be settled to the Merchant; and/or (2) amounts paid separately by the Merchant to PingPong upon PingPong's request.
Restricted List: The list of restricted services and products posted on the PingPong website, which PingPong may change or adjust at any time.
Services: The services provided by PingPong to the Merchant.
Settlement: The payment by PingPong to the Merchant of settlement funds for effectively processed Merchant transactions received from acquiring banks or payment organizations, after deducting refunds, chargebacks, transaction fees, and other fees.
Sub-Merchant: A sub-Merchant of the Merchant that sells products/services on the platform provided by the Merchant.
Transaction: The act of payment initiated by the payer, submitted by the Merchant to PingPong, whereby the payer pays the Merchant.
Transaction Data: Information obtained from transactions.
3. Contracting Parties, Governing Law, and Communication
3.1 Registration and "Know Your Customer" Information
Depending on the Merchant's place of registration as submitted on the PingPong website, PingPong's contracting entity with you and the applicable governing law shall be adjusted accordingly, as follows:
|
Merchant Registration Place |
PingPong Contracting Entity |
Address |
Governing Law |
|
Mainland China, Hong Kong, and other countries/regions not listed in this table (unless prohibited by local law) |
Ping Pong Global Holdings Limited |
Unit 06 12/F, Emperor Group Centre, 288 Hennessy Road, Hong Kong |
Laws of the Merchant's country of registration |
|
Singapore |
Mana Payment (Singapore) Pte. Ltd. |
23 Church Street, Level 7, Capital Square, Singapore, 049481 |
Singapore |
|
European Economic Area |
PingPong Europe S.A. |
9 Rue du Laboratoire, L-1911 Luxembourg |
Luxembourg |
|
United Kingdom |
PingPong Payment (UK) Limited |
78 Cannon Street, London, EC4N 6HL, United Kingdom |
United Kingdom |
|
Australia |
Mana Payment Australia Pty Ltd |
McBurney & Partners' Level 10, 68 Pitt Street, SYDNEY, NSW 2000 |
Australia |
|
Japan |
PingPong Asia Technology Co., Ltd. |
East Tower 4th floor, Otemachi First Square 1-5-1 Otemachi, Chiyoda-ku, Tokyo, 100-0004 Japan |
Japan |
|
United States and/or Canada |
PingPong Global Solutions Inc. |
27W 24th Street, Suite 704, New York |
United States |
3.2 You may contact our customer service at any time, for example by sending a message through https://checkout.pingpongx.com, or by calling 400-996-9666 (within China) or (+86) 0571-8972-2222.
3.3 You acknowledge and confirm that PingPong may push notifications and related service information to you through the following methods: posting notices on the PingPong website (including but not limited to notification information received when you log into your PingPong account), sending emails to your Authorized Email, sending mail to the address associated with your PingPong account, calling your telephone, or pushing SMS messages to you. You must be able to access the network and have an email account to receive communications and information related to PingPong Services. You further confirm that such notification shall be deemed received when posted on the PingPong website or sent by mail. You may request a copy of any information required to be disclosed by law (including this Agreement), and we will provide it to you in a format that you can store and copy (for example, email).
4. Merchant Details
4.1 Registration and KYC
To ensure PingPong complies with relevant anti-terrorism, financial services, and other applicable laws and regulations, as well as the "Know Your Customer" (KYC) requirements established by card networks and acquiring banks, you have provided specific information about yourself, your activities, and your shareholders, as detailed in the Merchant Application Information Form or similar documents provided on the PingPong website service page.
You hereby unconditionally warrant that all information you provide to PingPong upon request is correct and up-to-date. If any of the information you provide changes, you shall notify PingPong in writing at least three (3) business days in advance. You shall first provide supplementary information and supporting documents relating to your identity upon PingPong's request, and provide supplementary information and supporting documents relating to your shareholders and activities upon PingPong's reasonable request, to ensure compliance with applicable laws and regulations and the "Know Your Customer" requirements established by card networks and acquiring banks. You agree that PingPong may contact and consult relevant registration authorities and government departments to conduct further investigations into your identity, credit status, and background.
You agree that the services and related payment methods provided by PingPong under this Agreement may only be used for payment matters relating to the goods/services you sell. You shall not use this service to provide payment support for goods/services sold by third parties, nor shall you use this service to assist third parties in paying for their goods/services, or resell or authorize this service to third parties. For the avoidance of doubt, you may enter into separate agreements with sub-Merchants so that sub-Merchants may sell their goods or services on the platform you provide. However, you agree that this Agreement shall not create any obligations between PingPong and any sub-Merchant.
You hereby authorize PingPong to provide the information received from you to relevant payment organizations and acquiring banks so that payment organizations and acquiring banks may grant you access to their payment methods.
4.2 Approved Products and Services
You wish to obtain services from PingPong relating to the payment for your products and services. At the same time, you agree that PingPong only agrees to provide this service for specific products and services. If you wish to make any changes to your products and services, you shall obtain PingPong's prior written approval; without PingPong's prior approval, you shall not submit payment applications for new products and services.
If you use this service in violation of the laws of the relevant country, and/or such circumstances fall within those listed in the "PingPong Restricted Services and Products List" ("Restricted List"), you shall be prohibited from using the service. PingPong may update the above list at any time as necessary to ensure compliance with laws, compliance with organization rules, and/or reduction of potential risk exposure for fraudulent transactions, without providing any prior notice to you regarding such updates. PingPong will display the latest Restricted List on the PingPong website, which shall form part of this Agreement.
4.3 Settlement and Fee Details
PingPong will settle with you according to the settlement cycle confirmed by you through your Authorized Email and/or the PingPong acquiring Merchant management backend, and charge relevant fees according to the content confirmed through your Authorized Email and/or the PingPong acquiring Merchant management backend.
Your transaction settlement account is the bank settlement account you submitted when applying for this service. If there is any change to the bank settlement account information, you shall notify PingPong in writing ten (10) business days prior to the change and provide relevant materials. If transaction funds cannot be settled to your submitted account on time due to your reasons, PingPong shall not be liable.
5. Services
5.1 Services
PingPong agrees to provide you with legal and secure payment services in accordance with the terms of this Agreement. In addition, you should refer to the relevant manuals provided on the PingPong website to obtain other technical and procedural information.
5.2 PCI DSS Compliance
5.2.1 Payment Interface
As part of PingPong Services, you may use PingPong's payment interface within your platform or system for the following operations:
Payment processing (transmitting transaction information to and from relevant payment organizations or acquiring banks on your behalf);
Acquiring through PingPong (for some payment methods, you may need to enter into a direct acquiring agreement with the relevant payment organization or acquiring bank regarding the use of the payment method);
Reconciliation reports (only applicable when the payment method is acquired and settled through PingPong);
Using standard anti-fraud control tools in your account;
Accessing the backend through your account to use all available reporting options.
For card-not-present ("CNP") transactions processed by PingPong, you shall use PingPong's hosted payment page and/or call PingPong's provided API interface to submit payment details.
5.2.2 PCI DSS Compliance
As part of the services provided to you, PingPong will process payer data on your behalf and be responsible for data security from the time PingPong receives the relevant payer data through the relevant payment interface until PingPong ceases to store, process, and transmit such payer data.
You shall ensure that you always comply with the relevant PCI DSS requirements imposed by payment organizations for your processing of payer data and use of relevant payment interfaces. In complying with PCI DSS, you shall bear all costs and expenses for: (1) conducting or commissioning necessary PCI DSS certification audits; (2) obtaining PCI DSS compliance certification before storing, processing, or transmitting payer data; and (3) taking all necessary measures to ensure you always comply with PCI DSS during the term of this Agreement and after this Agreement expires, provided you continue to store, process, or transmit such payer data. In complying with PCI DSS, you shall always pay attention to changes in PCI DSS (or applicable standards) and implement such changes as needed to ensure payment card industry compliance.
PingPong has the right to verify from time to time whether you have properly complied with the above requirements in accordance with organization rules (for example, by requiring you to complete self-assessment questionnaires designated by payment organizations). If you fail to comply with the above requirements, PingPong has the right to terminate this Agreement or related payment methods in accordance with applicable organization rules until the relevant requirements are met.
5.3 Payment Methods
The payment methods supported by PingPong are provided on the PingPong website, and you have agreed to them. The website may be changed by PingPong at any time at its discretion. Support for each payment method requires authorization from the relevant payment organization, and payment organizations may refuse to grant or revoke such authorization at any time at their discretion. Some payment organizations or acquiring banks may require you to enter into agreements directly with them before using the relevant payment method. You may request activation of specific payment methods for your account through the PingPong service desk or your account manager. For each payment method, you may configure its usage settings through your account, and may temporarily or permanently stop offering such payment methods to payers.
You confirm and agree to pay attention to and comply with relevant organization rules, and payment organizations may change organization rules at any time at their discretion. You confirm that PingPong has no influence over organization rules and the policies of acquiring banks and payment organizations and does not exercise any control over them; however, PingPong will take all reasonable measures to assist you in being accepted by relevant payment organizations and acquiring banks.
If payment methods are changed, both parties may confirm the changed payment methods and the fees after the change through Authorized Emails or the PingPong acquiring Merchant management platform.
6. Fees and Charges
6.1 General Provisions
You agree to pay fees to PingPong in accordance with the provisions published on the PingPong website service page and/or confirmed by both parties' Authorized Emails, and to pay PingPong all relevant taxes and costs incurred by your bank account. If at any time you notify PingPong in writing that you wish PingPong to provide you with any supplementary services, you shall pay PingPong according to the fees and rates applicable to such supplementary services.
6.2 Fee Changes
The fees involved in this Agreement shall be listed on the PingPong acquiring Merchant management platform service page and/or confirmed by both parties' Authorized Emails. PingPong has the right to change fees and make them effective upon fifteen (15) days' prior notice. If fee changes are involved, PingPong will notify you through Authorized Emails or service page reminders.
6.3 Other Amounts Payable
You shall also, immediately upon becoming aware of any of the following circumstances (no later than five (5) business days after any of the following circumstances occur), pay to PingPong all amounts payable in accordance with this Agreement, including:
6.3.1 Any refund amounts that have occurred (except those PingPong has already deducted from amounts payable to you);
6.3.2 Any amounts overpaid by PingPong for any reason;
6.3.3 All amounts paid by PingPong for invalid transaction data;
6.3.4 Amounts required to be borne by PingPong by acquiring banks or payment organizations due to overpayment for transaction data or for other reasons;
6.3.5 All chargeback amounts; specifically, if a transaction is subject to a chargeback and such chargeback involves settlement proceeds you have already received, you shall unconditionally and immediately return the settled proceeds to PingPong so that PingPong may return such funds to the payment organization or acquiring bank;
6.3.6 Any penalties or economic losses arising from your breach of any provision of this Agreement, including but not limited to fines imposed by regulatory authorities, acquiring banks, payment organizations, and/or payment methods on PingPong, as well as losses suffered by PingPong due to your breach of any provision of this Agreement resulting in PingPong's failure to fulfill its obligations;
6.3.7 Except as provided in Section 6.2, PingPong has the right to change fees when the following circumstances occur, and the corresponding fee changes may be retroactive to transactions before the change: (1) if acquiring banks or payment organizations change fees; (2) if PingPong's costs increase for other reasons caused by acquiring banks or payment organizations; or (3) if PingPong's costs increase for other reasons.
6.4 Fee and Charge Deduction
For fees, charges, and other amounts payable by you or on your behalf by PingPong, PingPong has the right to deduct from your account, deduct from amounts pending settlement, or issue invoices to you.
Except for security deposit fees, all other fees charged by PingPong are non-refundable.
6.5 Taxes
Unless otherwise provided in this Agreement, all fees and other payment amounts you are required to pay under this Agreement do not include goods and services tax, or the amount of any other related taxes (if any).
7. Security Deposit
You agree that PingPong has the right to retain a security deposit to pay for potential refunds, chargebacks, penalties, products/services that have been paid for but not yet fully delivered, other amounts you should pay to PingPong, and potential obligations you may have to PingPong, other secured parties under this Agreement, and payment organizations.
PingPong has the right to set or adjust the amount of the security deposit at its reasonable discretion. If PingPong sets or adjusts the security deposit amount, you may not use that portion of funds, and PingPong has no obligation to pay you such funds until they are liquidated according to its policies. If your account is subject to security deposit restrictions, PingPong will notify you in advance in writing (through Authorized Emails, service website announcements, or other addresses provided by the Merchant to PingPong), specifying the relevant terms or any subsequent changes, which may include requirements at PingPong's discretion, and has the right to retain a specific percentage (or specific amount) of amounts collected in your account within a specified period (as determined by PingPong), or other amounts PingPong deems necessary to prevent and protect against risks related to your account.
You agree to the security deposit terms on the PingPong website service page.
8. Merchant Responsibilities and Obligations
To provide the services under this Agreement, you acknowledge that PingPong may enter into payment service agreements with third-party acquiring banks to assist PingPong in providing services to you; at the same time, you agree to provide assistance and/or information to PingPong as required by PingPong so that PingPong may comply with its obligations under the payment agency agreement.
You hereby represent, warrant, and undertake to PingPong:
8.1 You shall not apply for payment for any illegal transactions that you know or should know are illegal.
8.2 Your actions shall not interfere with or hinder PingPong's entry into payment service agreements, exercise of its rights under any payment service agreement, or performance of its obligations under any payment service agreement.
8.3 You shall cooperate with PingPong and acquiring banks to address any violations or potential violations of relevant security requirements arising from the possession of confidential data.
8.4 You shall comply with PCI DSS during the term of this Agreement and ensure that acquiring banks and PingPong may audit your systems and compliance with this Agreement from time to time.
8.5 You shall comply with all organization rules (to the extent relevant to you), all applicable laws, and other standards mentioned in the payment service agreement (and any amendments thereto from time to time).
8.6 You shall only submit relevant transactions to PingPong for products/services you provide to payers.
8.7 You shall ensure that you identify yourself to payers at all points of interaction so that payers can distinguish you from any other third parties (for example, suppliers providing you with products or services), and you shall ensure that your platform or system:
8.7.1 Clearly displays your name;
8.7.2 Ensures that the name listed on the platform or system is the name of you and the cardholder as stated in the declaration;
8.7.3 Displays your name and information in accordance with the level of clarity of any other information listed on the platform or system as required by organization rules (except for product or service images).
8.8 You shall not:
8.8.1 Conduct any transactions other than genuine purchases of products/services you supply;
8.8.2 Accept transactions relating to products and/or services outside your business scope without prior written approval from the acquiring bank or PingPong;
8.8.3 Accept transactions or provide transaction data for processing where such transactions or data processing are not conducted directly between you and the payer;
8.8.4 Accept or process transactions to provide cash to payers without prior written consent from the acquiring bank/PingPong;
8.8.5 Return transaction funds to payment methods not used for such transactions, and under no circumstances shall you accept any funds provided by payers for refund processing to payer accounts.
8.9 Except to indicate acceptance of the relevant payment method, you shall not use payment organization marks for any other purpose; at the same time, without prior written approval from the acquiring bank, you shall not use any other materials related to payment organizations or acquiring banks. In particular, you shall display appropriate guidance signs at relevant points of sale (including online, multimedia platforms, and payment gateways) to inform payers of the payment methods available for payment.
8.10 You shall grant PingPong, payment organizations, and acquiring banks an irrevocable license to use data you collect relating to sub-Merchants (if any).
8.11 Upon PingPong's request, you shall immediately provide relevant information to PingPong so that PingPong may comply with its obligations under the payment service agreement, including but not limited to information and documents reasonably required by the acquiring bank to satisfy its requirements for conducting Designated Person searches on you.
8.12 After becoming a Designated Person, you shall immediately inform PingPong and cease using PingPong Services.
8.13 After discovering that you have materially breached any provisions of this Agreement, you shall immediately notify PingPong.
8.14 You shall obtain authorization for each transaction from the authorization center designated by the relevant acquiring bank before or at the time of accepting each transaction, in accordance with the procedures agreed in the payment service agreement or as otherwise instructed by the acquiring bank to PingPong. If transaction authorization is successfully obtained, you shall (where applicable) record the code assigned to such authorization in the transaction records. For transactions that fail to obtain authorization immediately, you shall immediately contact PingPong to cancel the transaction. If the authorization center refuses to grant transaction authorization, the relevant transaction shall not be conducted, and you shall not seek authorization for different amounts for the same transaction on behalf of the same payer.
8.15 If the relevant products/services require shipment, you shall verify the shipping address to ensure goods are shipped to the correct address. You shall inform payers of the time required for shipping, and if you are unable to provide the shipped goods within the notification period for any reason, you shall notify payers of this situation.
8.16 You may only accept transactions in currencies permitted by PingPong, and shall not conduct transactions using dynamic currency conversion without PingPong's consent.
8.17 If the price you display to payers does not apply to all payment methods they accept, you must, before accepting the transaction, issue a statement clearly explaining any payment methods that do not apply to the displayed price and the price differences, which may be in amounts or percentages.
8.18 You have provided products/services related to transaction data at the amounts specified.
8.19 You have conducted all transactions in good faith and are not aware of any disputes regarding the validity of transactions or matters that may affect the validity of transactions.
8.20 For recurring transactions, you shall obtain a prior written request from the relevant payer requesting periodic payments to you for the relevant products/services. Such request must be dated and signed by the relevant payer, and specify the amount to be charged to such payer and the frequency of charging, as well as the time range during which such amounts may be charged. In addition, you shall immediately terminate recurring transactions upon receiving notice of: (1) cancellation notice from the payer; (2) notice from the acquiring bank or PingPong that the acquiring bank or PingPong will no longer process recurring transactions related to the relevant payment method; or (3) notice that the relevant payment method is no longer accepted.
8.21 Unless otherwise agreed in writing by PingPong or the acquiring bank, you shall not accept any transactions accompanied by security deposits, partial payments, or future delivery of products/services.
8.22 You shall take all measures to resolve transaction-related disputes with payers.
8.23 You shall keep all transaction records and related documents in a secure location.
8.24 If there is a material change to your business that affects its operations, you shall immediately notify PingPong upon discovering such material changes, including but not limited to: (1) any insolvency events (or impending insolvency events); (2) changes that have occurred or are about to occur to your control; (3) changes that have occurred or are about to occur to your trading terms, directors, other officers, trade name or business name, legal status, business or trading address, or any other details you have provided to PingPong; and (4) the actual or impending sale or disposal of all or any of your major assets that will cause a material adverse change to your business.
8.25 To reduce the adverse consequences of transaction fraud, chargebacks, etc. that you may encounter, PingPong has the right at any time to require you to activate chargeback alert services based on the comprehensive risk level of your historical transactions. You shall not refuse without reason and shall cooperate in activation.
8.26 Card Network Special Terms:
8.26.1 You shall not challenge the ownership of payment organization marks for any reason.
8.26.2 You undertake that for any transactions you conduct, there are no other transactions for the same products/services that exist or are intended to be conducted.
8.26.3 You shall not split one transaction into two or more transactions.
8.26.4 You shall not set any minimum or maximum transaction amounts.
8.26.5 You shall not discriminate against any payment method in any way.
8.26.6 You shall not submit any transactions that are already under dispute.
8.26.7 You shall not violate payment organization rules by requiring cardholders to provide card information.
8.26.8 Except as otherwise provided by laws and regulations or payment organizations, you shall not add additional fees to transactions.
8.26.9 Except as otherwise provided by laws and regulations, you shall not separately charge taxes on transactions.
8.26.10 You shall be responsible for the actions of your employees.
8.26.11 If you use or intend to use third-party service providers, you shall: (1) inform PingPong of the list of service providers you use or intend to use; (2) ensure that third-party service providers comply with relevant PCI DSS requirements imposed by payment organizations for processing payer data and using relevant payment interfaces; (3) if their service providers may have access to cardholder information, you shall promptly inform PingPong in writing; (4) for transactions processed through third-party service providers, PingPong is only responsible to you; (5) for any problems or failures caused by third-party service providers, you shall be responsible, and PingPong, payment methods, and payment organizations shall not be liable.
8.26.12 All costs arising from card network arbitration shall be borne by you.
8.27 You shall properly safeguard PingPong and PingPong Checkout account passwords, SMS verification codes, encrypted private keys, digital certificates, and other information materials, and manage authorized users properly. Your PingPong and PingPong Checkout account passwords, SMS verification codes, digital certificates, and other information materials are the only identifiers used by PingPong to identify you or authorized users and instructions. Any payment instructions sent to the PingPong system using the aforementioned information materials shall be deemed your actions and constitute your irrevocable instructions. PingPong may execute such instructions without verifying other information, and PingPong shall not be liable for any actions taken in accordance with such instructions or their results; losses and legal liabilities arising from your improper safeguarding, use, or maintenance of the aforementioned information materials shall be borne by you.
Please do not store PingPong and PingPong Checkout account passwords, SMS verification codes, encrypted private keys, digital certificates, and other information materials and passwords in browsers, or use browser's built-in password auto-fill function, to avoid the risk of account and password leakage.
8.28 If you use PingPong-provided hardware devices or terminals in the course of using PingPong acquiring services, you shall use the hardware devices properly in accordance with reasonable principles. Among these:
8.28.1 Devices shall be placed at locations corresponding to your registration address.
8.28.2 One device is only permitted for use by one Merchant.
8.28.3 If you lease devices from PingPong, the warranty period for such devices shall be consistent with your lease term.
8.28.4 During the lease period, if devices are damaged, you shall inform PingPong of the damage details within two (2) days of the damage occurring; if PingPong confirms that the device damage is caused by manufacturing defects in the device itself or software damage, PingPong will provide you with device repair or replacement. Prerequisites for warranty coverage include but are not limited to:
8.28.4.1 The serial number on the device you submit is clearly readable.
8.28.4.2 The device you submit must be complete (including packaging box, charging cable, protective film box, and charging adapter).
8.28.4.3 After PingPong's inspection, it is confirmed that the device damage is not related to your fault.
8.28.4.4 You bear the transportation costs incurred during the device lease and warranty period.
8.28.5 If device damage is caused by force majeure or your improper use, PingPong shall not be responsible for warranty. You confirm and accept that PingPong's inspection results regarding the cause of device damage shall be final.
8.28.6 PingPong will provide devices according to the quantity required in emails or purchase orders as agreed with you or separately agreed, and may adjust at its discretion based on PingPong's inventory availability.
8.28.7 If PingPong suffers losses due to your careless loss of devices or damage to devices, you shall compensate PingPong for its losses, including bearing the costs PingPong needs to pay to third parties.
8.29 Except as explicitly agreed in this Agreement, if you breach the representations, warranties, undertakings, and other related agreements under this Agreement, PingPong has the right to suspend or terminate the provision of services under this Agreement based on your breach circumstances, and you shall compensate PingPong for all economic losses arising therefrom.
9. Merchant Acknowledgments
You agree and acknowledge:
9.1 PingPong has the right to refuse any transactions that violate laws.
9.2 Payment organizations may prohibit your use of their marks at any time, immediately, and without any prior notice, for any reason.
9.3 Payment organizations have the right to enforce any provisions of their organization rules and prohibit you and/or PingPong from participating in any actions that payment organizations believe may harm or pose risk of harm to payment organizations.
9.4 If acquiring banks require PingPong to provide any information relating to you (whether confidential or not) so that acquiring banks may comply with their obligations under the payment agency agreement, you shall provide such information to PingPong within seven (7) days of receiving the request, and agree that PingPong may provide such information to acquiring banks.
9.5 If PingPong or you breach the payment service agreement due to your breach of obligations under this Agreement, acquiring banks have the right to retain or withhold any amounts due and payable by PingPong or you.
9.6 PingPong may, within the scope it or acquiring banks deem necessary or appropriate, require changes to your website to ensure you always comply with applicable organization rules.
9.7 If there is inconsistency between the terms of this Agreement and the terms of organization rules, the provisions of organization rules shall prevail.
9.8 Payment organizations are the sole and exclusive owners of organization marks.
9.9 Upon the request of acquiring banks, PingPong may from time to time require you to make supplementary representations, warranties, undertakings, and/or confirmations, in which case PingPong will require you to enter into an amended agreement within ninety (90) days.
9.10 Unless otherwise approved by the relevant payment organization, if you exceed the maximum payment transaction amounts set by the relevant payment organization from time to time, you shall enter into a direct contractual relationship with payment organization members. If PingPong anticipates that the maximum amounts will be exceeded, may be exceeded, or may have been exceeded, PingPong has the right to:
9.10.1 Stop processing any transactions for you; and/or
9.10.2 Immediately terminate this Agreement.
9.11 You understand that you shall bear all risks related to all transactions yourself. If you wish to use two or more URLs to accept transactions, you shall apply to PingPong for each URL you plan to use, and may only use them after PingPong's approval. Under this Agreement, without PingPong's prior consent, you shall not use multiple URLs to accept transactions, register multiple URLs under this Agreement, or use any other URLs to accept transactions. If you violate this provision, PingPong has the right to immediately terminate service provision and/or refuse to settle some or all amounts. The consequences arising from your violation of this provision shall be borne by you, including but not limited to payment organization fines and losses caused to PingPong.
9.12 You understand and agree that PingPong has the right to set different service paths and charging models based on your website building paths. You undertake not to apply the service paths and technical integration methods set for websites built through the Shopify platform to websites not built through the Shopify platform, and vice versa. If you violate the above undertaking, PingPong has the right to refuse to provide services and require you to bear any losses caused to PingPong due to improper application of service paths.
9.13 You confirm that PingPong has the right to publish and update relevant organization rules on the PingPong website from time to time. Your signing of this Agreement constitutes your agreement to accept the organization rules of relevant payment methods that have been or may be published on the PingPong website.
9.14 You confirm that if you have multiple business collaborations with PingPong, and your balance with PingPong under a single or several businesses is negative, PingPong is allowed to transfer or offset from your balances under your other businesses. For example, if your balance under PingPong acquiring services is negative USD 5,000, and your balance under cross-border payment services is USD 10,000, you allow PingPong to transfer or offset USD 5,000 from that USD 10,000 to the acquiring business.
9.12 You confirm to agree with the content of Annex 1 USA Special Terms – Deutsche Bank AG and Annex 2 Payment Scheme Rules
10. Termination of Agreement
10.1 PingPong has the right to terminate this Agreement upon thirty (30) days' prior written notice to you.
10.2 If any of the following circumstances occur, PingPong has the right to terminate this Agreement immediately after issuing written notice:
10.2.1 Any acquiring bank or payment organization requests PingPong to terminate this Agreement.
10.2.2 Any acquiring bank or payment organization terminates the payment service agreement with PingPong used to support your transactions.
10.2.3 According to the determination of PingPong, acquiring banks, or any payment organization, the activities of you and/or your sub-Merchants (if any) involve fraud, misconduct, or violation of organization rules.
10.2.4 Any acquiring bank or payment organization determines that the proportion, quantity, or amount of fraudulent transactions submitted by you, or the number of chargebacks or refunds related to you or any sub-Merchant's business, exceeds acceptable limits.
10.2.5 You submit any transactions for processing on behalf of any third party other than as agreed by both parties under this Agreement.
10.2.6 During the term of this Agreement, without the prior written consent of acquiring banks and PingPong, you make material changes to your website content, or change your business or business model, or any of your parent companies undergoes a direct or indirect change of control.
10.2.7 You fail to submit any transactions for six (6) consecutive months, or your account records no activity.
10.2.8 You become a Designated Person.
10.2.9 You engage in any actions that may cause losses (including reputational damage) to payment organizations or their payment systems.
10.3 This Agreement shall automatically terminate upon the occurrence of any of the following circumstances:
10.3.1 Payment organizations or acquiring banks cancel PingPong's registration as a payment service provider; or
10.3.2 Acquiring banks no longer enjoy payment organization membership for any reason; or
10.3.3 Acquiring banks fail to obtain valid licenses from any payment organization to use any payment organization marks you accept.
10.4 Upon termination of this Agreement, you shall pay all fees that have become due or arise on the termination date, and other amounts payable to PingPong. For the avoidance of doubt, the expiration or termination of this Agreement shall not affect the rights, claims, and remedies PingPong has acquired or should acquire. In addition, the rights and obligations under provisions that should continue to be effective by their nature shall continue to be effective.
11. Anti-Money Laundering ("AML") and Counter-Terrorism Financing ("CTF")
11.1 Due to anti-money laundering, counter-terrorism, financing, or other requirements applicable in relevant jurisdictions, before you enter into any transaction or before PingPong provides you with any services, PingPong or any of its agents may require specific identity information or other relevant documents. You hereby acknowledge that PingPong may make such requests to you, and shall immediately provide PingPong with all information reasonably requested by PingPong upon PingPong's request so that PingPong may conduct customer due diligence procedures and AML/CTF checks. You hereby agree and acknowledge that PingPong shall not be liable for any losses you suffer due to your failure or delay in providing the above information or documents, or due to your provision of any inaccurate information. You hereby declare and warrant that all information you provide to PingPong (including information provided during customer admission procedures and subsequent reviews) is complete, true, and accurate, and you undertake that if any of the above information changes, you will immediately notify PingPong. PingPong has the right to require you to provide supplementary identity information or any other documents at its discretion in accordance with applicable "KYC" requirements, AML/CTF laws, and regulations. If you are sanctioned under AML/CTF regulations, you undertake to immediately notify PingPong.
12. Settlement and Refunds
12.1 PingPong shall settle with you for transaction funds that should be paid to you that PingPong has received from acquiring banks and/or payment organizations in accordance with this Agreement and/or as determined by both parties' Authorized Emails and/or set on the PingPong acquiring Merchant management platform, but PingPong has the right to deduct relevant fees due and payable to PingPong in accordance with this Agreement and/or as determined by both parties' Authorized Emails and/or set on the PingPong acquiring Merchant management platform. Additionally, to ensure your performance of payment obligations under this Agreement, security deposits shall be settled to you in accordance with the settlement cycle set in this Agreement and/or as determined by both parties' Authorized Emails and/or set on the PingPong acquiring Merchant management platform.
12.2 You shall verify the correctness and completeness of each settlement amount within a reasonable time frame. If you have any objections to the amounts PingPong settles to your designated account, you shall raise objections in writing within seven (7) business days of receiving the settlement amounts; otherwise, such settlement amounts shall be deemed correct and accurate, and you shall not thereafter raise any objections regarding such settlement amounts.
12.3 If you have a large number of customer disputes, regulatory investigation matters, transaction risk events, abnormal transaction volumes, violations of applicable laws or organization rules, agreement expiration or early termination, or other outstanding matters, PingPong has the right to take one or more of the following measures based on risk levels:
12.3.1 Postpone settlement;
12.3.2 Adjust settlement cycle;
12.3.3 Adjust security deposit amount and/or security deposit retention period.
12.4 If you experience out-of-stock situations, inability to ship goods, inability to provide services, your customers canceling transactions, or other situations requiring refund processing:
12.4.1 PingPong has the right to require you to submit any written documents required by PingPong to process refund requests within the time specified by PingPong.
12.4.2 If you request a refund, PingPong will process the refund from funds in transit or funds pending settlement. If funds in transit or funds pending settlement are insufficient to complete the full refund, you shall transfer the remaining refund balance to PingPong's bank account via bank transfer. If you fail to transfer the remaining balance, PingPong has the right to reject the refund request and not be liable for the refund, and you shall bear full compensation responsibility for all losses caused to PingPong thereby.
12.5 Upon PingPong's request, if a transaction involves a refund application, has high fraud risk, or is suspected of fraudulent behavior, you shall provide PingPong with the information required by PingPong in the manner decided by PingPong for transaction assessment. If, based on PingPong's independent judgment, there is no conclusive evidence that the transaction does not fall under the above circumstances, PingPong reserves the right to directly process such transaction as a refund.
12.6 To prevent fraudulent transactions, reversed transactions, and the use of other improper payment methods, you shall not conduct offline refunds (for example, transferring funds to other accounts of payers or paying cash, etc.). Refund funds must be returned to the payment method used by the payer to pay for the relevant products/services through the original channel.
12.7 If any of the following circumstances occur, PingPong or acquiring banks have the right to proactively refund or delay settlement at their discretion without prior notice to you:
12.7.1 When PingPong or acquiring banks conduct risk anti-fraud detection on your transaction orders and determine the transactions are suspicious.
12.7.2 When, upon PingPong or acquiring banks' determination, your transactions involve fraud, counterfeit goods, inability to ship on time, or non-shipment, and after PingPong notifies you to process refunds, you refuse to refund or fail to proactively refund within the time specified by PingPong.
12.7.3 When PingPong or acquiring banks determine that your transaction chargeback rate or fraud rate exceeds the acceptable risk range of PingPong or acquiring banks (such risk range being determined by PingPong or acquiring banks).
12.7.4 When PingPong or acquiring banks determine based on their professional judgment that you are engaged in transactions not within the scope accepted by payment organizations or acquiring banks, or that violate AML/CTF-related laws and regulations.
12.7.5 When you have other transactions that PingPong or acquiring banks consider unreasonable.
12.8 If you experience chargebacks, refunds, fraudulent transactions, fraud, or high-risk transactions, PingPong has the right to handle them in accordance with this Agreement, and you shall bear all losses arising therefrom, for which PingPong shall not be liable.
12.9 If you violate any organization rules, you shall bear full responsibility for all adverse consequences arising from refunds, delayed settlement, account freezing, or other related risk control measures conducted by PingPong, acquiring banks, or payment organizations, for which PingPong shall not be liable.
12.10 After this Agreement expires or is terminated early, PingPong will settle in accordance with this Agreement, specifically according to the cycle agreed by both parties' Authorized Emails and/or determined on the PingPong acquiring Merchant management platform.
13. Limitation of Liability
13.1 Under no circumstances shall PingPong or acquiring banks be liable for any matters under this Agreement, whether based on any contractual liability, tort liability, negligence liability, strict liability, or other legal or equitable principles: (a) (1) any special, incidental, or consequential damages, (2) costs of procuring substitute services, or (3) interruption of use, loss, or corruption of data; or (b) (1) with respect to any single event, not exceeding 5% of the fees PingPong charged to you in the twelve (12) months prior to such event; and (2) PingPong's maximum aggregate liability for all events (including any and all claims for breach of this Agreement) shall not exceed 100% of the total fees PingPong charged to you in the twelve (12) months prior to such events. PingPong shall not be liable for any failures or delays caused by matters beyond its reasonable control.
13.2 If due to force majeure events, including but not limited to reasons of acquiring banks, payment organizations, or payment gateways, adjustments to laws, regulations, or policies (including but not limited to financial, sanctions, foreign exchange, and other related laws or policies), natural disasters, public enemies, public acts, fires, explosions, accidents, labor disputes/strikes, floods, embargoes, wars, terrorism, nuclear disasters, riots, epidemics, public energy interruptions, communication link or facility failures, or other causes beyond a party's reasonable control and not caused by its fault or negligence (each referred to as a "Force Majeure Event"), a party is unable to perform this Agreement in whole or in part, such party shall not bear any liability arising therefrom; however, if the other party is unable to perform for thirty (30) consecutive working days due to a Force Majeure Event, either party may terminate this Agreement.
14. Miscellaneous Provisions
14.1 Pricing
Unless otherwise agreed in this Agreement, both parties' Authorized Emails, or the PingPong acquiring Merchant management platform, all prices and fees under this Agreement shall be denominated in US dollars.
14.2 Tiered Pricing
All volume-based pricing is tiered pricing, meaning each transaction is priced according to the price tier in which it falls.
14.3 Notices
You agree that PingPong may send you notices or service-related information through the following methods: posting announcements on the PingPong website, sending emails to your email address, posting announcements in your PingPong account, sending letters to your registered address, calling you, or sending SMS messages, in accordance with the contact information you provided in your form.
Unless otherwise provided in this Agreement, amendments to this Agreement shall only be made upon written agreement of all parties to this Agreement.
14.4 Waiver
The failure or delay of any party to this Agreement to exercise any right or remedy under this Agreement (except as explicitly waived in writing) shall not constitute a waiver by such party of such right or remedy; and the exercise by any party of any right or remedy, either singly or partially, shall not preclude such party from exercising such right or remedy separately or further, or exercising any other right or remedy. The rights and remedies under this Agreement are cumulative and shall not exclude any rights or remedies provided by law. Any explicit waiver by any party of any breach of the provisions of this Agreement by the other party shall not constitute a waiver by such party of subsequent breaches.
14.5 Assignment
This Agreement shall be legally binding on each party and its respective successors and assigns, and shall be for their benefit. No party may assign this Agreement without the prior written consent of the other party.
14.6 Severability
If any provision of this Agreement is determined to be illegal, invalid, or unenforceable under any law, decree, or rule, such provision or part shall not be deemed to form part of this Agreement, and the legality, validity, and enforceability of the remaining parts of this Agreement shall not be affected thereby. For the avoidance of doubt, the illegality, invalidity, or unenforceability of any provision of this Agreement shall not affect the legality, validity, or enforceability of any other provision.
14.7 Availability and Effectiveness of Agreement
The terms of this Agreement have been provided to you before they become effective and may thereafter be viewed on our website. At any time during the contractual relationship, you have the right to request to receive the terms of this Agreement on a durable medium.
This Agreement shall become effective from the date you or your designated authorized person registers a PingPong Checkout account on the PingPong website and agrees to this Agreement, or the date you actually use PingPong acquiring services (whichever occurs first).
PingPong has the right to reasonably presume that the natural person registering a PingPong acquiring account is your designated authorized person, and you may not refuse to perform this Agreement on the grounds that such operator lacks authorization.
If you enter into an acquiring service agreement with PingPong by signing an offline agreement, and the offline version conflicts with this Agreement, the offline version agreement shall prevail; where the offline version agreement does not mention but this Agreement mentions, this Agreement shall continue to apply.
If a Merchant generates multiple Department IDs ("DID") with PingPong, the Merchant's contracting entity shall remain unchanged, meaning each DID is not a separate entity. If different DIDs sign different versions of this Agreement upon admission, it shall be deemed that the subsequently signed this Agreement replaces the originally signed version of the agreement.
14.8 Amendment of Agreement
We are constantly updating PingPong Services, which means we sometimes must change the terms of this Agreement. PingPong may revise, modify, or update this Agreement at its discretion. Such changes shall become effective immediately upon publication. If we make any material changes, we will notify you by email or other means. If you do not agree to our changes, you should immediately cease using PingPong Services. Your continued use of PingPong Services will be subject to the new terms. However, any transactions or disputes that occurred before the change shall be governed by the agreement in effect at the time such transaction or dispute occurred.
14.9 Governing Jurisdiction
Any disputes or claims arising from this Agreement shall be submitted to institutional arbitration administered by the Hong Kong International Arbitration Centre and finally resolved in accordance with the HKIAC Institutional Arbitration Rules effective at the time of submission of the notice of arbitration. The place of arbitration shall be Hong Kong. The number of arbitrators shall be one, and the arbitration language shall be English.
14.10 Disclaimer
PingPong Services are provided "as is." PingPong and its service providers hereby disclaim all express or implied warranties, including but not limited to warranties of merchantability, fitness for a particular purpose, and non-infringement. PingPong and its service providers make no warranties that the services will be error-free or that access will remain continuous or uninterrupted. You understand that you download or otherwise obtain content or services through our PingPong Services at your own discretion and risk.
14.11 Anti-Bribery and Anti-Corruption
You undertake to fully and strictly comply with PingPong's policies and all applicable anti-corruption laws. You agree that you shall not, directly or indirectly, provide bribes, secret commissions, gifts, entertainment, or any valuable items to any government employees, officials, candidates, political parties, state-owned enterprises, or any entities with which PingPong seeks business relationships, to obtain or maintain business or obtain improper benefits for PingPong, or to seek improper advantages. You hereby warrant and declare to PingPong that you have not engaged in any acts prohibited by this provision. To ensure compliance with the above provisions, during the term of this Agreement and for two (2) years after termination or early termination of this Agreement, you agree that PingPong's internal or external auditors or other designated persons have the right to audit your work products, deliverables, accounting books, and records related to the performance of this Agreement during normal business hours. You agree that if PingPong determines that you have violated this provision, PingPong has the right to terminate this Agreement immediately without prior notice. You shall bear and indemnify PingPong and its affiliates, employees, executives, directors, and representatives against all losses and damages arising from, related to, or resulting from such violations.
15. Special Provisions Regarding Chargeback Fees and Chargeback Alerts
15.1 Chargeback Fees
You agree that PingPong has the right to implement chargeback fees based on your chargeback transaction situation in accordance with the content confirmed by both parties' emails or Merchant backend configuration.
For the avoidance of doubt, monthly chargeback rate refers to the proportion of transactions that have been successfully refunded upon the request of cardholders or issuers according to relevant organization rules, resulting in the cancellation of transactions for which you have paid or should pay amounts, to the total number of transactions in that month.
15.2 Chargeback Alert Service
To a certain extent reduce the adverse consequences of transaction fraud, chargebacks, etc. that you may encounter, you shall proactively activate chargeback alert services upon PingPong's requests from time to time.
15.2.1 Merchant Rights and Obligations:
15.2.1.1 You shall respond to chargeback alerts received in a timely manner and decide independently based on actual circumstances to take response measures such as suspending relevant accounts, stopping transactions, proactively refunding, or directly ignoring alerts. Nevertheless, when PingPong determines that you have unreasonable or high-risk transactions, you irrevocably authorize PingPong to unilaterally refund the corresponding transactions and/or orders and notify you promptly.
15.2.1.2 You shall actively cooperate with requests made by PingPong based on this service.
15.2.1.3 You shall properly safeguard all order information received from PingPong through the use of this service, comply with all relevant privacy and data protection regulations, related laws and industry regulations, including but not limited to EU GDPR and US privacy laws.
15.2.1.4 You authorize PingPong to purchase other related services from upstream data service providers to improve service quality.
15.2.1.5 You undertake to use this service only in your own name and shall not transfer, distribute, or authorize third parties to use this service.
15.2.2 PingPong Rights and Obligations:
15.2.2.1 Once any cardholder sends a chargeback request to a specific issuing bank, PingPong shall make all reasonable efforts to deliver alert signals to you. For the avoidance of doubt, PingPong has the right to choose whether to send all transaction-related information to you.
15.2.2.2 PingPong shall promptly provide you with subsequent chargeback alert status updates (if any), such as account, logistics information, transaction refund, order cancellation status, and other order information.
15.2.2.3 PingPong hereby disclaims all express or implied warranties, including but not limited to warranties of merchantability, fitness for a particular purpose, and non-infringement. PingPong makes no warranties that services will be error-free, continuous, fit for particular purposes, have particular service quality, be accurate, or uninterrupted.
15.2.3 Service Fees
You shall pay service fees based on the specific frequency of alerts issued: regardless of what response measures you decide to take regarding the chargeback alert notice, the above service fees shall not be refunded.
16. Protecting Your Data
16.1 We will ensure that all your personal information complies with the data privacy and security requirements of applicable laws and our published Privacy Policy. Your use of PingPong Services is subject to the Privacy Policy you agreed to in the terms and conditions of this Service Agreement. Please familiarize yourself with the Privacy Policy by visiting our website. PingPong may, at its discretion, update the Privacy Policy by updating the Privacy Policy page on its website. You may view the latest Privacy Policy at any time by clicking on the Privacy Policy on the PingPong website.
16.2 You confirm and agree that PingPong retains the right to collect and disclose your personal information to third parties in accordance with the Privacy Policy to comply with requirements of governmental and/or other regulatory authorities, or to provide you with better services or protect the legitimate rights and interests of PingPong and yourself.
Annex 1
USA Special Terms – Deutsche Bank AG
IMPORTANT NOTICE TO MERCHANTS:
PLEASE READ THIS AGREEMENT CAREFULLY. BY REGISTERING FOR, ACCESSING, OR USING THE SERVICES PROVIDED HEREUNDER, OR BY CLICKING "I AGREE" (OR ANY SIMILAR ASSENT BUTTON) ON THE PINGPONG WEBSITE OR MERCHANT PORTAL, YOU AGREE TO BE BOUND BY ALL TERMS AND CONDITIONS OF THIS AGREEMENT.
THIS CONSTITUTES A LEGALLY BINDING CONTRACT AMONG THE MERCHANT, PINGPONG, AND THE BANK. IN THE EVENT OF ANY CONFLICT BETWEEN THIS ONLINE VERSION AND ANY HISTORICAL OFFLINE AGREEMENT SIGNED BETWEEN THE PARTIES, THIS ONLINE VERSION SHALL PREVAIL AND CONTROL.
Contracting Parties
(Each, a “Party”, and together, the “Parties”).
WHEREAS, Merchant wishes to subscribe for, and PingPong and Bank agree to provide to Merchant, the Services, as applicable, pursuant to the terms and subject to the conditions hereof.
1. Definitions and Terms
2. Overview
In accepting Cards for the purchase of Merchant’s Products/Services, Merchant shall comply with the requirements of this Agreement, including but not limited to, the Scheme Rules, as the same may be revised from time to time.
Subject to the requirements of the Scheme Rules, Bank and PingPong reserve the right to allocate duties and obligations amongst themselves as they agree appropriate in their sole discretion, and Bank or PingPong may jointly or individually assert or exercise any rights or remedies provided hereunder. If Merchant wishes to address any act or omission by, or make or bring any claim or action against, Bank or PingPong relating to this Agreement, it shall first discuss such issue with PingPong prior to making or bringing any claim or action against Bank (in which case PingPong shall address the issue as agreed with Bank). Unless otherwise noted, all other products, services, and obligations to Merchant are the sole responsibility of PingPong.
3. Scheme Rules; Compliance with Applicable Law
Merchant agrees to honor qualified Payment Scheme-branded cards in connection with the sale of goods, merchandise, or services, including the Products/Services, in compliance with, and subject to, the Scheme Rules. Merchant shall at all times comply with Applicable Law, including PCI DSS, in connection with the operation of its business, including its sale or provision of the Products/Services, the performance of its obligations under this Agreement, and its receipt of the Services hereunder. Under Scheme Rules, Merchant does not own Cardholder Data or the Card account, Cardholder, personal, or other payment transaction information generated when a payment transaction is processed using the Services.
Merchant will not use, retain, disclose, sell, or disseminate the Cardholder Data or any Card or Cardholder information including, without limitation, names, addresses, and Card account numbers obtained in connection with payment transactions except for authorizing, processing, and settling Transactions, or resolving Chargebacks, retrieval requests, or similar issues related to its Transaction(s).
4. Merchant Details
4.1. Registration and KYC information Merchant
In order to enable PingPong and Bank to comply with relevant AML/CTF, financial services and KYC requirements imposed by the Payment Schemes and under Applicable Law, or imposed on PingPong by Bank, Merchant has provided certain information about itself, its activities and its shareholders as included in the Merchant Form.
Merchant warrants unconditionally that all information provided by it in the Merchant Form is correct, accurate, and up to date. Merchant will provide PingPong and Bank with at least three (3) business days’ prior written notice of any material change of any information provided by it in the Merchant Form. Merchant will, promptly upon PingPong or Bank’s written request and in any event within three (3) business days, provide such additional information and supporting documentation regarding its identity and that of its shareholders and activities as PingPong or Bank may reasonably require to ensure compliance with Applicable Law, as well as Payment Schemes and Bank’s KYC requirements. Merchant will promptly provide to PingPong or Bank, as applicable, any financial or other information reasonably requested to perform credit, security, qualification, or other reviews related to the provision of the Services. Merchant agrees that PingPong and Bank may run, to the extent required by Applicable Law, and authorizes PingPong and Bank to run, further checks on Merchant’s identity, creditworthiness and background by contacting and consulting relevant registries and government authorities.
Merchant agrees that it may only use the Services and the Payment Method(s) provided by PingPong and Bank pursuant to this Agreement for payment in respect of Merchant’s sale of the Product(s)/Service(s). Merchant may not use the Services to facilitate any payment for the Product(s)/Service(s) that are sold by third parties and Merchant may not resell or license the Services to third parties.
Merchant hereby authorizes each of PingPong and Bank to submit information received from Merchant (including any information included in the Merchant Form) to the relevant Payment Schemes and, in the case of PingPong, to Bank, to obtain permission for providing access to their Payment Method(s) for Merchant.
4.2. Permitted Product(s)/Service(s)
Merchant agrees to use the Services with respect to payments for the approved Product(s)/Service(s) declared during onboarding and configuration of the Merchant Account. Merchant agrees that PingPong’s and Bank’s obligations under this Agreement exist only to the extent that Merchant provides such Product(s)/Service(s). Merchant must obtain Bank and PingPong’s prior written approval if Merchant wishes to make any material change to the Product(s)/Service(s) and agrees that it shall not submit any payment requests in respect of unapproved Products/Services without obtaining Bank and PingPong’s prior written approval.
Notwithstanding anything to the contrary herein, Merchant shall not use the Services for the payment for the Product(s)/Service(s) where it is illegal to offer or provide such Product(s)/Service(s) to or from the relevant country, and/or if such Product(s)/Service(s) are listed in PingPong’s Restricted Services and Products List at Schedule 4 to this Agreement. This list may be updated by PingPong from time to time without prior notice to Merchant where necessary to ensure compliance with Applicable Law, Scheme Rules, Bank’s requirements, and/or to reduce exposure to potentially fraudulent Transactions. PingPong will inform Merchant of any updates to this list via written notifications on the Merchant Account of the PingPong website, which notifications are to be deemed incorporated into Schedule 4.
Merchant agrees and acknowledges that PingPong’s and Bank’s provision of their respective Services hereunder to Merchant shall not be interpreted as the advice or opinion of PingPong or Bank, as applicable, as to the legality of the Product(s)/Service(s) or Merchant’s intended supply or sale of such the Product(s)/Service(s). Merchant is and remains solely responsible to ensure the Product(s)/Service(s) sold are in compliance with Applicable Law in its country of origin and the countries in which Merchant is based and the applicable Scheme Rules. Merchant represents and warrants to PingPong and Bank that, by accepting this Agreement online, it has acquainted itself with the Scheme Rules of the Payment Method(s) and Applicable Law. If PingPong or Bank determine, in their sole discretion, that there is a significant risk that the Product(s)/Service(s), or Merchant’s provision of its Products/Services, are not as of the date hereof, or in the future cease to be, compliant with Applicable Law and/or are in violation of applicable Scheme Rules, or if Merchant violates the Scheme Rules or Applicable Law, PingPong or Bank may immediately terminate the Services and this Agreement. The foregoing termination remedy shall be without prejudice to any other rights and remedies PingPong or Bank may have under this Agreement, including the survival rights in Section 11.5.
5. PingPong Services
5.1. General
PingPong agrees to provide the payment processing technology and gateway services to Merchant in accordance with the terms of this Agreement.
5.2. Payment Interfaces and PCI DSS Compliance
5.2.1. Payment Interfaces
As part of PingPong’s Services, Merchant may use PingPong’s payment interfaces in the Merchant Account for the purposes of processing the actions below:
Merchant will use the hosted payment pages of PingPong to submit payment details for CNP Transactions to be processed by PingPong. Merchant may customize the hosted payment pages by using the ‘skinning options’ made available by PingPong.
5.2.2. PCI DSS Compliance
Where PingPong handles Cardholder Data on behalf of Merchant as part of the Services, PingPong will be responsible to ensure the security of such Cardholder Data in accordance with applicable PCI DSS requirements as imposed by the Payment Schemes from the moment PingPong first receives such Cardholder Data via the relevant payment interface and this responsibility remains for as long as PingPong continues to store, process and transmit such Cardholder Data.
Merchant must itself ensure it complies at all times with the relevant PCI DSS requirements, and other applicable data protection and privacy laws, with respect to Merchant’s handling of Cardholder Data and Merchant’s use of the relevant payment interface. When PCI DSS compliance is required, then Merchant shall, at its sole cost and expense: (i) conduct or have conducted the audits required for PCI DSS certification; (ii) obtain PCI DSS compliance certification prior to storing, processing or transmitting Cardholder Data; and (iii) take all actions required for Merchant to maintain PCI DSS compliance during the latter of the duration of this Agreement, and for any period of time after the term of this Agreement that Merchant stores, processes or transmits such Cardholder Data. When required to be PCI DSS compliant, Merchant shall remain at all times aware of changes to PCI DSS (or applicable standard) and implement such changes as necessary to maintain PCI compliance.
PingPong or Bank may from time to time be required under applicable Scheme Rules to verify or ensure Merchant’s compliance (e.g., by requiring Merchant to fill out self-assessment questionnaires prescribed by the Payment Schemes). Failure to comply with such requirements may cause PingPong or Bank to be required under applicable Scheme Rules to terminate this Agreement or suspend the Payment Method(s) until such requirements are fulfilled.
5.2.3. Payment Methods
Merchant acknowledges and agrees that Merchant shall comply with the relevant terms, limitations and usage conditions and restrictions imposed by the relevant Payment Schemes (including the Scheme Rules) with respect to the use of their Payment Method(s), which may be changed from time to time by such Payment Schemes in their discretion. Merchant acknowledges that PingPong and Bank have no influence on or control over the Scheme Rules or the acceptance policies of the Payment Schemes. Merchant agrees to the Payment Method(s) configured and activated within the Merchant Account dashboard.
6. Bank Services
Bank is a member of certain Payment Schemes, including Visa and Mastercard, permitting it to acquire payment transactions for such Payment Schemes. Bank sponsors PingPong as a Member Service Provider under the Scheme Rules, allowing PingPong to process payment authorizations, transmissions, and Settlement activities for Visa and Mastercard transactions under Bank’s direction. With respect to Visa and Mastercard transactions that are part of the Services provided by Bank, as described below, Bank’s responsibilities are limited solely to the sponsorship and Settlement of certain Card transactions submitted in accordance with this Agreement and the Visa and Mastercard Scheme Rules, and Bank will not have any obligation or liability of any nature in connection with any services of any kind provided by PingPong or its affiliates.
6.1. Transactions
Merchant will submit a Transaction hereunder only if the Transaction is made or approved by the Cardholder who is issued the Card used for the Transaction. The burden of verifying the identity of the Cardholder and the Cardholder’s authority to initiate a Transaction rests solely with Merchant. Merchant will not submit directly or indirectly: (i) any Transaction that Merchant knows or should have known to be fraudulent or not authorized by the Cardholder; (ii) any Transaction that results from a transaction outside of Merchant’s normal course of business, as disclosed to PingPong or Bank; or (iii) any Transactions that do not represent a purchase of goods or services from Merchant or a credit transaction related to a purchase of goods or services from Merchant.
If at any time PingPong or Bank suspects fraud, money laundering or violations of Applicable Law (including the Scheme Rules) or this Agreement, PingPong or Bank may, in its sole and absolute discretion and in addition to other remedies that they may have: (i) refuse to process the suspect Transactions; (ii) process the Transactions and retain the funds received from processing until such time as the suspect Transactions are found to be valid or invalid and processed in accordance with the Scheme Rules; or (iii) suspend processing and/or terminate the Agreement.
Merchant is responsible for: all Transactions submitted for processing under its merchant identification numbers (MIDs), including, without limitation, all returns, Refunds, and Chargebacks, whether charged back by Cardholders or Card issuers; preventing its employees, agents, and others from submitting returns or Refunds that do not reflect valid returns or Refunds corresponding to prior Transactions; retaining Transaction records required by, and according to the timelines required by, the Scheme Rules or Applicable Law; and maintaining Transaction fraud and Chargeback rates below thresholds established by the Payment Schemes.
Merchant will only accept and submit Transactions where: the Transaction represents a genuine sale of goods or services to the Cardholder; the Transaction is not materially different than the Transactions Merchant has described with regard to the products or services sold; the Transaction complies with all requirements of the applicable Scheme Rules, Applicable Law, and all other requirements of this Agreement; the Transaction is not a duplicate of any other Transaction; the Transaction is authorized by the rightful Cardholder for the amount of the Transaction in satisfaction of the Cardholder’s obligations to Merchant; and the Transaction is valid, collectible, and is not subject to any dispute, setoff, or counterclaim; and in the case of a refund, the Transaction is submitted to reimburse the Cardholder for a sale Transaction that was previously submitted.
6.2. Limited Acceptance
Merchant acknowledges and agrees that it will accept all Card types. If Merchant wishes to be a limited acceptance merchant, which means that Merchant has elected to accept only certain Card types (e.g. credit Cards only or Debit Cards only), it may do so with written notification to, and approval by, PingPong and Bank, in their sole discretion. If approved, Merchant acknowledges that registration and approval of Merchant may be required. Merchant further acknowledges and agrees that Bank has no obligation other than those expressly provided under the Scheme Rules and Applicable Law as they may relate to limited acceptance and that Bank’s obligations do not include policing Card types at the point of sale. As a limited acceptance merchant, Merchant will display the Payment Scheme approved signage representing the limited acceptance category it has selected and will be solely responsible for the implementation of its decision for limited acceptance.
Merchant will be solely responsible for policing, at the point of sale, the Card type(s) of Transactions it submits for processing by Bank. Should Merchant submit a Transaction for processing for a Card type it has indicated it does not wish to accept, Bank may process that Transaction and Merchant will pay the applicable Fees, charges, and assessments associated with that Transaction.
6.3. Surcharges, Convenience Fees and Other Fees
Except as permitted by Applicable Law, including the Scheme Rules, Merchant must not directly or indirectly require any Cardholder to pay a surcharge. Merchant must not directly or indirectly require Cardholders to pay any part of any Merchant discount or any contemporaneous finance charge in connection with a Transaction. Merchant may provide a discount to its customers for cash payments. Merchant is permitted to charge a fee if the fee is imposed on all like transactions regardless of the form of payment used, or as the Payment Schemes have expressly permitted in writing. Certain states may have surcharging restrictions which Merchant must comply. If Merchant desires to assess a Card surcharge or convenience or service fee on Transactions, Merchant must notify PingPong and Bank in writing at least thirty (30) calendar days before assessing a Card surcharge, convenience or service fee. Merchant may then be required to be registered with the Payment Schemes in order to assess any such fees.
7. Fees and Charges
7.1. Fees
Merchant agrees to pay to PingPong the Fees and charges as set out in the online fee schedule or specified within the Merchant Account dashboard, and all relevant taxes and costs PingPong incurred in relation to Merchant's bank accounts. The Fees and charges set out in the fee schedule are subject to variation by PingPong from time to time on at least thirty (30) calendar days’ notice. If at any time Merchant notifies PingPong in writing that it wishes to use any additional services provided by PingPong, Merchant shall pay to PingPong any Fees and charges which apply to such additional services.
7.2. Other Amounts Due
Merchant shall, promptly after becoming aware of any of (7.2.1)-(7.2.5) below occurring (and in any event, within five (5) business days after the occurrence thereof), pay to PingPong or Bank, as applicable, all amounts which become due and payable to PingPong or Bank, as applicable, as specified in this Agreement, including:
7.3. Tax
Unless otherwise stated, all charges, Fees and other payments to be made by Merchant under this Agreement are exclusive of goods and services tax and other taxes as applicable and all such applicable taxes are payable by Merchant.
8. Settlement and Reserve
8.1. Settlement
Merchant must identify a bank account held in Merchant’s name to which Bank will Settle all funds due and owed to Merchant as a result of processed Transactions (“Merchant’s Settlement Account”). Merchant authorizes Bank to initiate credits to this account for the proceeds of Transactions submitted, and debits to the account for any amounts that may be owed or required to be paid to Bank or PingPong under this Agreement.
Merchant authorizes Bank to process debits and credits to the account via ACH entries. The authorizations in this section shall remain in effect for a period of one (1) calendar year following the date of termination or expiration of this Agreement. Bank will initiate a transfer to Merchant’s Settlement Account of the funds that the Payment Schemes deliver to Bank for Merchant’s Card payment transactions as agreed upon by the Parties, less any amounts due from Merchant, including for Fees, Refunds, Chargebacks, pass-through expenses, and other obligations under this Agreement. Merchant does not have a property or ownership interest in any proceeds of Transactions or funds received by Bank until those funds are transferred to Merchant’s Settlement Account. All deposits to Merchant’s Settlement Account are provisional. Bank, Cardholders, Card issuers, and the Payment Schemes have the right to require reimbursement of Transactions, to impose obligations relating to violations of Scheme Rules, to assess additional interchange or other assessments, and to impose Fees, Fines, or other charges relating to Transactions. For the avoidance of doubt, Bank is not responsible for Settlement errors that arise if Merchant provides inaccurate information about, or fails to notify Bank of changes to, Merchant’s Settlement Account.
PingPong and Bank shall be entitled to presume that any amounts that PingPong or Bank, as applicable, pays to or debits from Merchant are correct unless Merchant disputes these by sending PingPong written notice within thirty (30) days of the date of the applicable statement containing any disputed payments or debits. PINGPONG AND BANK SHALL NOT BE LIABLE FOR ANY DISPUTED PAYMENTS OR DEBITS, INCLUDING ANY ALLEGEDLY IMPROPER FEE(S), UNDERPAYMENTS, OR BILLING ERRORS, WHICH ARE NOT REPORTED TO PINGPONG IN WRITING WITHIN SUCH THIRTY-DAY PERIOD.
8.2. Reserve
Each Party agrees that PingPong and/or Bank may require Merchant to fund the Reserve to cover potential Refunds, Chargebacks, Fines, paid but not yet fully delivered Product(s)/Service(s), and any other financial obligations of Merchant to PingPong or Bank, other indemnified parties hereunder, and the Payment Schemes. The Reserve shall be held at Bank. When PingPong or Bank, in their sole discretion and from time to time, believes there is any risk associated with Merchant or providing Merchant with the Services, PingPong will set or revise the amount of the Reserve. If PingPong sets or revises an amount of Reserve, any funds below such amount will not be accessible by Merchant, and PingPong shall have no obligation to disburse such funds to Merchant until the funds are cleared in accordance with PingPong’s policies and procedures. If Merchant use of the Services is subject to a Reserve, PingPong will provide Merchant with ten (10) days’ written notice specifying the terms thereof, or any subsequent changes thereto. Such terms may consist of requirements determined by PingPong in its sole and absolute discretion and may require that a certain percentage of the amounts received by Bank for Merchant are held as part of the Reserve for a certain period of time (in each case, as specified by PingPong) or that a certain amount of Reserve is consistently maintained, or any other requirements as may be determined by PingPong in its sole and absolute discretion in order to protect against the risk associated with Merchant’s Account. Merchant accepts the Reserve parameters as managed dynamically via the Merchant Account.
To secure performance of all of Merchant’s obligations under this Agreement, Merchant hereby grants, pledges, assigns and transfers to PingPong and Bank a continuing first priority security interest in and to all of Merchant’s right, title and interest in and to the Reserve. Merchant represents and warrants that no other person has a lien or security interest in Merchant’s right, title or interest in or to the Reserve, and Merchant shall not encumber, pledge or grant any third party a lien or security interest in or to any of the Reserve without the prior written consent of PingPong and Bank. Merchant agrees that, if any material breach of this Agreement by Merchant or any insolvency event (or impending insolvency event), with respect to Merchant shall have occurred and is continuing, then and in every such case, each of PingPong and Bank, as the case may be, in addition to any rights now or hereafter existing under Applicable Law and under the other provisions of this Agreement, shall have all rights as a secured creditor under any Uniform Commercial Code, and such additional rights and remedies to which a secured creditor is entitled under the laws in effect in all relevant jurisdictions. Without limiting the foregoing, in such a case, Bank may (i) take possession of or direct the disposition of the Reserve or any part thereof with or without notice or process of law; and/or (ii) recover any Losses Bank is entitled to recover under this Agreement (including interest and expenses in connection therewith). Merchant agrees not to contest or object to any motion filed by Bank for relief from any automatic stay arising in any bankruptcy proceeding. Merchant authorizes and appoints Bank as its attorney-in-fact to sign Merchant’s name to any financing statement, deposit account control agreement or other documentation used for the perfection of any security interest granted hereunder.
8.3. Set-Off
All funds that Bank owes to Merchant hereunder are subject to Merchant’s payment obligations under this Agreement. Bank may set off amounts that Merchant owes to Bank or amounts that may be otherwise owed or required to be paid under this Agreement against any funds that Bank owes to Merchant.
9. Duties and Obligations of Merchant
Merchant represents, warrants, and undertakes to each of PingPong and Bank that:
10. Acknowledgements of Merchant
Merchant agrees and acknowledges that:
11. Termination
11.1. Standard Termination
PingPong or Bank is entitled to terminate this Agreement by providing written notice to Merchant thirty (30) days in advance of the effective date of termination.
11.2. Immediate Termination
PingPong or Bank is entitled to terminate this Agreement immediately by written notice in any of the following circumstances:
11.3. Bank Regulatory Termination
Bank is also entitled to immediately terminate this Agreement, in its sole discretion, by written notice to the other Parties in any of the following circumstances:
11.4. Automatic Termination
This Agreement shall be deemed to be automatically terminated upon the occurrence of any of the following events: the Payment Schemes or Bank de-registers PingPong as an internet payment service provider, Bank ceases to be a Member of either Payment Scheme for any reason, or Bank fails to have a valid license with either Payment Scheme to use any Payment Scheme marks accepted by Merchant.
11.5. Effect of Termination
Upon the termination of this Agreement, PingPong and Bank shall be entitled to receive and Merchant shall pay all Fees and other monies accrued due up to such expiration or termination date. For the avoidance of doubt, the expiration or termination of this Agreement will not affect the accrued rights, claims, indemnities of PingPong, the Settlement and Reserve provisions pursuant to Sections 6, 8, and 13, or the terms of Sections 1, 8, 9.2, 9.22, 9.23, 12.1, 14, 16.3, 16.5, 16.9, or this Section 11.5 each of which shall survive in accordance with their terms.
12. AML/CTF
Due to AML/CTF or other requirements operating within the relevant jurisdiction, PingPong, Bank or any of PingPong’s or Bank’s agents may require certain identification or other relevant documentation before Merchant is entitled to enter into any Transaction or before PingPong or Bank provide Merchant with any Services. Merchant acknowledges that PingPong or Bank may be so required and shall supply immediately to PingPong or Bank upon request all information as PingPong or Bank may require for conducting client due diligence procedures and AML/CTF checks. Merchant agrees and acknowledges that PingPong and Bank shall not be responsible for any loss to Merchant resulting from Merchant’s failure or delay in providing such information or documentation or the provision of inaccurate information by Merchant.
Merchant represents and warrants that all information provided to PingPong or Bank (including that information given during any client onboarding process and the subsequent reviews) pursuant to this Section 12 is complete, true and accurate in all respects, and undertakes to promptly notify PingPong and Bank of any change to such information. PingPong and Bank reserve the right (at each of its absolute discretion) to request additional identification or any other document in accordance with the applicable KYC and AML/CTF laws, rules and regulations. Merchant undertakes to notify PingPong and Bank immediately in the event that Merchant becomes subject to any sanction pursuant to the AML/CTF.
13. Settlement and Refund Rules
13.1. Verification Period
Merchant should verify the correctness and completeness of each Settlement of Bank within a reasonable time. If Merchant has any objection to the amount Settled by Bank to the Merchant Settlement Account, Merchant must raise objection in writing within seven (7) business days after receiving the Settlement amount; otherwise, the Settlement amount will be deemed correct and Merchant will not be permitted to raise any objection to the Settlement amount thereafter.
13.2. Postponement of Settlement
During the term of this Agreement or the expiration or early termination of this Agreement, if there are mass customer disputes, investigation of the regulatory authority, transactional risk events and other pending matters, PingPong or Bank has the right to postpone Settlement until the above situations are resolved.
13.3. Refund Handling
In case of Merchant’s shortage of goods, inability to deliver goods, inability to provide services, or Merchant’s customer cancellation of Transactions, and other situations requiring processing of a Refund:
13.4. Online Refund Mandate
In order to prevent false or fraudulent Transactions, the cancellation of Transactions and other improper uses of a Payment Method(s), Merchant shall not perform Refunds offline (for example, through the remittance of funds or the payment of cash to other accounts of the Cardholder). Refunds must be returned to the same Payment Method used by the Cardholder for the payment of the relevant Product(s)/Service(s).
13.5. Discretionary Delays and Force Reversals
In case of any of the following circumstances, PingPong or Bank has the right to conduct Refunds or delay the Settlement at its own discretion without prior notice to Merchant:
13.6. Losses and Risk Control Strategy Liability
In case of any Chargeback, Refund, false or fraudulent Transaction or high-risk Transaction, PingPong and Bank shall have the right to deal with it in accordance with the Agreement, and Merchant shall bear all the losses arising from it, and PingPong and Bank shall not be liable for any portion of it.
In the case that Merchant violates any of the Scheme Rules, Merchant is solely responsible for all adverse consequences caused by Refund, delayed Settlement, Account suspension or other related risk control strategies conducted by PingPong, Bank or Payment Scheme according to Scheme Rules, and PingPong shall not be liable for any portion of it.
Following the expiration or earlier termination of this Agreement, PingPong shall Settle outstanding balances in accordance with Section 8.
14. Limitation of Liability
In no event will PingPong or Bank be liable to Merchant with respect to any subject matter of this Agreement under any contract, tort, negligence, strict liability or other legal or equitable theory for: (i) (a) any special, incidental or consequential damages, (b) the cost of procurement for substitute services, (c) loss of income or profit; or (d) for interruption of use or loss or corruption of data; (ii) (a) in the case of PingPong only, with respect to any single event or related set of events, more than 5% of the Fees collected by PingPong from Merchant for the twelve (12) months immediately preceding such event, and (b) in the aggregate, more than 100% of the Fees collected by PingPong from Merchant for the trailing 12-month period preceding the date of the most recent claim action and (c), in the case of Bank only, with respect to any single event or related set of events, only to the extent there is a payment error not corrected or repaid by Bank, the amount of the payment error at issue (otherwise the Bank has no liability under this Agreement).
Neither PingPong nor Bank shall have any liability to Merchant for any failure or delay due to matters beyond its reasonable control. No Party will have any liability if it is unable to perform, in whole or in part, as a consequence of an act of God or public enemies, public acts, fire, explosion, accident, labor disputes/strikes, floods, embargo, war, terrorism, nuclear disaster, riot, major pandemic, failure of public utilities, communication links or facilities or any other cause not within the reasonable control of such Party and not caused by such Party’s negligence or fault (each a “Force Majeure Event”); provided, however, that a Party may terminate this Agreement if another Party remains unable to perform due to a Force Majeure Event for more than thirty (30) consecutive business days.
15. Indemnification
Merchant agrees to indemnify PingPong and Bank (including their respective affiliates, directors, officers, managers, and employees) from and against any and all liability, losses, damages, costs, or expenses due to third party claims that result from: (i) Merchant’s breach of any representation, warranty, covenant, or obligation under this Agreement; or (ii) Merchant’s gross negligence, fraud, or willful misconduct.
The indemnified party will promptly notify Merchant of any third party claim that is subject to indemnification under this Agreement. Merchant will have the opportunity to defend these claims using counsel it selects and will have the authority to enter into a settlement for monetary damages provided that it pays such amounts. The Parties will cooperate with regard to any other conditions of settlement as well as in providing records, access to personnel or other information reasonably necessary to defend any indemnified claims.
16. Miscellaneous
16.1. Pricing Currency
All prices and Fees quoted or assessed are in USD ($) unless expressly otherwise specified within the platform. Volume-based pricing, where applicable, is tiered pricing, meaning that each Transaction is priced against the price tier it is in.
16.2. Conflict with Other Merchant Terms
To the extent that Merchant has entered into the general PingPong Merchant Terms and Conditions in addition to this Agreement, in the case of any conflict between any provision of this Agreement and the PingPong Merchant Terms and Conditions, this Agreement shall prevail.
16.3. Notices and Platform Amendments
Merchant agrees that PingPong and Bank may use the contact info provided in the Merchant Form to provide notice or other service related information to Merchant by posting it on the PingPong website(s), emailing it to the email address, posting on Merchant's Account, mailing it to Merchant's registered address, calling Merchant by phone, or sending Merchant a “text” / SMS message. Except as otherwise specified in this Agreement, or through electronic updates issued via the platform dashboard, this Agreement shall be amended by agreement in signed writing or verified digital assent among the Parties.
16.4. Waiver
No failure (other than pursuant to an express written waiver) on the part of any Party to exercise, and no delay in exercising, any right or remedy under this Agreement will operate as a waiver thereof, nor will any single or partial exercise of any right or remedy preclude any other or further exercise thereof or the exercise of any other right or remedy. The rights and remedies provided in this Agreement are cumulative and not exclusive of any rights or remedies provided by Applicable Law. Any express waiver of any breach of any term of this Agreement shall not be deemed to be a waiver of any subsequent breach.
16.5. Assignment
Merchant may not assign, delegate, subcontract or otherwise transfer (whether by operation of law, change of control or otherwise) any of its rights, obligations or performance under this Agreement to any third party without, in each instance, the prior written consent of PingPong and Bank. For the avoidance of doubt, a change of control shall be deemed a “transfer” in the foregoing sentence. Any attempted assignment or transfer in violation of the foregoing provisions shall be null and void ab initio. Merchant shall remain primarily liable and responsible for the acts and omissions of its subcontractors and service providers as fully as if they were the acts and omissions of Merchant.
PingPong and Bank may assign, delegate, subcontract and otherwise transfer (whether by operation of law or otherwise) any of its rights, obligations or performance under this Agreement to any third party or Affiliate without the prior written consent of Merchant. Subject to the foregoing, all of the terms and provisions hereof shall be binding upon, and inure to the benefit of, the successors and assigns of the parties hereto.
16.6. Severability
If any provision in this Agreement shall be held to be illegal, invalid or unenforceable, in whole or in part, under any enactment or rule of Applicable Law, such provision or part shall to that extent be deemed not to form part of this Agreement but the legality, validity and enforceability of the remainder of this Agreement shall not be affected. For the avoidance of doubt, the illegality, invalidity or unenforceability of any provision of this Agreement shall not affect the legality, validity or enforceability of any other provision.
16.7. Entire Agreement
This Agreement supersedes any previous written or oral agreement between the Parties in relation to the matters dealt with in this Agreement and contains the whole agreement among the Parties relating to the subject matter of this Agreement at the date hereof to the exclusion of any terms implied by Applicable Law which may be excluded by contract. Each Party acknowledges that it has not been induced to enter into this Agreement by any representation, warranty or undertaking not expressly incorporated into it.
16.8. Governing Law and Jurisdiction
This Agreement will be governed by and construed in accordance with the laws of New York. The Parties submit to the exclusive jurisdiction of the courts of New York in respect of any disputes or claims which may arise out of or in connection with this Agreement.
16.9. Disclaimer of Warranties
The PingPong Services shall be provided on an “as is” basis. PingPong hereby disclaims all warranties of any kind, express or implied, including the warranties of merchantability, fitness for a particular purpose and non-infringement. Neither PingPong nor Bank, make any warranty that the Services will be error free or that access thereto will be continuous or uninterrupted. Merchant understands that it accesses content or Services through the PingPong Services at its own discretion and risk.
16.10. Anti-Bribery, Anti-Corruption
Merchant is committed to fully and strictly complying with PingPong’s and Bank’s policies and all applicable Anti-Corruption Laws. Merchant agrees that Merchant shall not, directly or indirectly, offer any bribe, secret commission, gift, entertainment or anything of value to any government employee, official, candidate or political party, state-owned enterprise, or any private entity with which PingPong seeks to do business, for the purpose of obtaining or retaining business or securing any improper advantage for PingPong or Bank. Merchant hereby represents and warrants to PingPong and Bank that Merchant has no knowledge of any activity prohibited by this paragraph.
To ensure compliance with the foregoing provisions, during the effectiveness of this Agreement and for two (2) years after the expiration or earlier termination hereof, Merchant agrees that PingPong’s and Bank’s internal or external auditors or other designated persons may exercise the right, during normal business hours, to audit Merchant’s work products, deliverables, accounting books and records relating to the performance of this Agreement. Merchant agrees that PingPong or Bank shall have the right to terminate this Agreement with immediate effect and without prior notice or penalty if PingPong or Bank determines that a violation of this paragraph has occurred. Merchant shall indemnify and hold PingPong and Bank and each of PingPong’s and Bank’s affiliates, employees, officers, directors and representatives harmless against all losses and damages incurred in connection with, related to, or arising out of any such violation.
16.11. Interpretation
In this Agreement, headings are inserted for ease of reference only and shall not affect the meaning of the terms of this Agreement; any phrase introduced by the terms "include", "including", "for example" or any similar expression will be construed as illustrative, not exhaustive, shall be deemed to be followed by "without limitation" and shall not limit the sense of the words prior to such term; references to a statute or statutory provision include, unless the context requires otherwise, a reference to that statute or statutory provision as from time to time amended, modified, extended, re-enacted, consolidated and all statutory instruments, orders, bylaws, directions and notices made pursuant to it made before or after the date of this Agreement; the word "or" is not exclusive; pronouns in the masculine, feminine or neuter genders will be construed to state and include any other gender, and words, terms and titles (including the terms defined herein) in the singular form shall be construed to include the plural, and vice versa, unless the Agreement otherwise specifies; the words "this Agreement", "herein", "hereby" and words of similar import, refer to this Agreement as a whole and not to any particular subdivision unless expressly so limited; the language used in this Agreement shall be deemed to be the language chosen by the Parties to express their mutual intent, and no rule of strict construction shall be applied against any Party.
17. Special Agreement on Chargeback Warning Service
According to the Agreement, Merchant shall take the initiative to activate the Chargeback Warning Service at the request of PingPong, aiming to reduce to a certain extent the adverse results such as fraudulent Transactions and Chargebacks that Merchant may encounter.
17.1. Merchant’s Rights and Obligations
17.2. PingPong’s Rights and Obligations
17.3. Service Fees Mechanics
The service fees for the Chargeback Warning Service shall be billed to and paid by Merchant in accordance with the applicable schedule displayed in the Merchant Account dashboard according to the specific frequency of the Chargeback warning issued. The service fees are non-refundable regardless of any methods that Merchant decides to take in response to the Chargeback warning notice.
Annex 2 Payment Scheme Rules
Special Rules for Acquiring Services
Merchants utilizing PingPong’s acquiring services via specific payment methods and/or acquiring agencies shall abide by the following rules requested by payment schemes and/or acquiring agencies. These rules shall form an integral part of the agreement between the Merchant and PingPong.
CONTENTS
Annex 1 American Express Organizational Rules
Annex 2 Klarna Merchant Scheme Rules
Annex 3 Sofort Special Rules
Annex 4 iDeal Special Rules
Annex 5 Visa Core Rules and Visa Product and Service Rules
Annex 6 Mastercard Rules
Annex 1 American Express Organizational Rules
American Express Additional Regulations for Merchant
Annex 2 Klarna Merchant Scheme Rules
The below stated rules and undertakings apply to any entity’s use of Klarna services where the Klarna services are included in the services provided to such an entity by its payment service provider (“PSP”, and such entity a “Merchant”). The Merchant and the PSP are collectively referred to as the “Parties”.
The Klarna services may be provided to the PSP, who in turn may provide these services to the Merchant, by different business entities within the Klarna corporate group (i.e. a person or entity directly or indirectly controlling, being controlled by, or under common control with Klarna Bank AB (publ), 556737-0431, Sveavägen 46, SE-111 34 Stockholm, Sweden). Any entity part of the Klarna corporate group may herein separately and collectively be referred to as “Klarna”.
Klarna is a provider of shopping solutions to merchants. These shopping solutions include enabling shoppers (the “Customers”) to pay for their purchases via Klarna, post-purchase customer experience and administrative services such as customer support (together referred to as “Service” or “Services”).
Where the Customer makes a purchase of goods or services from the Merchant and uses the Services to pay for the purchase, Klarna has the sole right to receive payment from the Customer, or the applicable Third Party Payment Option provider, in relation to that purchase. The right to collect payment following a purchase paid with Klarna by a Customer is hereinafter referred to as a “Claim”.
The exclusive right to receive payment from Customers in relation to a Claim is assigned by the Merchant to the PSP, and subsequently assigned by the PSP to Klarna. Klarna settles the value of the Claim to the PSP, net of amounts Klarna is authorized to retain under its agreement with the PSP.
The PSP is authorized by Klarna to make the Services available, and settle payment for the Claims, to the Merchant. In relation to Claims, Klarna therefore only has a contractual relationship with PSP whereas the Merchant only has a contractual relationship with the PSP.
The Services will be made available to the Merchant through the PSP’s integration with Klarna. As part of the Services, the Merchant will be granted access to Klarna’s business transaction system (“Merchant Portal”) where the Merchant can manage its daily operations with Klarna.
Provided that a Customer uses the Services in connection with a purchase in the Merchant’s store, a credit query for the Customer is sent to Klarna. Klarna will then perform an assessment of the transaction and the Customer, e.g. in relation to the Customer’s creditworthiness. If the assessment of the transaction is acceptable to Klarna, Klarna agrees to allow the Customer to pay for its purchases via the Services. An authorization for the respective amount is then made in the Merchant Portal. The Merchant has the right to receive payment for a Claim in accordance with Section 7 (Settlement) below. Klarna will manage the collection of each Claim assigned to it.
As between Klarna and the Merchant, Klarna will control, in its sole discretion, all decisions concerning Customer transaction approvals and underwriting of Customer’s use of the Services, including decisions on applicable credit limits for Customers and the Service offering to Customers.
The Parties shall adhere to the following “User Terms” for the Services:
User Terms
“Agreement” shall mean the terms and conditions set out herein (including the User Terms).
“Confidential Information” shall mean the content of the Agreement and any information of technical, commercial or other nature that has been identified as confidential by either Party or Klarna, or that the disclosing Party or Klarna may reasonably wish to keep confidential.
“Ethical Instructions” means the policy set out at https://cdn.klarna.com/1.0/shared/content/policy/ethic/en_gb/merchant.pdf as updated or amended from time to time.
“Integration Guidelines” means the guidelines for integrating the Services set out at https://developers.klarna.com/en as updated or amended from time to time.
“Issuing Bank” shall mean a third party issuing bank with which Klarna cooperates to provide certain Services.
“Third Party Payment Option” shall mean a payment method offered by a third party or acquirer, included in any of the Services.
“Website” shall mean the website(s) on which the respective Merchant uses the Services.
(b) The Merchant undertakes to process Customer complaints and returns promptly and give prompt notice through its PSP integration in the event that a Customer complaint or contestation has not been finally settled within one (1) month after the Merchant becomes aware of such a complaint or contestation. If the Merchant has agreed with the Customer regarding a return of the purchase or a price reduction Klarna shall immediately be notified through the PSP integration. Information relating to fraudulent or disputed Claims shall be transferred between the Merchant and Klarna as per the agreed upon technical and/or operational processes.
(c) The Parties acknowledge and agree that it is the Merchant’s sole responsibility to ensure that all laws and regulations relating to VAT, GST or any equivalent value added sales tax are complied with and that, if specific information has to be provided by the Merchant to Customers under local applicable laws, or if a Customer requests certain information to be provided by the Merchant (e.g. specific sales tax or other tax information), it is the Merchant’s responsibility to provide a document containing such information. Such aforementioned documents shall not contain any bank details of the Merchant. Should the content of the document sent out by the Merchant lead to an increased number of complaints (e.g. due to Customers paying to the Merchant’s bank account or using incorrect reference numbers), the Merchant will, in cooperation with Klarna, adjust the content of such documentation to mitigate such problems.
(d) The Merchant undertakes to inform Klarna, through its PSP integration, on at least a daily basis of any captured Customer orders (which shall be done upon shipment of the goods or performance of the services by the Merchant) and reversed transactions.
(e) The Merchant shall not (i) impose any fees or penalties on the Customer on the basis that the purchase is made through the Services, or (ii) act in a discriminatory manner towards Klarna in any other way.
(f) Providers of Third Party Payment Options, the Issuing Bank, and their respective designees may from time to time conduct onsite reviews or audits to ensure compliance with applicable laws, applicable terms and conditions, and related purposes. Merchant agrees to provide the information requested for the completion of such reviews or audits. Merchant agrees to allow the Third Party Payment Option providers, the Issuing Bank, and/or their respective designees such access to its premises and facilities, data, information and material as may be necessary for the conduct of such reviews or audits.
(g) In respect of Services for which Klarna has partnered with Third Party Payment Option providers, a Customer may choose to use its regular debit or credit card to (i) pay directly in the checkout, or (ii) settle the debt to Klarna at a later stage. The Merchant hereby agrees to and authorizes such Third Party Payment Option providers to store, use, share and release cardholder data, provided or generated pursuant to this Agreement to any person (i) for the purpose of processing the transaction; (ii) as required by applicable rules of Third Party Payment Option providers or by applicable law; (iii) in aggregated (anonymous and generalized) format to facilitate analysis and comparisons; (iv) to investigate, prevent and/or detect fraud or crime; or (v) to mitigate information security risk, sector risk or credit risk. Klarna is Payment Card Industry Data Security Standard (PCI DSS) validated. The Merchant undertakes at all times to be compliant with the rules of PCI DSS applicable from time to time. As long as the Merchant uses the Services in a compliant way, Klarna will be responsible for the security of cardholder data that Klarna possesses or otherwise stores, processes, or transmits when providing the Services.
(h) Merchant agrees to cooperate with Klarna to enable a pending order function, which shall be operational prior to the first Customer election on the Website, that provides Klarna the ability to indicate to Merchant which purchases are under review (the “Pending Queue”). Merchant may not ship goods or perform services pursuant to transactions that are in the Pending Queue until Klarna provides notice permitting such shipping or performance of services. Additionally, in the event Klarna discovers fraud or suspicious circumstances relating to a transaction outside of the Pending Queue, Klarna may instruct Merchant to stop the order process and/or shipping. Merchant agrees to abide by such instructions immediately upon receipt, so long as such instructions are provided within twenty-four (24) hours of the applicable Claim.
(i) To the extent the Merchant engages third parties that will deliver the goods to the Customers (“Third Parties”), the acts and omissions of Third Parties are treated as the acts and omissions of the Merchant under this Agreement. The Parties acknowledge and agree that Klarna may itself, or may require the Merchant to, at any time (e.g. due to a Third Party’s non-compliance with applicable laws or Klarna’s instructions) block or in any other way terminate the provision of its Services in relation to purchases via any Third Party. The Merchant may not grant any Third Party access to the Merchant Portal.
(j) The Merchant is not entitled to use the reservation option in the Merchant Portal solely for credit checks without having the intention of accepting payment from the customer by means of a Service.
The PSP has the right to be repaid, or require the Merchant to repay, Claims in the following circumstances:
(a) Claims where delivery of the goods or services has not been carried out at all, has been unreasonably delayed or has been carried out to an address other than one approved or provided by Klarna;
(b) If – at or after the time of the relevant purchase from which the Claim originates - there are obstacles restricting Klarna’s right to receive payment from the Customer in relation to the Claim (e.g. if a Claim is already pledged, assigned or transferred to a third party);
(c) If there is a dispute or contestation between the Merchant and the Customer regarding the Claim, or the Customer’s obligation to settle the Claim, and such dispute or contestation is not based on a mere unwillingness or inability to pay (a dispute may be e.g. when the goods or services are alleged to be faulty or not delivered in full). For the avoidance of doubt, the PSP has the right to be repaid for a Claim under this subsection 4(c) regardless of whether the Merchant’s financial situation has significantly deteriorated, including but not limited to, where the Merchant had become or has been declared insolvent, the Merchant entering into any amalgamation, reconstruction or any composition scheme or arrangement with, or assignment for the benefit of, its creditors;
(d) Claims which relate to a natural or legal person who may reasonably be considered to share a financial interest with the Merchant, including but not limited to, a company affiliated to the Merchant, owners or an employee of the Merchant and/or such affiliated company. This Section 4(d) does not apply if the Merchant has more than thirty (30) employees;
(e) Claims in connection to which the Merchant is in breach of the law applicable at the delivery address;
(f) Claims in relation to which a Customer acquires cash (e.g. currency exchange), checks or other money orders;
(g) Claims where the Merchant or the Customer in connection with the placement of the order has not provided Klarna with the Customer’s IP-address, complete goods list, telephone number and e-mail address. In case the Merchant integrates the Services via an iframe provided by Klarna and such integration has been carried out in accordance with the Integration Guidelines, this subsection (g) does not apply with regard to the requirement to provide the Customer’s IP-address;
(h) Claims where the Merchant has deviated from Klarna’s applicable Shipping Policies (as defined below), as well as Claims relating to goods/services which cannot be delivered in accordance with such Shipping Policies (e.g. digital downloads). This merely applies where the Customer insists not having made the order or insists not having received the goods, or if it is otherwise unclear who has received the goods/services. The Shipping Policies will be provided upon request and can be found at https://klarna.com/shipping-policies (“Shipping Policies”);
(i) Claims where the Merchant does not fulfill its obligations relating to providing daily information updates, through its PSP integration, on any captured Customer orders (which shall be done upon shipment of the goods or performance of the services by the Merchant) and reversed transactions or prompt handling of Customer complaints and disputes (this includes an obligation to promptly answer Klarna’s requests for additional information relating to any such complaints or disputes), or otherwise breaches the Agreement;
(j) Claims where the Customer has used its lawful right to withdraw from/cancel its purchase and/or its agreement with Klarna, or where the Merchant has extended to the Customer a right to return the goods or services in excess of what applies under applicable mandatory laws;
(k) Claims in relation to which the Merchant is imposing terms and conditions in relation to Customers which deviate from the terms and conditions provided by Klarna or the PSP, or if the Merchant has agreed terms with the Customer that deviate from what has been communicated with Klarna; and/or
(l) Claims which are not handled according to Section 3 above.
In the event that Klarna has the right to repayment under Section 4, loss of interest or other costs may arise, for which Klarna has the right to compensation. The amount charged by Klarna will correspond to Klarna’s actual costs/losses. Klarna may also be entitled to compensation under other provisions of this Agreement. In the event of a repayment of a Claim under Section 4, Klarna retains the service charges related to the provision of the Services. If Klarna at the time of the return already has received payment from the Customer or a third party in respect of the Claim, Klarna is entitled to repay those amounts to them.
Any fees or charges payable under this Section 5 are payable by the Merchant to the PSP, such costs which previously have been incurred by Klarna and forwarded to the PSP.
The Merchant represents and warrants that it will comply with all applicable laws and regulations (including without limitation, laws and regulations related to Merchant’s provision of its goods and services and marketing laws). The Merchant undertakes to comply with Klarna’s instructions to enable it to comply with applicable laws and regulations related to the Services.
The Merchant hereby grants to Klarna a non-exclusive, non-transferable, non-sublicensable, royalty-free, worldwide license to use and copy Merchant’s trademarks or logo in its sales presentations, websites and other marketing materials without Merchant’s prior consent, some of which may be publicly available. Merchant also agrees to provide testimonial information related to the Services upon Klarna’s reasonable request.
(a) Klarna has no responsibility with regards to settlement to the Merchant. Klarna will initiate payout for any assigned Claims to the PSP after deduction of any amounts owed to Klarna by the Merchant, including but not limited to repayments to be made in accordance with Section 4. The PSP will then settle towards Merchant in accordance with the Merchant’s agreement with the PSP.
(b) If payment has been made by the Customer directly to the Merchant, the Merchant must immediately register such payment through its PSP integration, or in another way clearly communicate this to PSP, and the amount must immediately be paid to PSP with proper indication of the purpose of the payment.
(a) Klarna aims to support all modules and API’s that Merchant’s use to connect to the Services. However, as technology progresses, Klarna reserves the right to decide in its sole discretion which modules and API’s to support. Information on which modules and APIs Klarna supports can be found at https://docs.klarna.com/.
(b) The Merchant acknowledges and agrees that the payment options available through the Services may change from time to time. Klarna does continuously develop and update the Services in order to improve the shopper experience, and thus Klarna reserves the right to make such changes in its hosted environment.
Klarna retains all ownership and intellectual property rights to anything developed by Klarna and provided to or accessed by the Merchant under the Agreement. The Merchant specifically undertakes never to use any sign, button or trademark that could be considered confusingly similar to a Klarna trademark.
The Parties undertake not to disclose any Confidential Information received from the other Party or Klarna under the Agreement to any third party. Notwithstanding the above, each Party shall be entitled to disclose Confidential Information to the extent necessary (i) if such disclosure is a result of listing agreements, mandatory law or demanded by a court or authority of competent jurisdiction; or (ii) to its legal or business advisors as long as such advisors are in turn bound by obligations of confidentiality at least as stringent as those set out in this clause.
The Parties agree that personal data shall be handled as set out in Appendix 1 (Data Protection).
In relation to the use and provision of the Services in Europe:
This Agreement is governed by and will be construed in accordance with the laws of Sweden. Any dispute, controversy or claim arising out of or in connection with this Agreement, or the breach, termination or invalidity thereof, shall be finally settled by arbitration administered by the Arbitration Institute of the Stockholm Chamber of Commerce (the SCC Institute). The rules for Expedited Arbitrations of the Arbitration Institute of the Stockholm Chamber of Commerce shall apply, unless the SCC Institute, taking into account the complexity of the case, the amount in dispute and other circumstances, determines, in its discretion, that the Arbitration Rules of the Arbitration Institute of the Stockholm Chamber of Commerce shall apply. In the latter case, the SCC Institute shall also decide whether the arbitral tribunal shall be composed of one or three arbitrators. The place of the arbitration shall be in Stockholm, Sweden. The language to be used in the arbitral proceedings shall be English. The Parties undertake and agree that all arbitral proceedings conducted with reference to this arbitration clause will be kept strictly confidential, as well as any decision or award that is made or declared during the proceedings. Information covered by this confidentiality undertaking may not, in any form, be disclosed to a third party without the written consent of the other party.
In relation to the use and provision of the Services in the US:
This Agreement is governed by the laws of the United States, specifically the state of Delaware where state law applies, without giving effect to conflicts of laws principles. All disputes arising out of or related to the Agreement shall be finally settled under the Commercial Arbitration Rules of the American Arbitration Association before a single arbitrator appointed in accordance with such rules. In the event a dispute relates primarily to payments owed under Agreement, the parties will use the Expedited Procedures under the AAA Commercial Arbitration Rules. The arbitration shall take place in Columbus, Ohio. The parties shall keep confidential: (i) the fact that any arbitration occurred, (ii) any awards awarded in the arbitration, (iii) all materials used, or created for use in, in the arbitration, (iv) all other documents produced by another party in the arbitration and not otherwise in the public domain, except, with respect to each of the foregoing, to the extent that disclosure may be legally required (including to protect or pursue a legal right), or to enforce or challenge an arbitration award before a court or other judicial authority. The arbitrators shall award to the prevailing party, if any, its costs and expenses, including its attorneys’ fees. The prevailing party shall also be entitled to its attorneys’ fees and costs in any action to confirm and/or enforce any arbitration award in any judicial proceedings.
In relation to the use and provision of the Services in Australia and New Zealand:
This Agreement is governed by and will be construed in accordance with the laws of New South Wales. Any dispute, controversy or claim arising out of or in connection with this Agreement, or the breach, termination or invalidity thereof, shall be finally settled by arbitration administered by the Australian Disputes Centre. The place of the arbitration shall be in Sydney, Australia. The language to be used in the arbitral proceedings shall be English. The Parties undertake and agree that all arbitral proceedings conducted with reference to this arbitration clause will be kept strictly confidential, as well as any decision or award that is made or declared during the proceedings. Information covered by this confidentiality undertaking may not, in any form, be disclosed to a third party without the written consent of the other party.
In relation to the use and provision of the Services in Canada:
This Agreement is governed by and construed in accordance with the laws of Ontario and the federal laws of Canada applicable therein, without giving effect to conflicts of laws principles. All disputes arising out of or related to the Agreement shall be finally settled under the International Centre for Dispute Resolution Canada (ICDR Canada) in accordance with such rules. The arbitration shall take place in Toronto, Ontario. The Parties shall keep confidential: (i) the fact that any arbitration occurred, (ii) any awards awarded in the arbitration, (iii) all materials used, or created for use in, in the arbitration, (iv) all other documents produced by another party in the arbitration and not otherwise in the public domain, except, with respect to each of the foregoing, to the extent that disclosure may be legally required (including to protect or pursue a legal right), or to enforce or challenge an arbitration award before a court or other judicial authority. The arbitrators shall award to the prevailing party, if any, its costs and expenses, including its attorneys’ fees. The prevailing party shall also be entitled to its attorneys’ fees and costs in any action to confirm and/or enforce any arbitration award in any judicial proceedings.
(a) The Merchant is responsible for all actions that are taken with the use of the Merchant’s unique login to the Klarna Merchant Portal (either directly or through its PSP integration).
(b) Klarna may at its sole discretion cease providing the Services to the Merchant immediately if; (i) the Merchant applies for bankruptcy (or a third party applies for the Merchant’s bankruptcy), suspends its payments, takes up composition proceedings, is granted or applies for company reconstruction, prepares a balance sheet for liquidation purposes or otherwise may be considered insolvent; (ii) the Merchant is in breach of the Agreement or Klarna has reason to assume that the Merchant will be in breach of the Agreement; (iii) the Merchant provides incorrect or misleading information or conceals relevant circumstances; (iv) Klarna receives information that indicates that the Merchant does not meet Klarna’s requirements in terms of creditworthiness; (v) Klarna experiences a significant level of fraudulent orders from Merchant’s store/e-store or via the PSP; or (vi) the Merchant offers goods or services that conflict with Klarna’s then applicable Ethical Instructions or is otherwise, directly or indirectly, in Klarna’s reasonable opinion in conflict with Klarna’s ethical standards. Further, the Agreement will automatically terminate if the Issuing Bank, a Third Party Payment Option provider, or an applicable government authority so requires. In case of termination of the Agreement, or Klarna ceasing to provide the Services, in accordance with this Section 13(b), Klarna has the right to revoke the Merchant’s access to the Merchant Portal and ability to use the Klarna Services, as well as to gain access to information relevant for determining whether the Merchant is in breach of the Agreement. Further, Klarna shall have the right to reverse payments to the PSP for which Klarna has not yet been paid by the Customer, and the PSP in turn shall have the right to reverse any corresponding payments made to the Merchant.
(c) Neither Party nor Klarna shall be responsible for failure or delay of performance if caused by lightning, fire, sabotage, government restrictions, electrical, Internet or telecommunication outage or another event outside the reasonable control of the obligated Party, for such period as such force majeure event continues. The obligated Party will use reasonable efforts to mitigate the effect of the force majeure event. If such an event continues for more than sixty (60) days, either Party may terminate the Agreement. For the avoidance of doubt, where the Merchant is not able to perform the services related to a Claim due to a force majeure event, this shall not limit the PSP’s rights under this Agreement (e.g. the right for the PSP to be repaid by the Merchant under Section 4).
(d) Each Party (the “Indemnifying Party”) will defend, indemnify, and hold harmless the other Party and Klarna (each referred to as an “Indemnified Party”) against any losses, liabilities, costs, expenses, damages, claims or actions during the term of the Agreement by any third party (“Indemnified Losses”), where the Indemnified Losses arise out of or result from the Indemnifying Party’s (i) material breach of any terms and conditions of the Agreement; (ii) gross negligence or intentional misconduct; (iii) violation of applicable law, or (iv) breach of Section 10 (Confidentiality) or 11 (Data Protection). The obligations of the Indemnifying Party to defend, indemnify, and hold harmless in this Section 13(d) are conditioned upon the Indemnified Party (i) notifying the Indemnifying Party promptly in writing of each claim for Indemnified Losses, (ii) allowing the Indemnifying Party sole control of the defense of the claim, related settlement negotiations and settlement of the claim (for which written consent is not required so long as no financial or material burden is imposed on the Indemnified Party), (iii) cooperating and, at the Indemnifying Party’s request and reasonable expense, assisting in a timely manner in such defense, and (iv) complying with all terms of the Agreement. The Indemnified Party shall have the right to participate in such defense with its own counsel, at its own expense.
(e) NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, KLARNA’S LIABILITY FOR DAMAGES SHALL BE LIMITED TO EUR 5,000 PER CALENDAR YEAR. KLARNA SHALL IN NO CASE BE LIABLE FOR ANY INDIRECT OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF PROFITS, LOSS OF REVENUE AND LOSS OF GOODWILL.
Appendix 1- Data Protection
Klarna Processes Personal Data of two separate Data Subject groups: (i) the Merchant’s representatives, and (ii) Customers. This appendix sets out how the Parties share Personal Data between each other, and the obligations relating to the Processing of such Personal Data.
1.1 Data Protection Legislation means any and all laws, statutes and regulations relating to the Processing under this Agreement and applicable to the respective Party at each point in time. This may include, but is not limited to; (i) EU Regulation 2016/679 (GDPR), Directive 2002/58/EC on privacy and electronic communications, (ii) Australian Privacy Act 1988 (Cth) and the Spam Act 2003 (Cth), (iii) the New Zealand Privacy Act 1993 and the Unsolicited Electronic Messages Act 2007, (iv) the California Consumer Privacy Acts (CCPA) and the Gramm-Leach Bliley Act (GLBA), (v) the Canadian Personal Information Protection and Electronic Documents Act (PIPEDA), and (vi) the Federal Law on Protection of Personal Data Held by Individuals (LGPDPPSO), in each case as updated, amended or replaced from time to time.
1.2 Data Subject means an identified or identifiable natural person. An identifiable natural person is one who can be identified, directly or indirectly, taking into consideration all Personal Data reasonably accessible to a Party. This term also encompasses any analogous or similar term in applicable Data Protection Legislation.
1.3 Personal Data means any information or data, including personal information, relating to a Data Subject. This term also encompasses any analogous or similar term in applicable Data Protection Legislation.
1.4 Processing means any operation performed on Personal Data, including but not limited to collection, sharing, use, erasure or destruction of such data. This term also encompasses any analogous or similar term in applicable Data Protection Legislation.
1.5 Party means for the sake of this Appendix 1, Klarna or the Merchant.
2.1 Each Party is responsible for its own Processing, and for implementing necessary security measures
2.2 The Parties hereby acknowledge and agree that, in order to fulfill the obligations of this Agreement, they are - unless explicitly stated otherwise - separately and independently responsible for determining for which purposes, and by which means, they will be Processing any Personal Data. No Personal Data is Processed on behalf of the other Party, or as a service provider of the other Party unless specifically designated as such in this Agreement or other controlling agreements. The Merchant warrants that it will not share any Personal Data with Klarna that regards ethnic origin, concerns health or trade union membership, sexual preference, health or is otherwise 'sensitive information' or as similarly defined in applicable Data Protection Legislation.
2.3 Personal Data is shared between the Parties for the purpose of allowing Klarna to perform, and the Merchant to use, the Services, with the ultimate aim of allowing each of Klarna and the Merchant to provide its respective services to the Customers and administer its respective Customer relationship. The Merchant warrants that it will not share any Personal Data with Klarna unless and until it has a legal right to do so.
2.4 Each Party shall implement and maintain appropriate technical and organizational measures to ensure a level of security appropriate to the risk of its Processing (taking into account the nature, scope, context and purposes of processing the Personal Data). This includes protection against unauthorized or unlawful Processing of all Personal Data, or accidental loss or destruction of, or damage to, the Personal Data. Furthermore, each Party shall ensure that all personnel Processing Personal Data are subject to a binding written contractual obligation with the relevant Party to keep the data confidential. Moreover, each Party will ensure that access to Personal Data will be restricted only to those personnel who require it for the purposes of fulfilling the obligations under the provisions of this Agreement or the respective Party’s agreement with the relevant Customer, and that personnel Processing Personal Data are suitably skilled and experienced and have received adequate training on compliance with Data Protection Legislation applicable to the Processing.
2.5 Each Party has implemented an information security program designed to: (i) ensure the security and confidentiality of the Personal Data; (ii) protect against any anticipated threats or hazards to the security or integrity of such data; and (iii) protect against unauthorized access to, or use of, such data that could result in substantial harm or inconvenience to any Data Subject.
3.1 The Parties are each responsible for clearly informing Data Subjects of how Personal Data are Processed, in line with applicable Data Protection Legislation (via a privacy notice and/or other means, as appropriate to ensure that the Data Subjects understand how their Personal Data will be Processed). Specifically, each Party shall ensure any Data Subject is informed that Personal Data is shared with the other Party before such sharing takes place, as required under Data Protection Legislation.
3.2 Each Party shall carry out any Data Subject’s requests. Neither Party is entitled or authorized to act on the other Party’s behalf in relation to Data Subjects’ rights, although each Party should support the other Party in fulfilling a Data Subject’s request to exercise its rights.
4.1 Klarna will Process the Personal Data it holds to carry out its relationships with the Customers in line with its applicable privacy notices. This includes Processing Personal Data for statistical analysis and business reporting purposes, marketing and promotion, improvement of Klarna’s products and services, to protect Klarna’s property, interests and rights, during fraud investigations and to comply with applicable laws. Klarna may disclose Personal Data to its affiliates or third party service providers in line with Data Protection Legislation, in each case which may also use Personal Data for the purposes set out in applicable notices.
4.2 Personal Data of the Merchant’s representatives is shared by the Merchant to Klarna in order Klarna to perform, and the Merchant to use, the Services, with the ultimate aim of allowing each of Klarna and the Merchant to provide its respective services to the Customers and administer its respective Customer relationship, in accordance with Klarna’s privacy notice for Merchant representatives, which is available at https://portal.klarna.com/privacy-policy. Such Data Subjects are entitled to their rights in respect of their Personal Data as described in Data Protection Legislation, which may be exercised by contacting dataprotectionofficer@klarna.com.
4.3 Certain services provided by Klarna are subject to separate Klarna privacy notices, prompted before the first use of such service.
5.1 Neither Party shall transfer Personal Data outside of the country in which the Data Subject is present when the respective Party collects such data from the Data Subject, unless the relevant Party has ensured that (i) the transfer is to a country providing equal protection of the Personal Data as the country of origin, and, in case the country of origin is a country within the European Union, such country has been approved by the European Commission as providing adequate protection pursuant to Article 45 of the GDPR, or (ii) there are appropriate safeguards in place in order to ensure the Personal Data is protected in the receiving country, and, in case the country of origin is a country within the European Union, such safeguards are pursuant to Article 46 of the GDPR, or (iii) special circumstances are in place which makes such transfer legal under Data Protection Legislation, and, in case the country of origin is a country within the European Union, such special circumstances are pursuant to the delegations listed in Article 49 of the GDPR.
5.2 In the event that the Merchant is located outside of the EEA but not in the United Kingdom, Japan, New Zealand, Republic of Korea, Canada, or Switzerland, the Parties agree that the terms of a transfer which cannot rely on art. 45 GDPR shall be governed by the Standard Contractual Clauses (including, for the avoidance of doubt, Module I regarding Controller to Controller transfers) as approved by the European Commission Implementing Decision (EU) 2021/914 of 4 June 2021 (SCCs). For the purposes of the SCCs, (i) Klarna will be the data exporter and the Merchant will be the data importer; (ii) [Clause 13:] the supervisory authority with responsibility for ensuring compliance by the data exporter with Regulation (EU) 2016/679 is the Swedish Authority for Privacy Protection (imy.se); and (iii) [Clause 17 & 18:] the Parties agree that the SCCs shall be governed by Swedish law and that any dispute arising from the SCCs shall be resolved by the courts of Sweden.
5.3 Activities of the Parties relevant to the data transferred under the SCCs: For Klarna to perform, and the Merchant to use, the Services. Role of the Merchant: controller. Role of Klarna: controller.
5.4 Contact details of the Merchant’s representative (if applicable): The contact details entered when signing up with Klarna, e.g. in Klarna’s merchant portal.
5.5 Klarna’s contact person responsible for the data protection: dataprotectionofficer@klarna.com
5.6 The categories of data subjects whose Personal Data is transferred under this Agreement are the following: (i) business representatives of the data exporter, (ii) business representatives of the data importer, and (iii) Customers (as defined in the Agreement which the SCCs pertain to).
5.7 The categories of Personal Data which are necessary to fulfill the purposes of the Agreement, as determined by the data exporter from time to time. This will mainly include contact- and identification information, information on goods/services, financial information and device information.
5.8 Klarna will, on a continuous basis during the term of the Agreement, share Personal Data relating to the Customers with the Merchant. Klarna will not be sharing any sensitive data, as defined in the GDPR, with the Merchant.
5.9 For the purpose of allowing the data exporter to perform, and for the data importer to use, the Services (as defined in the Agreement), with the ultimate aim of allowing each of the data exporter and the data importer to provide its respective services to the Customers.
5.10 Klarna’s retention of each category of personal data is in accordance with Klarna’s privacy notice available at https://www.klarna.com/international/privacy-policy/.
5.11 The Merchant’s retention of personal data is in accordance with the Merchant’s internal retention policies.
5.12 The Merchant will implement the following technical and organizational measures to ensure an appropriate level of security, taking into account the nature, scope, context and purpose of the processing, and the risks for the rights and freedoms of natural persons:
Appendix 2- Marketing
This appendix outlines the standard set of success factors to maximize the impact of Klarna Services among new and existing customers. Merchants who integrate these activities have, on average, seen an AOV increase of 25% and conversion increases up to 50%.
In order to increase awareness and use of the Klarna Services and therefore deliver ROI, the Merchant is highly recommended to integrate the below items throughout the Customer journey. Klarna will provide reasonable assistance in the integration of the below activities.
|
Activity |
Detail |
Frequency |
Resources & Specifications |
|
Key success factors Merchant is recommended to integrate: |
|||
|
Tech integration |
Klarna logo and payment method badges displayed at least on par with others throughout website (including, but not limited to, footer, homepage, product display page, cart/basket page,checkout and other consumer touchpoints) |
Always on |
developers.klarna.com Approved Assets (logos, widgets, Payment Method Display and any other available asset (the “Klarna Assets”) applicable to the countries and products covered by this Agreement shall be used. The Klarna Assets shall always be rendered dynamically at every page load using the iframe assets of Klarna’s On-Site Messaging platform or Content Delivery Network. Example: 
|
|
Landing page |
Klarna landing page (including or linking to Klarna FAQ’s)
|
Always on |
Merchant to provide a landing page where shoppers can learn more about Klarna payment option(s). developers.klarna.com Klarna Assets shall be dynamically rendered at every page load using the iframe assets of Klarna’s On-Site Messaging platform. Example: 
|
|
Site Banner |
Klarna launch banner on homepage |
During at least the first month after launch |
developers.klarna.com Example: 
|
|
On-site Messaging |
Product display page: Klarna promotional banner |
Always on. If the Merchant can demonstrate a materially negative impact as a result of this functionality, it may be removed after six months. |
developers.klarna.com Example: 
|
|
Basket/cart page: Klarna promotional banner |
|||
|
In-store (when offering Klarna in-store, if applicable) |
In-store messaging |
Always on |
Klarna availability shall be promoted throughout store locations with assets such as flyers, table tents, posters and window stickers. |
|
Staff training |
The Merchant provides education to store associates to ensure shoppers are correctly and accurately informed of the Klarna Payment Methods. |
||
Annex 3 Sofort Special Rules
1. When a Payer places an order and uses Sofort to pay, it can take up to 14 days for a paymentauthorization to process successfully on Sofort.
使用 Sofort进行下单并付款时，付款授权处理可能需要 14天。
2. A bank transfer from your Payer’s bank account is initiated after the authorization completes. Funds are not guaranteed until they have been received by you.
付款授权处理完成后，将会从付款人的账户发起转账。在资金尚未到达商户的账户时，付款将不会被保障到账。
3. There is a chance that a successful Sofort transaction will not be paid out to the Merchant eventually. If PingPong does not receive payment from Acquirers for a particular transaction, or if the payment is recalled or deducted by Acquirers, PingPong reserves the right to not settle the corresponding payment to the Merchant. In situations where PingPong has already made a payment to the Merchant, PingPong has the right to deduct the corresponding amount from the next Settlement or request immediate repayment from the Merchant.
对于使用 Sofort付款的交易，即使交易授权成功，商户仍然可能无法收到交易款项。对于使用 Sofort付款的交易，如 PingPong尚未从收单机构收到某笔交易的付款，或者已收到付款但被收单机构撤销、冻结或扣除的，PingPong有权不向商家结算相应款项；如果 PingPong已向商家结算相应款项，PingPong有权从下一次结算中扣除相应金额或要求商家立即偿还相应款项。
Annex 4 iDeal Special Rules
Annex 5 Visa Core Rules and Visa Product and Service Rules
Merchant shall abide by the rules regulated on Visa’s official website as follows:
Visa Core Rules andVisa Product and Service Rules
Annex 6 Mastercard Rules
Merchant shall abide by the rules regulated on Mastercard’s official website as follows:
PingPong Global Consumer Solutions Service Terms and Conditions
Last Updated: April 2026
Please read these terms
and conditions carefully before accessing or using PingPong services. The
PingPong Global Consumer Solutions Service Terms and Conditions (this "Agreement")
set forth the availability and use of the acquiring and/or technical connection
services provided by PingPong ("we", "us").
When registering for a PingPong Checkout account or using PingPong’s acquiring
and/or technical connection services, you ("Customer", "Merchant",
"you/your", "any authorized user") accept and
agree to the terms and conditions of this Agreement. In particular, it should
be noted that you agree to specific jurisdictional terms related to the
contracting entity and agree to comply with the Privacy Policy, Cookie Policy,
and other policies, guidelines, notices, and public announcements that we may
notify you of from time to time, all of which constitute an integral part of
this Agreement.
This Agreement is
drafted in English. We may translate these terms into other languages. If there
is any conflict between the translated version of the terms and conditions and
the English version, the English version shall prevail.
Although we will
promptly notify you of any material modifications to these terms and conditions
via electronic means, it is also your responsibility to periodically review
these terms and conditions. At any time, you can view our current and latest
terms and conditions on our website. All modifications, supplements, and
amendments shall become effective upon being posted on our website. When you
continue to use PingPong services after we have posted any such amendment,
supplement, or modification, it is deemed that you have read and agreed to our
terms and conditions, Privacy Policy, Cookie Policy, and other policies,
guidelines, notices, and public announcements released by us from time to time.
If you do not agree to such modifications, supplements, or amendments, your
sole option is to immediately close your PingPong account and stop using any
PingPong services.
When you creates a
PingPong Checkout account, (a) affirmatively accepts this Agreement in written
or electronic form, or (b) uses PingPong’s acquiring or technical connection
services (whichever is earlier), this Agreement shall immediately become effective
and legally binding ("Effective Date"). Thereafter, this
Agreement shall remain valid until you close your PingPong account and
terminate the use of PingPong. Your acceptance of this Agreement means that you
fully understand and accept these terms and conditions. If you do not
understand any of these terms and conditions, please contact our company and/or
we suggest you seek external independent legal advice.
You acknowledge and
confirm your understanding that: when you only use the acquiring services
provided by PingPong or when PingPong only has the capability to provide
acquiring services to you, Part I of this Agreement applies to you; when you
only use the technical connection services provided by PingPong or when
PingPong only has the capability to provide technical connection services to
you, Part II of this Agreement applies to you; when you use both the acquiring
services provided by PingPong and the technical connection services provided by
PingPong, Part I and Part II of this Agreement shall each apply to you within
their respective service scopes. When you purchase or lease hardware equipment
provided by PingPong, Part III of this Agreement applies to you.
If you have signed an
agreement with PingPong through an offline signature method, and if the offline
version conflicts with the content of this Agreement, the offline version
agreement shall prevail; for content not mentioned in the offline version agreement
but mentioned in this Agreement, this Agreement shall continue to apply.
If a Merchant generates
multiple Department IDs ("DIDs") at PingPong, the Merchant's
contracting entity remains unchanged, meaning each DID is not a separate
entity. If different versions of this Agreement were signed when different DIDs
were onboarded, the version of this Agreement subsequently signed by the
Merchant shall be deemed to supersede the originally signed version of the
agreement.
PART I:
PINGPONG ACQUIRING SERVICE TERMS AND CONDITIONS
1.1 You acknowledge that the use of PingPong acquiring services will be subject to the mandatory provisions of applicable laws. You hereby declare that you are conducting activities in a professional or commercial capacity and that you are not signing the PingPong Acquiring Service Terms and Conditions ("this Acquiring Agreement") and using PingPong services in the capacity of a consumer. You are solely responsible for understanding and complying with the laws and regulations of your country of origin, as well as the laws and regulations that may apply to you based on account jurisdiction related to your use of PingPong services, including but not limited to laws and regulations related to the regulation of payment services: anti-money laundering and counter-terrorist financing requirements, consumer protection, information protection, anti-discrimination, gambling, false advertising, illegal sale or purchase or trading of any goods or services, and related import and export activities, taxation or foreign exchange transactions, and activities related to licensing.
1.2 The obligations set forth in this Acquiring Agreement are subject to our acceptance of you as our Merchant; our company has the right to unilaterally decide whether to accept you as our Merchant.
1.3 PingPong services do not include the functions and benefits of a bank account. PingPong is not a bank or a credit institution, and we will not pay you any interest on funds in the acquiring account.
1.4 If you breach this Acquiring Agreement or any other agreement signed with PingPong, or during inspections conducted to assess risks related to your transaction activities, we may at any time close, suspend, or limit your use of PingPong acquiring services. We may also restrict your funds in accordance with the instructions of law enforcement or regulatory authorities.
1.5 If your account is no longer active, we may close your PingPong Checkout account.
1.6 Protecting your privacy is an important part of our work. Please read our Privacy Policy carefully to better understand our commitment to protecting your privacy and the use and disclosure of your information.
1.7 If there is a discrepancy or inconsistency between the terms of this Acquiring Agreement and the PingPong Service Terms and Conditions, the provisions of this Acquiring Agreement shall prevail.
In this Acquiring Agreement, the following terms have the following meanings: Terms used in this Acquiring Agreement but not defined herein shall have the meanings assigned to them in PingPong Service Terms and Conditions.
3.1 Registration and "Know Your Customer"Information
Depending on the location of the entity at the time of your registration on the PingPong website, the PingPong contracting party and the applicable governing law will be adjusted accordingly. The details are as follows:
|
Merchant
Registration Region |
PingPong
Contracting Party |
Address
Information |
Governing
Law |
|
Mainland
China, Hong Kong SAR, and other countries/regions not listed in this table
(except where prohibited by local law) |
Ping Pong
Global Holdings Limited |
Unit 06
12/F, Emperor Group Centre, 288 Hennessy Road, Hong Kong |
Laws of
the Hong Kong Special Administrative Region of the People's Republic of China |
|
Singapore |
Mana
Payment (Singapore) Pte. Ltd. |
23 Church
Street, Level 7, Capital Square, Singapore, 049481 |
Singapore |
|
European
Economic Area (EEA) |
PingPong
Europe S.A. |
9 Rue du
Laboratoire, L-1911 Luxembourg |
Luxembourg |
|
United
Kingdom |
PingPong
Payment (UK) Limited |
78 Cannon
Street, London, EC4N 6HL, United Kingdom |
United
Kingdom |
|
Australia |
Mana
Payment Australia Pty Ltd |
McBurney
& Partners' Level 10, 68 Pitt Street, SYDNEY, NSW 2000 |
Australia |
|
Japan |
PingPong
Asia Technology Co., Ltd. |
East
Tower 4th floor, Otemachi First Square 1-5-1 Otemachi, Chiyoda-ku, Tokyo,
100-0004 Japan |
Japan |
|
USA,
Canada |
PingPong
Global Solutions Inc. |
27 W 24th
St, Ste 704 New York, NY 10010 |
USA |
|
Indonesia |
PT Mana
Payment Indonesia |
GoWork
Sopo Del - Sopo Del Tower B 20th Floor, Jl. Mega Kuningan Barat III Lot
10.1-6, Kawasan Mega Kuningan, Jakarta Selatan, DKI Jakarta 12950 |
Indonesia |
|
Malaysia |
PINGPONG
PAYMENT MALAYSIA SDN. BHD. |
Units
A-10-9, 10 & 11, Tower A, Vertical Business Suite, Avenue 3, Bangsar
South, No. 8 Jalan Kerinchi, 59200 Kuala Lumpur W.P., Kuala Lumpur |
Malaysia |
3.2 You can contact our customer service at any time. You can send messages through https://checkout.pingpongx.com, or by calling 400-996-9666 (within China) or (+86) 0571-8972-2222.
You acknowledge and confirm that PingPong can push notices and relevant service information to you through the following methods: publishing notices on the PingPong website (including but not limited to notice information received when you log into your PingPong account), sending emails to the email address associated with your PingPong account, sending mail to the address associated with your PingPong account, calling your telephone, or pushing SMS or text messages to you. You must have internet access and an email account to receive communications and information related to PingPong services. You further confirm that such notice shall be deemed received at the time it is published on the PingPong website or sent via email. You may request a copy of any information required by law to be disclosed (including this Acquiring Agreement), and we will provide you with a file format that can be stored and reproduced (for example, email).
4.1 Registration and KYC
To ensure PingPong complies with relevant anti-terrorism, financial services, and other applicable laws and regulations, as well as the "Know Your Customer" (KYC) requirements established by Card Schemes and Acquirers, you have provided specific information regarding yourself, your activities, and your shareholders, as detailed in the "Merchant Application Information Form" or similar documents provided on the PingPong website service page.
You hereby unconditionally guarantee that all information you provide according to PingPong's requirements is correct and up-to-date. If any changes occur to the information you provided, you shall issue a written notice to PingPong at least three business days in advance. You shall first provide supplementary information and supporting documents related to your identity upon PingPong's request, and provide supplementary information and supporting documents related to the identity of your shareholders and activities upon PingPong's reasonable request, to ensure compliance with applicable laws and regulations and the "Know Your Customer" requirements established by Card Schemes and Acquirers. You agree that PingPong may contact and consult relevant registration agencies and government authorities to conduct further investigations into your identity, credit status, and background.
You agree that the services provided by PingPong under this Acquiring Agreement and the related payment methods may only be used for payment matters related to the goods/services you sell. You shall not use this service to provide payment support for goods/services sold by third parties, nor shall you use this service to assist in the payment of third-party goods/services, or resell or authorize this service to third parties. For the avoidance of any doubt, you may enter into separate agreements with sub-merchants so that sub-merchants can sell their goods or services on the platform you provide. However, you agree that this Acquiring Agreement shall not establish any obligations between PingPong and any sub-merchants, whether in terms of service provision or otherwise.
You hereby authorize PingPong to have the right to provide the information received from you to relevant Payment Organizations and Acquirers so that the Payment Organizations and Acquirers can allow you to access their payment methods.
4.2 Approved Products and Services
You wish to obtain services provided by PingPong related to the payment of your products and services. At the same time, you agree that PingPong only agrees to provide this service for specific products and services. If you wish to make any changes to your products and services, you shall obtain prior written approval from PingPong; without prior written approval from PingPong, you shall not submit payment applications regarding new products and services.
If you use this service in violation of the laws and regulations of the relevant country, and/or if such circumstances fall under the situations listed in the "PingPong Restricted Services and Products List" ("Restricted List"), you shall be prohibited from using the service. PingPong may update the above list at any time to the extent necessary to ensure compliance with legal provisions, comply with Organization Rules, and/or reduce the potential risk exposure of fraudulent transactions, and without issuing any prior notice to you regarding such updates. PingPong will display the latest Restricted List through the PingPong website, which constitutes a part of this Acquiring Agreement.
4.3 Settlement and Fee Rate Details
PingPong will settle to you according to the settlement cycle you have confirmed through the Authorized Email and/or the PingPong Acquiring Merchant Management Backend, and collect relevant fees according to the content confirmed by the Authorized Email and/or the PingPong Acquiring Merchant Management Backend.
Your transaction settlement account is the bank settlement account you submitted when applying for this service. If there is any change in the bank settlement account information, you should notify PingPong in writing ten (10) business days before the change and provide relevant materials. If transaction funds cannot be settled to the account you submitted on time due to your reasons, PingPong shall not bear responsibility.
5.1 Services
PingPong agrees to provide you with legal and secure payment services according to the terms of this Acquiring Agreement. In addition, you should refer to the relevant instructions provided on the PingPong website to obtain other technical and procedural information.
5.2 PCI DSS Compliance
5.2.1 Payment Interface
As part of the PingPong services, you may use PingPong's payment interface within your platform or system for the following operations:
For Card-Not-Present ("CNP") transactions processed by PingPong, you shall use PingPong's hosted payment page and/or the API interface provided by PingPong that is called to submit payment details.
5.2.2 PCI DSS Compliance
As part of providing services to you, PingPong will process payer data on your behalf and is responsible for ensuring the security of payer data from the time PingPong receives relevant payer data through the relevant payment interface, according to the requirements of the applicable Payment Card Industry Data Security Standard (PCI DSS); this responsibility remains effective until PingPong stops storing, processing, and transmitting such payer data.
You shall independently ensure that you always comply with the relevant PCI DSS requirements put forward by Payment Organizations regarding your processing of payer data and use of relevant payment interfaces. Subject to compliance with PCI DSS, you shall independently bear all costs and expenses to: (1) conduct or entrust the conduct of necessary PCI DSS certification audits; (2) obtain PCI DSS compliance certification before storing, processing, or transmitting payer data; (3) take all necessary measures to ensure that you always comply with PCI DSS during the duration of this Acquiring Agreement and after the expiration of this Acquiring Agreement, provided you continue to store, process, or transmit such payer data. Subject to compliance with PCI DSS compliance, you shall always pay attention to changes in PCI DSS (or applicable standards) and implement these changes as needed to ensure the compliance of the payment card industry.
PingPong has the right to verify from time to time, as required by Organization Rules, whether you have appropriately complied with the above provisions (for example, requiring you to fill out a self-assessment questionnaire designated by the Payment Organization). If you fail to comply with the above requirements, PingPong has the right to terminate this Acquiring Agreement or the relevant payment method according to the provisions of the applicable Organization Rules, until the relevant requirements are met.
5.3 Payment Methods
You confirm and agree to pay attention to and comply with relevant Organization Rules, and Payment Organizations may change Organization Rules at any time at their discretion. You confirm that PingPong has no influence or control over Organization Rules and the policies of Acquirers and Payment Organizations; however, PingPong will take all reasonable measures to assist you in being accepted by relevant Payment Organizations and Acquirers.
If payment methods are changed, both parties can confirm the change of payment methods and the changed fees through the Authorized Email or the PingPong Acquiring Merchant Management Platform.
6.1 General Provisions
You agree to pay fees to PingPong according to the provisions published on the PingPong website service page and/or the content confirmed by both parties' Authorized Emails, and pay PingPong for all related taxes and costs generated by your bank account. If at any time you notify PingPong in writing that you wish for PingPong to provide you with any supplementary services, you shall make payments to PingPong according to the fees and fee rates applicable to such supplementary services.
6.2 Fee Changes
The fees involved in this Acquiring Agreement will be listed on the PingPong Acquiring Merchant Management Platform service page and/or confirmed by both parties' Authorized Emails. PingPong has the right to make changes to fees and have them take effect after fifteen (15) natural days' notice. If fee changes are involved, PingPong will notify you through the Authorized Email or by way of reminders on the service page.
6.3 Other Payable Amounts
You shall also, immediately after knowing any of the following situations have occurred (at the latest no more than five business days after any of the following situations occur), pay all amounts due to PingPong according to the agreement of this Acquiring Agreement, including:
Any incurred refund amounts (except those already deducted by PingPong from its payable amounts to you);
6.3.2 All excess amounts generated for any reason that PingPong overpaid regarding transaction data;
6.3.3 All amounts paid by PingPong regarding invalid transaction data;
6.3.4 Amounts that Acquirers or Payment Organizations overpaid regarding transaction data or require PingPong to bear due to other reasons;
6.3.5 All chargeback amounts; specifically, if a chargeback occurs for a certain transaction, and that chargeback involves settlement funds you have already received for the relevant transaction, you shall unconditionally and immediately return the settled funds to PingPong so that PingPong can return these funds to the Payment Organization or Acquirer;
6.3.6 Any fines or economic losses caused by your breach of any agreement of this Acquiring Agreement, including but not limited to fines that may be imposed on PingPong by regulatory agencies, Acquirers, Payment Organizations, and/or payment methods, and losses suffered by PingPong due to your breach of any provision of this Acquiring Agreement resulting in PingPong's failure to perform its obligations.
6.3.7 Except for the circumstances agreed in Article 6.2, PingPong has the right to change fees when the following situations occur, and the corresponding fee changes can be traced back to transactions before the change; (1) if the Acquirer or Payment Organization changes fees; (2) other reasons from the Acquirer or Payment Organization leading to increased costs for PingPong; (3) other reasons leading to increased costs for PingPong.
6.4 Fee and Charge Recording
For fees, charges, and other payable amounts that should be paid by you or by PingPong on your behalf, PingPong has the right to deduct them from your account, deduct them from amounts pending settlement, or issue an invoice to you. Except for Reserve fees, other collected fees are non-refundable.
6.5 Taxes
Unless otherwise stipulated in this Acquiring Agreement, all fees and other payments you should pay according to the provisions of this Acquiring Agreement do not include the amount of Goods and Services Tax and any other relevant taxes (if any).
You agree that PingPong has the right to retain a Reserve to pay for potential refunds, chargebacks, fines, products/services already paid for but not yet fully delivered, other amounts you should pay to PingPong, and potential obligations you may bear toward PingPong, other protected parties under this Acquiring Agreement, and Payment Organizations.
PingPong has the right to set or adjust the amount of the Reserve based on reasonable judgment. If PingPong sets or adjusts the Reserve amount, you cannot use that portion of the amount, and PingPong has no obligation to pay these funds to you before that portion of the funds is cleared according to its policy. If your account is restricted by a Reserve, PingPong will notify you in writing in advance (through the Authorized Email, service website announcement, or other addresses provided by the Merchant to PingPong), specifying relevant terms or any subsequent changes, which may include requirements at PingPong's sole discretion, and has the right to retain a specific percentage (or specific amount) of the amounts collected by your account within a specific period (specifically designated by PingPong), or other funds that PingPong deems necessary for preventing and protecting risks related to your account.
You agree to the provisions regarding Reserve terms on the PingPong website service page.
To provide the services under this Acquiring Agreement, you confirm that PingPong may enter into payment service agreements with third-party Acquirers to assist PingPong in providing services to you; at the same time, you agree to provide assistance and/or information to PingPong according to PingPong's requirements so that PingPong complies with its obligations under payment agency agreements.
You hereby represent, warrant, and promise to PingPong:
8.1 For any illegal transactions you know or should know, you shall not apply for payment.
8.2 Your behavior shall not interfere with or hinder PingPong from signing payment service agreements, exercising its rights under any payment service agreement, or performing its obligations under any payment service agreement.
8.3 For any problems involving violation or possible violation of relevant security requirements caused by holding confidential data, you shall cooperate with PingPong and the Acquirer to handle them.
8.4 You shall, within the validity period of this Acquiring Agreement, comply with PCI DSS and ensure that the Acquirer and PingPong can from time to time audit your system and the compliance of this Acquiring Agreement.
8.5 You shall comply with all Organization Rules (to the extent relevant to you), all applicable laws, and provisions of other standards mentioned in the payment service agreement (and their amendments from time to time).
8.6 You shall only submit relevant transactions to PingPong regarding products/services you provide to payers.
8.7 You shall ensure that you indicate your identity to payers at all interaction points so that payers can distinguish you from any other third party (for example, suppliers providing products or services to you), and you shall ensure your platform or system:
8.7.1 Clearly displays your name.
8.7.2 Ensures the name listed on the platform or system is the name listed for you and the cardholder statement.
8.7.3 Displays your name and information according to the clarity level of any other information listed on the website (except product or service pictures), as stipulated by Organization Rules.
8.8 You shall not:
8.8.1 Conduct any other transactions except for real purchases of products/services you supply.
8.8.2 Without prior written approval from the Acquirer or PingPong, accept transactions related to products and/or services outside your business scope.
8.8.3 Accept transactions or provide transaction data for processing if the transaction or data processing is not conducted directly between you and the payer;
8.8.4 Without prior written consent from the Acquirer/PingPong, accept or process transactions to provide cash to payers.
8.8.5 Refund transaction funds into a payment method that was not used for such transactions, and you shall not under any circumstances accept any funds provided by the payer for refund processing to the payer's account.
8.9 Except for indicating acceptance of relevant payment methods, you shall not use Payment Organization logos for any other purpose; at the same time, without prior written approval from the Acquirer, you shall not use any other materials related to Payment Organizations or Acquirers. In particular, you shall display appropriate guidance signs at relevant points of sale (including online, multimedia platforms, and payment gateways, etc.) to inform payers of the payment methods available for payment.
8.10 You shall grant PingPong, Payment Organizations, and Acquirers an irrevocable license regarding the use of data related to sub-merchants (if any) collected by you.
8.11 Upon PingPong's request, you shall immediately provide relevant information to PingPong so that PingPong complies with its obligations under payment service agreements, such information including but not limited to: information and documents reasonably required by the Acquirer to satisfy the Acquirer's Designated Person search of you.
8.12 After you become a Designated Person, you shall immediately inform PingPong and stop using PingPong services. <
8.13 After discovering that you have seriously breached terms under this Acquiring Agreement, you shall immediately notify PingPong.
8.14 You shall, according to the process agreed in the payment service agreement or the method otherwise instructed to PingPong by the Acquirer, obtain authorization for that transaction from the authorization center designated by the relevant Acquirer at or before accepting each transaction. If transaction authorization is smoothly obtained, you shall (if applicable) record the code assigned to such authorization in the transaction record. For transactions that fail to obtain authorization immediately, you shall immediately contact PingPong to cancel the transaction. If the authorization center refuses to grant transaction authorization, the relevant transaction must not be conducted, and you shall not seek different amounts of authorization for the same transaction on behalf of the same payer.
8.15 If relevant products/services need to be shipped, you should verify the goods delivery address to ensure the goods are sent to the correct address. You should inform the payer of the time required for goods delivery, and if you are unable to provide delivered goods within the notified period for some reason, you should notify the payer of this situation.
8.16 You may only accept transactions using currencies permitted by PingPong, and without PingPong's consent, you shall not conduct transactions using Dynamic Currency Conversion.
8.17 If the price you display to the payer does not apply to all payment methods it accepts, before accepting the transaction, you must issue a statement clearly explaining any payment methods that do not apply to the shown price as well as the price difference, which can be an amount or a percentage.
8.18 You have provided products/services related to transaction data according to the listed value amount.
8.19 You have reached all transactions adhering to the principle of good faith and are not aware of any disputes related to transaction validity and matters that may affect transaction validity.
8.20 For recurring transactions, you shall obtain a prior written request provided by the relevant payer, requiring periodic payments to you for relevant products/services. This request must be dated and signed for confirmation by the relevant payer, and state the amount collected from that payer and the collection frequency, as well as the time range during which such funds can be collected. Besides this, you shall terminate recurring transactions immediately after receiving the following notices: (1) a cancellation notice issued by the payer; (2) a notice issued by the Acquirer or PingPong regarding the Acquirer or PingPong no longer processing recurring transactions related to the relevant payment method; or (3) a notice regarding the relevant payment method no longer being accepted.
8.21 Unless through written consent from PingPong or the Acquirer, you shall not accept any transactions attached with a deposit, partial payment, or future delivery of products/services.
8.22 You shall take all measures to resolve transaction-related disputes existing with payers.
8.23 You shall save all transaction records and relevant documents in a safe location.
8.24 If a major change occurs in your business and affects its business, you shall immediately notify PingPong after discovering such major change, including but not limited to: (1) any insolvency event (or imminent insolvency event); (2) your control has changed or is about to change; (3) your transaction terms, directors, other management personnel, trade name or business name, legal status, business or transaction address, or any other details you have provided to PingPong have changed or are about to change; and (4) all or any of your main assets are actually or will be sold or disposed of, and will cause a major adverse change to your business.
8.25 To reduce adverse consequences such as transaction fraud and chargebacks that you may encounter, PingPong has the right at any time to require it to open chargeback warning services based on the comprehensive risk level of your historical transactions, and it shall not refuse without reason and should cooperate to open them.
8.26 Card Organization Special Terms:
8.26.1 You shall not, for any reason, raise an objection regarding the ownership of Payment Organization logos;
8.26.2 You promise that for any transaction you conduct, there are no other transactions or intended transactions for the same product/service;
8.26.3 You shall not split one transaction into two or more transactions;
8.26.4 You shall not set any minimum or maximum transaction amount;
8.26.5 You shall not discriminate against any payment method in any way;
8.26.6 You shall not submit any transactions where disputes already exist;
8.26.7 You shall not violate Payment Organization regulations by requiring cardholders to provide card information;
8.26.8 Except where laws, regulations, or Payment Organizations provide otherwise, you shall not add extra fees for transactions;
8.26.9 Except where laws and regulations provide otherwise, you shall not separately collect taxes for transactions;
8.26.10 You shall be responsible for the behavior of its employees;
8.26.11 If you use or intend to use a third-party service provider, you need to: (1) inform PingPong of the list of service providers it uses or intends to use; (2) ensure the third-party service provider complies with relevant PCI DSS requirements put forward by Payment Organizations regarding processing payer data and use of relevant payment interfaces; (3) if its service provider may come into contact with cardholder information, you should promptly inform PingPong in writing; (4) for transactions processed through third-party service providers, PingPong is only responsible to you; (5) for any problems or failures caused by third-party service providers, you shall be responsible, and they are unrelated to PingPong and payment methods or Payment Organizations.
8.26.12 All fees generated due to Card Organization arbitration shall be borne by you.
8.27 You should properly keep PingPong and PingPong Checkout account and password, SMS verification codes, encrypted private keys, digital certificates, and other data information, and do a good job in authorized user management. Your PingPong and PingPong Checkout account and password, SMS verification codes, digital certificates, and other data information are the unique identifiers for PingPong to identify you or an authorized user's identity and instructions. Any payment instructions sent to the PingPong system using the aforementioned data information are deemed to be your behavior and constitute your irrevocable instructions. PingPong can execute the instruction without checking other information, and PingPong bears no responsibility for the behavior and results of operating according to that instruction; losses and legal responsibilities caused by your improper keeping, use, and maintenance of the aforementioned data information shall be borne by you yourself. Please do not store PingPong and PingPong Checkout accounts and passwords, SMS verification codes, encrypted private keys, digital certificates, and other data information accounts and passwords in the browser, or use the browser's built-in password auto-fill function, to avoid the risk of account and password leakage.
8.28 If, in the process of using PingPong acquiring services, you involve using hardware equipment or tools provided by PingPong, you should use hardware equipment properly based on reasonable principles. Among them:
a. Equipment should be placed in a location consistent with your registered place;
b. 1 piece of equipment only allows 1 merchant to use it;
c. If you lease equipment from PingPong, the warranty period of that equipment is consistent with your lease period.
8.28.1 During the lease period, if equipment is damaged, you shall inform PingPong of damage details within two (2) days after the damage occurs; if PingPong confirms equipment damage is caused by the equipment's own manufacturing defect or software damage, PingPong will provide repair or replacement of the equipment for you. Prerequisites for passing the warranty include but are not limited to:
a. The serial number on the equipment you submit is clearly readable.
b. The equipment you submit must be complete (including packaging box, charging cable, protective film box, and charging adapter).
c. PingPong confirms after inspection that equipment damage is unrelated to your fault.
d. You bear transport costs generated during equipment lease and warranty periods.
8.28.4 If equipment damage is caused by force majeure or caused by your improper use, PingPong is not responsible for the warranty. You confirm and accept that PingPong's inspection result of equipment damage causes is the final result.
8.28.5 PingPong will provide equipment according to the quantity required by email or purchase order based on the agreement with you or a separately reached agreement, and decide to make adjustments according to PingPong's inventory availability at its own discretion.
8.28.6 If PingPong incurs losses due to your accidental loss of equipment or damage to equipment, you shall compensate PingPong for the losses, including bearing fees PingPong needs to pay to third parties.
8.29 Except as explicitly agreed in this Acquiring Agreement, if you violate representations, warranties, promises, and other relevant agreements under this Acquiring Agreement, PingPong has the right to suspend or terminate providing services under this Acquiring Agreement depending on your breach situation, and you shall compensate PingPong for all economic losses resulting therefrom.
You agree and confirm:
9.1 PingPong has the right to refuse any transactions that violate legal provisions;
9.2 Payment Organizations may at any time, immediately and without issuing any prior notice, prohibit you from using that organization's logo based on any reason;
9.3 Payment Organizations have the right to enforce any provisions of their Organization Rules, and prohibit you and/or PingPong from participating in any behavior that any Payment Organization deems may harm the Payment Organization or may produce a risk of harm to the Payment Organization;
9.4 If the Acquirer requires PingPong to provide any information related to you (whether or not it is confidential) so that the Acquirer complies with its obligations under the payment agency agreement, you shall provide such information to PingPong within seven (7) days after receiving the request, and agree that PingPong may provide such information to the Acquirer;
9.5 If PingPong or you violating the agreement of the payment service agreement is caused by your violation of obligations under this Acquiring Agreement, for any amount due and payable by PingPong or you, the Acquirer has the right to retain or withhold such amount;
9.6 PingPong may, within the scope that PingPong or the Acquirer deems necessary or appropriate, require relevant changes to your website to ensure you always comply with applicable Organization Rules;
9.7 If terms of this Acquiring Agreement are inconsistent with terms of Organization Rules, provisions of Organization Rules shall prevail.
9.8 Payment Organizations are the sole and exclusive owners of organization logos;
9.9 Based on requirements of the Acquirer, PingPong may from time to time require you to make supplementary representations, warranties, promises, and/or confirmations; in such cases, PingPong will require you to sign an amended agreement within ninety (90) days; >
9.10 Unless otherwise approved by the relevant Payment Organization, if you exceed the maximum payment transaction amount set from time to time by the relevant Payment Organization, you must enter into a direct contractual relationship with a member of the Payment Organization. If PingPong expects the maximum amount will be exceeded, may be exceeded, or may have been exceeded, PingPong has the right to:
9.10.1 Stop processing any transactions for you; and/or
9.10.2 Immediately terminate this Acquiring Agreement.
9.11 You understand you will bear risks related to all transactions by yourself. If you wish to use two or more URLs to accept transactions, you shall apply to PingPong regarding each URL you plan to use, and can only use them after PingPong's approval and consent. According to this Acquiring Agreement, without PingPong's prior consent, you shall not use multiple URLs to accept transactions, shall not register multiple URLs under this Acquiring Agreement, or use any other URLs to accept transactions. If you violate this article's agreement, PingPong has the right to immediately terminate providing services and/or not settle part or all of the amount. Consequences generated by your violation of this article's agreement shall be borne by you, including but not limited to Payment Organization fines and losses caused to PingPong.
9.12 You understand and agree that PingPong has the right to set different service paths and charging models according to your website building path. You promise you shall not apply service paths and technical connection methods set for websites built through the Shopify platform to websites not built through the Shopify platform; similarly, you also shall not apply service paths and technical connection methods of websites not built through the Shopify platform to websites built through the Shopify platform. If you violate the above promise, PingPong has the right to refuse providing services and require you to bear any losses caused to PingPong due to improper application of service paths.
9.13 You confirm PingPong has the right to publish and from time to time update relevant Organization Rules on the PingPong website. Your signing of this Acquiring Agreement signifies agreement to accept Organization Rules for relevant payment methods that have been or may be published on the PingPong website in the future.
9.14 You confirm that if you have cooperation with PingPong under multiple business items, and the balance under a single or several business items is negative, allow PingPong to conduct allocation or deduction among your balances under other business items. For example, if your balance under PingPong acquiring service items is negative 5000 USD, and the balance under collection and payment business items is 10000 USD, you allow PingPong to allocate or deduct 5000 USD from that 10000 USD to the acquiring business item.
9.15 You confirm that acquiring services are only applicable on the premise that PingPong has obtained necessary acquiring permissions and/or licenses from relevant regulatory agencies. Otherwise, the acquiring relationship should be directly established between the Acquirer and you, and no acquiring relationship exists between PingPong and you. You authorize PingPong to sign agreements with Acquirers on your behalf, assist in providing KYC and other materials, as well as handle network entry procedures between you and the Acquirer. All acquiring services are provided by the Acquirer, not by PingPong. When funds are settled from the Acquirer to PingPong, that settlement should actually be seen as the Acquirer directly settling to you. PingPong only acts as the Merchant's collection agent or the Acquirer's payment agent, and such collection and payment agent services do not belong to the scope of acquiring services.
9.16 You confirm that you authorize PingPong to have the right to handle the following matters on your behalf, and all related responsibilities are borne by you: a. Use your information to register an account on a designated third-party platform; b. Obtain initial password and account login information; c. Complete other necessary operations required for account registration, maintenance, and operation.
9.17 You confirm that if your cooperation with PingPong involves an affiliated brand party ("Brand Party"), you irrevocably and unconditionally authorize the Brand Party to handle the following matters on your behalf:
a. You authorize the Brand Party to transmit collected "Know Your Customer" (KYC) related materials to PingPong, including but not limited to your identity information, business information, address information, and shareholder information, for registering a PingPong account and entrusting PingPong to provide services for you.
b. You authorize the Brand Party to submit a written application to PingPong on your behalf and issue instructions to open a specific PingPong collection account.
c. You authorize the Brand Party to instruct PingPong to transfer specific amounts from your PingPong collection account to a bank account designated by the Brand Party, including but not limited to withdrawals, supplier payments, and other payment instructions.
d. You authorize the Brand Party to submit a written application to PingPong to apply for special processing of specific incoming transactions, such as refunds.
e. You authorize the Brand Party to, without prior consultation with or notice to you, sign agreements with PingPong or a third party designated by PingPong (handling funds on your behalf), including but not limited to gateway agreements, acquiring agreements, or other relevant agreements.
PingPong has the right to unconditionally transfer funds from your PingPong account to the bank account designated by the brand company according to all above instructions of the Brand Party, without prior consultation with or notice to you. You bear full responsibility for the authenticity, legality, validity, and completeness of all instructions issued by the Brand Party on your behalf during the use of this service. Such instructions will be deemed your true intent and cannot be changed or revoked. You promise that all risks generated due to our development of business according to instructions issued by the Brand Party on your behalf shall be borne by you. PingPong has no obligation and cannot verify the authenticity, legality, validity, and completeness of all instructions issued by the Brand Party on your behalf.
10.1 PingPong has the right to terminate the agreement by notifying you in writing 30 days in advance.
10.2 If any of the following situations occur, PingPong has the right to immediately terminate this Acquiring Agreement after issuing a written notice:
10.2.1 Any Acquirer or Payment Organization requests PingPong to terminate this Acquiring Agreement;
10.2.2 Any Acquirer or Payment Organization terminates the payment service agreement reached with PingPong used to support you and its transactions;
10.2.3 According to the determination of PingPong, the Acquirer, or any Payment Organization, activities of you and/or its sub-merchants (if any) are fraudulent, improper behavior, or violate Organization Rules;
10.2.4 Any Acquirer or Payment Organization deems that the proportion, quantity, or amount of fraudulent transactions you submitted, or the number of chargebacks or refunds related to the business of you or any sub-merchant, exceeds the acceptable range;
10.2.5 You submit any transactions for processing on behalf of any third-party entity other than what is agreed by both parties according to this Acquiring Agreement;
10.2.6 Within the validity period of this Acquiring Agreement, you make major changes to its website content, or change its business or business model, or any direct or indirect control change occurs to your parent company, without prior written consent from the Acquirer and PingPong;
10.2.7 You fail to submit any transactions for six (6) consecutive months, or no activity is recorded in your account;
10.2.8 You become a Designated Person;
10.2.9 You implement any behavior that may cause losses (including reputation loss) to Payment Organizations or their payment systems.
10.3 This Acquiring Agreement shall automatically terminate upon the occurrence of any of the following situations:
10.3.1 A Payment Organization or Acquirer cancels PingPong's registration as a payment service provider; or
10.3.2 The Acquirer no longer enjoys Payment Organization membership based on any reason; or
10.3.3 The Acquirer fails to obtain a valid license from any Payment Organization to use any Payment Organization logos you accept.
10.4 At the termination of this Acquiring Agreement, you shall pay all fees already due or generated on the termination date, and other amounts that should be paid to PingPong. For the avoidance of doubt, the expiration or termination of this Acquiring Agreement shall not affect interests, claims, and compensations that PingPong has obtained or should obtain. In addition, rights and obligations agreed in terms that should remain valid according to their nature will remain valid.
11.1 Due to anti-money laundering, anti-terrorism, financing, or other requirements applicable in relevant jurisdictions, before you enter into any transaction, or before PingPong provides any service to you, PingPong or any of its agents may require specific identity information or other relevant documents. You hereby confirm that PingPong can make the above requirements of you, and you shall immediately provide all information reasonably required by PingPong upon PingPong's request so that PingPong can conduct customer due diligence procedures and anti-money laundering/counter-terrorism financing checks. You hereby agree and confirm that PingPong bears no responsibility for any losses you suffer due to failure or delay in providing the above information or documents, or due to you providing any inaccurate information. You hereby declare and warrant that all information you provide to PingPong (including information provided during the customer entry procedure and subsequent review process) is complete, true, and accurate, and you promise that if the above information changes, you will immediately notify PingPong. PingPong has the right to require you to provide supplementary identity information or any other documents according to requirements of applicable "KYC" and provisions of anti-money laundering/counter-terrorism financing laws and regulations at its discretion. If you are subjected to sanctions according to anti-money laundering/counter-terrorism financing provisions, you promise to notify PingPong immediately.
12.1 PingPong shall settle to you transaction funds it collected from Acquirers and/or Payment Organizations that should be paid to you according to the agreement of this Acquiring Agreement and/or determined by both parties' Authorized Emails and/or the amount set by the PingPong Acquiring Customer Management Platform, but PingPong has the right to withhold relevant fees already due and payable to PingPong according to the agreement of this Acquiring Agreement and/or determined by both parties' Authorized Emails and/or the amount set by the PingPong Acquiring Customer Management Platform. In addition, to ensure you perform payment obligations of this Acquiring Agreement, the Reserve should be settled to you according to the agreement of this Acquiring Agreement and/or determined by both parties' Authorized Emails and/or the settlement cycle set by the PingPong Acquiring Customer Management Platform.
12.2 You should, within a reasonable time range, verify the correctness and completeness of each settlement amount of PingPong. If you have any objection to the amount settled by PingPong to your designated account, you should raise an objection in writing within seven (7) business days after receiving the settlement amount; otherwise, that settlement amount is deemed correct and error-free, and you may not raise any objection to that settlement amount thereafter.
12.3 If you have a large number of customer disputes, regulatory agency investigation matters, transaction risk events, abnormal transaction volume, violation of applicable laws or Organization Rules, agreement expiration or early termination, or other outstanding matters, PingPong has the right to take one or more of the following measures according to risk level:
12.3.1 Postpone settlement;
12.3.2 Adjust settlement cycle;
12.3.3 Adjust Reserve amount and/or Reserve retention cycle.
12.4 If you experience situations such as out of stock, inability to ship, inability to provide services, your customer revoking transactions, and need to do refund processing:
12.4.1 PingPong has the right to require you to submit any written documents required by PingPong for processing refund requests within the time specified by PingPong;
12.4.2 If you raise a refund request, PingPong will conduct refund processing from funds in transit or funds pending settlement. If funds in transit or funds pending settlement are insufficient to complete a full refund, you should transfer the remaining refund balance to PingPong's bank account through bank transfer. If you fail to transfer that remaining balance, PingPong has the right to refuse the refund request and bears no responsibility for the refund, and you need to bear compensation liability for all losses caused to PingPong thereby;
12.5 According to PingPong's requirements, if a certain transaction involves a refund application, has high fraud risk, or is suspected of fraudulent behavior, you should provide information required by PingPong in the way determined by PingPong to conduct transaction assessment. If according to PingPong's independent judgment, there is no conclusive evidence showing that the transaction does not fit the above situations, PingPong reserves the right to directly process that transaction as a refund.
12.6 To prevent false transactions, revoked transactions, and the use of other improper payment methods, you shall not conduct offline refunds (for example, remitting funds into the payer's other accounts or paying cash, etc.). Refund funds must be returned by the original path into the payment method used by the payer to pay for relevant products/services.
12.7 If any of the following situations occur, PingPong or the Acquirer has the right to decide by themselves and proactively refund or delay settlement without needing to notify you in advance:
12.7.1 When PingPong or the Acquirer conducts risk anti-fraud detection on your transaction orders and deems the transaction suspicious;
12.7.2 When based on PingPong or the Acquirer's judgment, your transaction involves fraud, passing off inferior goods as quality ones, inability to ship on time, or failure to ship, and after PingPong notifies you to conduct refund operations, you refuse the refund or fail to proactively refund within the time specified by PingPong;
12.7.3 PingPong or the Acquirer determines your transaction chargeback rate or fraud rate exceeds the acceptable risk range of PingPong or the Acquirer (such risk range is determined by PingPong or the Acquirer);
12.7.4 When PingPong or the Acquirer based on their own professional judgment deems you engaged in transactions that do not belong within the acceptance range of Payment Organizations or Acquirers or violate anti-money laundering/counter-terrorism financing related laws and regulations;
12.7.5 When you have other situations that PingPong or the Acquirer deems to be unreasonable transactions, etc.
12.8 If you experience situations such as chargebacks, refunds, false transactions, fraudulent transactions, or high-risk transactions, PingPong has the right to handle them according to the agreement of this Acquiring Agreement, and you bear all losses generated therefrom by yourself, and PingPong bears no responsibility for this.
12.9 If you violate any Organization Rules, you shall be fully responsible for all adverse consequences triggered by refunds, delayed settlement, account freezing, or other relevant risk control measures conducted by PingPong, the Acquirer, or Payment Organizations, and PingPong bears no responsibility for this.
12.10 After the expiration or early termination of this Acquiring Agreement, PingPong will conduct settlement according to the content of this Acquiring Agreement, specifically based on the cycle agreed by both parties' Authorized Emails and/or determined by the PingPong Acquiring Customer Management Platform.
13.1 Under no circumstances is PingPong or the Acquirer responsible for any matters of this Acquiring Agreement in the following situations, whether according to any contractual liability, tort liability, negligence liability, strict liability, or other legal or equitable principles: (1) (i) any special, accidental, or indirect damages, (ii) procurement costs of substitute services, or (iii) interruption of use, loss or damage of data; or (2) (i) regarding any single event, not exceeding 5% of the fees PingPong collected from you within twelve (12) months before that event occurred; and (ii) PingPong's maximum total liability cap for all events (including any and all claims for breach of this Acquiring Agreement) does not exceed 100% of the sum of fees PingPong collected from you within 12 months before the occurrence of such events. PingPong bears no responsibility for any failure or delay caused by matters outside its reasonable control range.
13.2 If due to force majeure events, including but not limited to reasons of Acquirers, Payment Organizations, or payment gateways, adjustment of laws, regulations, or policies (including but not limited to relevant regulations or policies for finance, sanctions, foreign exchange, etc.), natural disasters, public enemies, public acts, fires, explosions, accidents, labor disputes/strikes, floods, embargoes, wars, terrorism, nuclear disasters, riots, epidemics, public energy interruptions, communication link or facility failures, or other reasons beyond a party's reasonable control range and not caused by its negligence or fault (each case is deemed a "Force Majeure Event"), causing that party to be unable to perform this Acquiring Agreement in whole or in part, that party should not bear any liability generated therefrom; however, if the other party is unable to perform within thirty (30) consecutive business days due to a Force Majeure Event, either party may terminate this Acquiring Agreement.
14.1 Pricing Unless otherwise agreed in this Acquiring Agreement or by both parties' Authorized Emails or otherwise stipulated in the PingPong website backend, all prices and fees under this Acquiring Agreement use US Dollars as the currency unit.
14.2 Tiered Pricing All pricing based on transaction volume is tiered pricing, meaning each transaction is priced according to the price tier it is in.
14.3 Notice You agree that PingPong can send notices or service-related information to you according to the contact information you provided in your form, through methods such as publishing announcements on the PingPong website, sending emails to your email address, publishing announcements in your PingPong account, sending letters to your registered address, calling you, or sending SMS to you. Unless otherwise stipulated in this Acquiring Agreement, only after written agreement by each party to the agreement can amendments be made to this Acquiring Agreement.
14.4 Waiver Any party to the agreement failing or delaying to exercise any right or remedy under this Acquiring Agreement (except for those explicitly waived in writing) shall not constitute a waiver of such right or remedy by that party; at the same time, any party's behavior of exercising any right or remedy alone or in part shall not exclude that party's right to separately or further exercise that right or remedy, as well as the right to exercise any other right or remedy. Rights and remedies stipulated under this Acquiring Agreement are cumulative and shall not exclude any rights and remedies stipulated by law. Any party's explicit waiver regarding the other party's behavior of breaching provisions of this Acquiring Agreement shall not constitute that party's waiver of subsequent breach behaviors.
14.5 Assignment This Acquiring Agreement has legal binding force for each party to the agreement and their respective successors and assignees, and takes them as beneficiaries. Without prior written consent from the other party, no party to the agreement shall conduct assignment of this Acquiring Agreement.
14.6 Severability If any term of this Acquiring Agreement is determined to be illegal, invalid, or unenforceable according to provisions of any legal statute or rule, such term or part will not be deemed to constitute a component part of this Acquiring Agreement, and the legality, validity, and enforceability of remaining parts of this Acquiring Agreement are not affected thereby. To avoid doubt, the illegality, invalidity, or unenforceability existing in any term of this Acquiring Agreement shall not produce any effect on the legality, validity, or enforceability of any other terms.
14.7 Agreement Acquisition and Effectiveness Terms of this Acquiring Agreement have been provided to you before starting to take effect, and can be checked on our website thereafter. At any time during the duration of the contractual relationship, you have the right to require receiving terms of this Acquiring Agreement on a continuous medium. This Acquiring Agreement takes effect from the date you or an authorized person designated by you registers an acquiring account on the PingPong website and agrees to this Acquiring Agreement or the date you actually use PingPong acquiring services (whichever is earlier). PingPong has the right to presume, based on reasonable judgment, that the natural person registering the PingPong acquiring account is the authorized person designated by you, and you shall not refuse to perform this Acquiring Agreement on the grounds that that operator has no authorization.
14.8 Agreement Change We constantly update PingPong services, which means sometimes we must change terms of this Acquiring Agreement. PingPong may at its own discretion amend, modify, or update this Acquiring Agreement. Such changes take effect immediately once published. If we make any major changes, we will notify you through email or other methods. If you do not agree to our changes, then you should stop using PingPong services immediately. Your continued use of PingPong services will be subject to the constraint of new terms. However, any transactions or disputes occurring before the change occurs should be subject to the constraint of the agreement already reached at the time that transaction or dispute occurred.
14.9 Jurisdictional Agency For any disputes or claims generated due to this Acquiring Agreement, they shall all be submitted to institutional arbitration managed by the Hong Kong International Arbitration Centre, and finally resolved according to the "Hong Kong International Arbitration Centre Institutional Arbitration Rules" effective at the time of submitting the arbitration notice. The seat of arbitration shall be Hong Kong. The number of arbitrators is one. The arbitration procedure shall be conducted according to English.
14.10 Disclaimer PingPong services are provided "as is". PingPong and its service providers hereby declare they do not bear any explicit or implied warranties, including but not limited to warranties of merchantability, specific purpose, and non-infringement. PingPong and its service providers make no warranty that services will not experience errors or that access permissions remain continuous and uninterrupted. You understand that content or services you download or otherwise obtain through our PingPong services are at your own discretion and you bear risks by yourself.
14.11 Anti-Bribery and Anti-Corruption You promise to fully and strictly comply with PingPong's policies and all applicable anti-corruption laws. You agree that it shall not directly or indirectly provide bribes, secret commissions, gifts, entertainment, or any items of value to any government employee, official, candidate, political party, state-owned enterprise, or any entity PingPong seeks business dealings with, to obtain or maintain business, or to obtain improper benefits for PingPong, or seek improper advantage. You hereby warrant and declare to PingPong that you have not implemented any behavior prohibited by this article's agreement. To ensure compliance with the above provisions, within the validity period of this Acquiring Agreement and within two (2) years after agreement termination or early termination, you agree that PingPong's internal or external auditors or other designated personnel have the right to audit your work results, deliverables, accounting books, and records related to performing this Acquiring Agreement during the process of executing this Acquiring Agreement, during normal business hours. You agree that if PingPong determines you have behavior violating this article's agreement, PingPong has the right to immediately terminate this Acquiring Agreement without needing prior notice. You shall bear and protect PingPong and its affiliates, employees, senior officers, directors, and representatives from all losses and damages related to, involved with, or generated because of such breach behaviors.
15.1 Chargeback Fees You agree that PingPong has the right to execute chargeback fees according to your chargeback transaction situation based on the content confirmed by both parties' emails or configured in the merchant backend. To avoid ambiguity, the single-month chargeback rate refers to: within a single natural month, the proportion of the number of transaction strokes where transactions were cancelled resulting in payments you already paid or should be paid being cancelled, for which refunds were successfully granted at the request of the cardholder or issuer according to relevant Organization Rules, out of the total number of transaction strokes in that month.
15.2 Chargeback Warning Service To reduce to a certain extent adverse consequences such as transaction fraud and chargebacks that you may encounter, you should proactively open the chargeback warning service according to PingPong's from-time-to-time requests.
15.2.1 Merchant Rights and Obligations
15.2.1.1 You should promptly respond to received chargeback warnings, and decide by yourself based on actual situations whether to take response measures such as suspending relevant accounts, stopping transactions, proactive refunds, or directly ignoring the warning. Despite this, when PingPong deems you have unreasonable or high-risk transactions, you irrevocably authorize PingPong to unilaterally refund corresponding transactions and/or orders, and notify you promptly;
15.2.1.2 You should actively cooperate with requests put forward by PingPong based on that service;
15.2.1.3 You should properly keep all order information received from PingPong due to using that service, and comply with all relevant privacy and data protection regulations, relevant laws, and industry regulations, including but not limited to the EU GDPR and US privacy acts;
15.2.1.4 You authorize PingPong to purchase other services related to this from upstream data service suppliers to improve service quality; and
15.2.1.5 You promise to use that service only in your own name, and shall not transfer, distribute, or authorize third parties to use that service;
15.2.2 PingPong Rights and Obligations
15.2.2.1 Once any cardholder sends a chargeback request to a specific issuing institution, PingPong shall exert all reasonable efforts to deliver the warning signal to you. To avoid doubt, PingPong has the right to choose by itself whether to send all information related to the transaction to you.
15.2.2.2 PingPong shall promptly provide subsequently received updated statuses of chargeback warnings (if any) to you, such as order information like account, logistics information, transaction refund, and order cancellation status; and
15.2.2.3 PingPong hereby declares it does not bear any explicit or implied warranties, including but not limited to warranties of merchantability, specific purpose, and non-infringement. No warranties are made that PingPong services will not experience errors, will remain continuous, satisfy specific purposes, service quality, accuracy, or be uninterrupted.
15.2.3 Service Fees You shall pay service fees according to the specific frequency of issuing warnings: regardless of any response measure you decide to take regarding that chargeback warning notice, the aforementioned service fees are non-refundable.
We will ensure all your personal information complies with data privacy and security provisions of applicable laws and the Privacy Policy published by us. Your use of PingPong services is subject to the constraint of the Privacy Policy you agreed to in terms and conditions of this Service Agreement. Please familiarize yourself with the Privacy Policy by visiting our website. PingPong may at its own discretion update the Privacy Policy by updating the Privacy Policy on the "Privacy Policy" page of its website. You can view the latest Privacy Policy at any time by clicking "Privacy Policy" on the PingPong website.
You confirm and agree that PingPong reserves the right to collect and disclose your personal information to third parties according to the agreement of the "Privacy Policy", to comply with requirements of government and/or other regulatory agencies, or for us to provide better services to you or protect the legal rights and interests of PingPong and you.
PART II:
PINGPONG TECHNICAL CONNECTION SERVICE TERMS AND CONDITIONS
You acknowledge that your use of PingPong technical connection services will be subject to the mandatory provisions of applicable laws. You hereby declare that you are conducting activities in a professional or commercial capacity and that you are not signing this Technical Connection Service Agreement or using PingPong services in the capacity of a consumer. You are solely responsible for understanding and complying with the laws and regulations of your country of origin, as well as the laws and regulations that may apply to you based on account jurisdiction related to your use of PingPong services, including but not limited to laws and regulations related to the regulation of payment services: anti-money laundering and counter-terrorist financing requirements, consumer protection, information protection, anti-discrimination, gambling, false advertising, illegal sale or purchase or trading of any goods or services, and related import and export activities, taxation or foreign exchange transactions, and activities related to licensing.
1.2 The obligations set forth in this Technical Connection Service Agreement are subject to our acceptance of you as our Merchant; our company has the right to unilaterally decide whether to accept you as our Merchant.
1.3 PingPong technical connection services do not include the functions and benefits of a bank account. PingPong is not a bank or a credit institution, and we will not pay you any interest on any funds in the acquiring account.
1.4 If you breach this Technical Connection Service Agreement or any other agreement signed with PingPong, or during inspections conducted to assess risks related to your transaction activities, we may at any time close, suspend, or limit your use of PingPong services. We may also restrict your funds in accordance with the instructions of law enforcement or regulatory authorities.
1.5 If your account is no longer active, we may close your PingPong account.
1.6 Protecting your privacy is an important part of our work. Please read our Privacy Policy carefully to better understand our commitment to protecting your privacy and the use and disclosure of your information.
1.7 If there is a discrepancy or inconsistency between the terms and conditions of this Technical Connection Service Agreement ("this Technical Connection Agreement") and the PingPong Service Terms and Conditions, the provisions of this Technical Connection Agreement shall prevail. If certain definitions or details are not agreed upon in this Technical Connection Agreement but are agreed upon in the PingPong Acquiring Service Terms and Conditions, both parties agree that they may be understood according to the terms agreed upon in the PingPong Acquiring Service Terms and Conditions.
Depending on the registration location of the entity you submitted on the PingPong website, the PingPong contracting party and applicable governing law will be adjusted accordingly. The details are as follows:
|
Merchant
Registration Region |
PingPong
Contracting Party |
Address
Information |
Governing
Law |
|
Mainland
China, Hong Kong SAR, and other countries/regions not listed in this table (except where prohibited by local law) |
Ping Pong
Global Holdings Limited |
Unit 06
12/F, Emperor Group Centre, 288 Hennessy Road, Hong Kong |
Laws of
the Hong Kong Special Administrative Region of the People's Republic of China |
|
Singapore |
Mana
Payment (Singapore) Pte. Ltd. |
23 Church
Street, Level 7, Capital Square, Singapore, 049481 |
Singapore |
|
European
Economic Area (EEA) |
PingPong
Europe S.A. |
9 Rue du
Laboratoire, L-1911 Luxembourg |
Luxembourg |
|
United
Kingdom |
PingPong
Payment (UK) Limited |
78 Cannon
Street, London, EC4N 6HL, United Kingdom |
United
Kingdom |
|
Australia |
Mana
Payment Australia Pty Ltd |
McBurney
& Partners' Level 10, 68 Pitt Street, SYDNEY, NSW 2000 |
Australia |
|
Japan |
PingPong
Asia Technology Co., Ltd. |
East
Tower 4th floor, Otemachi First Square 1-5-1 Otemachi, Chiyoda-ku, Tokyo,
100-0004 Japan |
Japan |
|
USA,
Canada |
PingPong
Global Solutions Inc. |
27W 24th
Street, Suite 704, New York |
USA |
|
Indonesia |
PT Mana
Payment Indonesia |
GoWork
Sopo Del - Sopo Del Tower B 20th Floor, Jl. Mega Kuningan Barat III Lot
10.1-6, Kawasan Mega Kuningan, Jakarta Selatan, DKI Jakarta 12950 |
Indonesia |
|
Malaysia |
PINGPONG
PAYMENT MALAYSIA SDN. BHD. |
Units
A-10-9, 10 & 11, Tower A, Vertical Business Suite, Avenue 3, Bangsar
South, No. 8 Jalan Kerinchi, 59200 Kuala Lumpur W.P., Kuala Lumpur |
Malaysia |
3.1 PingPong is the interface service provider for electronic payment services. You entrust PingPong to apply for and connect to electronic payment functions from electronic payment service providers (“the Acquirer”).
3.2 PingPong provides you with electronic payment-related interfaces, assists you in completing technical docking, and supports the collection and payment service of funds between you and your customers through electronic payment.
3.3 Scope of Electronic Payment Services:
The electronic payment services under this Technical Connection Agreement are limited to the collection and payment for goods or services provided by you within the aforementioned scope. If you exceed the scope of electronic payment services, PingPong has the right to terminate the service content under this Technical Connection Agreement on its own or according to the requirements of the Acquirer.
3.4 Special Provisions
3.4.1 You shall actively cooperate with transaction verification (retrieval), and submit relevant materials to PingPong and the Acquirer as required, including but not limited to transaction information and valid vouchers.
3.4.2 For transactions subject to Retrieval inquiries within 180 days, PingPong will cooperate with the Acquirer to retrieve electronic data and reply with inquiry results within the time stipulated by the Acquirer. The final time you obtain the results shall be subject to the time of the Acquirer's reply.
3.4.3 If the number of your monthly verifications (Retrievals) or the amount or quantity of risk transactions such as stolen cards or chargebacks generated monthly exceeds the limit stipulated by the Acquirer, the Acquirer has the right to delay settlement, suspend, or terminate services, and the resulting losses shall be borne by you; meanwhile, PingPong has the right to suspend or terminate this Technical Connection Agreement and require you to bear all losses incurred by PingPong as a result.
3.4.4 You shall independently bear all losses caused by payment suspension, payment failure, etc., not caused by PingPong's reasons.
3.5 You promise that all materials submitted for review are true, legal, and valid. If the materials submitted for review change, you shall notify PingPong and submit the changed materials within five (5) business days after completing the change. PingPong will review the changed materials.
3.6 You guarantee that the transaction background and transaction information are true, legal, and compliant, and will not infringe upon the legal interests of any third party. At the same time, you must guarantee that the information in your payment instructions is true, legal, and accurate, and bear all losses caused by untrue, illegal, or inaccurate information. PingPong shall not bear any responsibility for payment failure or delayed payment caused by inaccurate information provided by you or reasons related to the electronic payment platform software system.
3.7 PingPong only provides electronic payment interface docking services. PingPong shall not bear any responsibility for any disputes between you and your customers or other third parties caused by issues such as the delay of relevant funds resulting from your payment instruction problems.
3.8 During the cooperation period, you have the obligation to take relevant measures to conduct compliance reviews, and shall not conduct various illegal, non-compliant, or criminal activities such as money laundering, gambling, cashing out, selling counterfeit products, selling stolen goods, or third-party fraud through electronic payment services.
3.8.1 If PingPong deems that your anti-money laundering measures fail to meet the requirements of international anti-money laundering regulatory authorities or PingPong's compliance policy requirements, it has the right to require you to make improvements. If you still fail to meet regulatory requirements or PingPong's compliance policy requirements after rectification, PingPong has the right to temporarily close your electronic payment platform interface until you meet the requirements.
3.8.2 If PingPong suspects that the transaction behavior of your customers involves illegal acts such as money laundering and launches an investigation, you have the obligation to provide necessary assistance within your capability; you must try your best to cooperate with investigations of stolen card and stolen goods cases and provide relevant information; if relevant security incidents occur frequently and PingPong deems the risk too high, it has the right to directly close the electronic payment platform interface and terminate this Technical Connection Agreement without bearing any responsibility.
4.1 You shall provide PingPong with all materials required by PingPong, including but not limited to relevant identity materials and business content, and notify PingPong in writing within three business days after such materials change. You bear all responsibilities arising from the above materials being inaccurate, untrue, untimely, or incomplete.
4.2 You promise that the information and instructions you provide to PingPong are true and correct. Any responsibility arising from the violation of the aforementioned promise shall be borne by you, and PingPong has the right to temporarily close the electronic payment platform interface or terminate this Technical Connection Agreement.
4.3 You shall conduct business strictly in accordance with the specifications on the relevant business qualifications. You are strictly prohibited from conducting business beyond the business scope or conducting secondary clearing behavior outside the business scope. If you conduct business beyond the business scope or conduct secondary clearing behavior outside the business scope, PingPong has the right to immediately pause, suspend, or terminate the provision of services under this Technical Connection Agreement to you and require you to pay all costs incurred by the secondary clearing behavior, including but not limited to returning the total amount of all secondary clearing transactions, and paying fines and liquidated damages (including all losses suffered by PingPong as a result). Simultaneously, you authorize PingPong to apply to the Acquirer to freeze all your unsettled funds.
4.4 You shall independently bear responsibility for complaints, returns, disputes, penalties, etc., caused by your own transaction information being illegal, false, not updated in time, or not detailed, or issues existing in the goods or services or after-sales service provided. If this causes losses to PingPong, you shall compensate PingPong.
4.5 You shall truthfully describe the content of the electronic payment platform software system and electronic payment services on your payment collection page, and guide your customers to enter the electronic payment platform software system to submit service applications through relevant instructions. You shall not obtain electronic payment services for others in your own name or use the payment interface provided by PingPong to provide paid or unpaid commercial services to any other third party.
4.6 You promise not to use the interface technology, security protocols, certificates, etc., provided by PingPong in any way for websites other than those agreed upon in this Technical Connection Agreement or businesses other than those agreed upon. You shall not extend the interface provided by PingPong directly or in a disguised form to any third party for use. If you violate this provision, PingPong has the right to unilaterally terminate this Technical Connection Agreement, and you shall bear all losses of PingPong.
4.7 You promise not to save customers' bank account/card information. If your reasons cause the leakage of customers' bank accounts/any related information, or if you forge or impersonate cardholders to send payment requests to payment service providers through PingPong, causing losses to cardholders, banks, or payment service providers, PingPong has the right to unilaterally terminate this Technical Connection Agreement, and you shall bear all losses of PingPong.
4.8 You shall properly keep the electronic payment platform merchant account, registered email, password, key, and/or digital certificate. Your electronic payment platform merchant account, registered email, password, key, and/or digital certificate are the unique identifiers for PingPong to identify your identity and instructions. All operations using your electronic payment platform merchant account, registered email, password, key, and/or digital certificate are deemed to be your (authorized) operation behavior. Losses caused by the loss, leakage, or theft of your electronic payment platform merchant account, registered email, password, key, and/or digital certificate shall be borne by you independently. Any instructions sent to the electronic payment platform using your electronic payment platform merchant account, registered email, password, key, and/or digital certificate constitute your irrevocable authorized instruction. PingPong bears no responsibility for the actions and results performed according to such instructions.
4.9 You promise that all information you provide to PingPong (including but not limited to industry background, business content, and electronic payment platform service application scenario materials) is true and valid. All legal responsibilities caused by your violation of the promise in this clause shall be borne solely by you, and you shall compensate PingPong for losses caused thereby. PingPong also has the right based on this to terminate the provision of services agreed upon in this Technical Connection Agreement to you without bearing any responsibility.
4.10 You agree that PingPong has the right, when necessary, to provide relevant transaction information to government regulatory departments or banks involved during transactions by you and your customers for verification. Under the premise allowed by laws, regulations, and regulatory departments, PingPong may inform you of the names of the banks and government regulatory departments that obtained such information and the content of the disclosed transaction information.
4.11 You guarantee that, based on the electronic payment platform software system provided by PingPong, you will develop a software program that can effectively dock with the electronic payment platform software system and identify various transaction payment status information from the electronic payment platform software system, so as to ensure the completion of the entire transaction process. Such software programs include but are not limited to programs for order processing, confirmation of receipt of goods, or provision of services. All losses caused by reasons such as your developed software program not matching the PingPong system or software program failure shall be borne by you. PingPong owns the copyright of the electronic payment platform software system; any behavior of tampering with, copying, or selling the system without PingPong's permission is prohibited.
4.12 You promise to comply with various laws, regulations, and normative documents when using the electronic payment platform, and to accept and comply with relevant management rules and technical and non-technical regulations in operation formulated (including later modified) by PingPong regarding the electronic payment services referred to in this Technical Connection Agreement. You promise that your transaction behavior with your customers when using electronic payment services does not violate relevant laws and regulations, nor will it violate relevant transaction rules regarding the electronic payment platform modified by PingPong from time to time, as well as restrictions, use prompts, or instructions learned during the specific use of electronic payment services.
4.13 You understand and agree that in the event that unsafe factors exist on your electronic payment page which may affect the legal interests of PingPong or other third parties, PingPong has the right to require you to immediately eliminate the unsafe factors. If you still do not immediately eliminate the unsafe factors after receiving PingPong's notice, PingPong has the right to unilaterally terminate this Technical Connection Agreement and close the electronic payment platform interface without needing to bear any other compensation or legal responsibility.
4.14 You understand and agree that PingPong has the right to set different interface services based on whether your connected website is built through Shopify. For websites built through Shopify, PingPong will provide Shopify interface services; for websites not through Shopify, PingPong will provide non-Shopify interface services. You promise not to apply non-Shopify interface services to websites built through Shopify; otherwise, PingPong has the right to close the interface and require you to compensate for all losses.
4.15 If PingPong is unable to perform its obligations under this Technical Connection Agreement for any reason, you agree that PingPong has the right to transfer all or part of the rights and obligations under this Technical Connection Agreement to a third party without separately obtaining your consent; after the agreement is transferred, the rights and obligations shall be borne by the transferee, and PingPong will no longer bear responsibility.
4.16 You further promise and warrant:
4.16.1 Except for genuine purchases of goods and/or services you supply, do not conduct any other transactions;
4.16.2 Do not set any minimum or maximum transaction amounts;
4.16.3 Do not split one transaction into two or more transactions;
4.16.4 Without prior written approval from PingPong and the Acquirer, you are only allowed to use PingPong services under IPs and domain names that PingPong has agreed to in advance. If your business changes and needs adjustment, you must apply to PingPong three (3) business days in advance.
4.16.5 Without prior written approval from PingPong and the Acquirer, do not accept transactions related to goods and/or services outside the payment service scope under this Technical Connection Agreement;
4.16.6 Without prior written consent from PingPong and the Acquirer, do not accept or process transactions for the purpose of providing cash to customers;
4.16.7 Do not submit transaction data that PingPong or the Acquirer knows or should know violates legal provisions; do not return transaction funds to accounts other than the original transaction account, and you shall not under any circumstances accept any additional funds provided by customers for refund processing toward their accounts.
4.17 You acknowledge and agree:
4.17.1 PingPong has the right to refuse any of your transactions that violate legal provisions;
4.17.2 If the Acquirer requires PingPong to provide any information related to you and your customers (regardless of whether it is confidential) so that the Acquirer complies with its obligations under the payment agency agreement, you shall provide such information to PingPong within seven days after receiving the request, and agree to authorize PingPong to provide such information to the Acquirer;
4.17.3 If any of the following situations occur, PingPong has the right to immediately terminate the continued performance of this Technical Connection Agreement after issuing a written notice:
4.17.3.1 The Acquirer or Card Organization requests PingPong to terminate the continued performance of this Technical Connection Agreement;
4.17.3.2 The Acquirer terminates the service agreement entered into with PingPong for any reason;
4.17.3.3 The Acquirer deems that the proportion, quantity, or amount of fraudulent transactions you submitted exceeds the acceptable range, or the chargeback proportion or quantity related to your business exceeds the acceptable range;
4.17.3.4 Within the validity period of this Technical Connection Agreement, you make major changes to your website content without PingPong's prior written consent, or change your business or business model, or a change in direct or indirect control of you or any of your parent companies occurs;
4.17.3.5 You fail to submit any transactions for three (3) consecutive months, or no activity is recorded in your terminal account.
4.17.3.6 Other situations that PingPong deems to seriously harm PingPong's interests.
4.18 Authorization and Confirmation
4.18.1 You acknowledge that acquiring services only apply under the premise that PingPong has obtained necessary acquiring licenses and/or permits from relevant regulatory agencies. Otherwise, the acquiring relationship should be directly established between the Acquirer and you; no acquiring relationship exists between PingPong and you, but rather a technical connection relationship. You authorize PingPong to sign agreements with the Acquirer on your behalf, and assist in providing KYC and other materials, as well as handle network entry procedures between you and the Acquirer. All acquiring services are provided by the Acquirer, not by PingPong. When funds are settled from the Acquirer to PingPong, that settlement should actually be seen as the Acquirer directly settling to you. PingPong only acts as the Merchant's agent for collection, and such collection agent services do not belong to the scope of acquiring services.
4.18.2 You authorize PingPong to handle the following matters on your behalf and bear all related responsibilities:
(1) Use your information to register accounts on designated third-party platforms;
(2) Obtain initial passwords and account login information;
(3) Complete other necessary operations required for account registration, maintenance, and operation.
4.18.3 You acknowledge that if your cooperation with PingPong involves an affiliated brand party ("Brand Party"), you irrevocably and unconditionally authorize the Brand Party to handle the following matters on your behalf:
a. You authorize the Brand Party to transmit collected "Know Your Customer" (KYC) related materials to PingPong, including but not limited to your identity information, business information, address information, and shareholder information, for registering a PingPong account and entrusting PingPong to provide services for you.
b. You authorize the Brand Party to submit written applications to PingPong on your behalf and issue instructions to open specific PingPong collection accounts.
c. You authorize the Brand Party to instruct PingPong to transfer specific amounts from your PingPong collection account to a bank account designated by the Brand Party, including but not limited to withdrawals, supplier payments, and other payment instructions.
d. You authorize the Brand Party to submit written applications to PingPong to apply for special processing of specific incoming transactions, such as refunds.
e. You authorize the Brand Party to, without prior consultation with or notice to you, sign agreements with PingPong or a third party designated by PingPong (handling funds on your behalf), including but not limited to gateway agreements, acquiring agreements, or other relevant agreements.
PingPong has the right to unconditionally transfer funds from your PingPong account to the bank account designated by the brand company according to all above instructions of the Brand Party, without prior consultation with or notice to you. You bear full responsibility for the authenticity, legality, validity, and completeness of all instructions issued by the Brand Party on your behalf during the use of this service. Such instructions will be deemed your true intent and cannot be changed or revoked. You promise that all risks generated due to our development of business according to instructions issued by the Brand Party on your behalf shall be borne by you. PingPong has no obligation and cannot verify the authenticity, legality, validity, and completeness of all instructions issued by the Brand Party on your behalf.
4.18.4 You are aware and confirm that the acquiring relationship occurs between you and the Acquirer, and PingPong only provides technical services. Under no circumstances shall you require PingPong to bear relevant responsibilities for services between you and the Acquirer.
4.18.5 You authorize PingPong, in the name of PingPong or yourself, to raise claims and initiate legal proceedings (including litigation and arbitration) against the Acquirer regarding any fees (if any) advanced by PingPong to the Acquirer on your behalf, or any fees PingPong is required to pay related to you. All reasonable costs and legal fees incurred by PingPong in making such claims shall be borne by you.
5.1 PingPong has the right, according to the needs of business operation management, to conduct inspections of your business operation participation on the electronic payment platform, account information, merchant materials, and transaction data security, etc. Your business operation should comply with the regulations of relevant regulatory departments.
5.2 In the event that your electronic payment platform merchant account, password, key, and/or digital certificate are leaked or used by unauthorized persons, you should inform PingPong in writing and provide relevant proof documents. PingPong shall assist you in taking reasonable measures (including but not limited to assisting you in applying to the Acquirer for temporary freezing of your electronic payment platform merchant account and the funds and transactions within the account) to avoid the expansion of losses.
5.3 If the Acquirer discovers abnormal or large-value transactions when you use the services agreed upon in this Technical Connection Agreement, PingPong has the right to assist the Acquirer in investigation and require you to provide reasonable, legal, and valid transaction evidence. Before you provide relevant evidence as required, PingPong has the right to temporarily close the electronic payment platform interface; if you cannot provide evidence as required and it causes PingPong to incur corresponding losses, and you fail to fully compensate PingPong, PingPong has the right to completely close the electronic payment platform interface and unilaterally decide to terminate this Technical Connection Agreement.
5.4 PingPong has the right to review you according to risk prevention requirements (such as suspected cashing out, gambling, money laundering, involving pornography, and other illegal or non-compliant behaviors). You should conduct regular self-checks according to the regulations of relevant business regulatory agencies. All risks and responsibilities arising from your violation of the risk prevention requirements of Acquirers, Acquirers, or Card Organizations, etc. (such as suspected cashing out, gambling, money laundering, involving pornography, bribery, and other illegal or non-compliant behaviors) shall be borne entirely by you and have nothing to do with PingPong. If PingPong bears part or all of the responsibility for whatever reason, PingPong has the right to recover the full amount from you.
5.5 To reduce adverse consequences such as transaction fraud and chargebacks that you may encounter, PingPong has the right at any time to require you to open chargeback warning services (see Annex and Supplemental Agreement for details, if any) based on the overall risk level of your historical transactions, and you shall not refuse without reason and should cooperate to open them.
5.6 Under this Technical Connection Agreement, any disputes or other legal responsibilities occurring between you and your customers or other third parties not caused by PingPong's reasons have nothing to do with PingPong. If PingPong bears part or all of the responsibility for whatever reason, PingPong has the right to recover corresponding losses from you. Simultaneously, PingPong has the right to require you to take complete remedial measures in a timely manner to solve it. PingPong has the obligation to cooperate with you in carrying out relevant measures to avoid the occurrence of complaints and disputes and the expansion of losses.
6.1 You understand that there are differences in PingPong's charging models for connected websites built through Shopify and those not through Shopify. You agree to pay fees according to the prices confirmed by both parties via Authorized Email or set by the PingPong Merchant Management Platform, or confirmed through other methods recognized by PingPong, including transaction handling fees, fees collected through PingPong, withdrawal handling fees, and other related costs. For fees and other payables that should be paid by you or that PingPong has paid on your behalf, you authorize PingPong to send requests to the Acquirer to deduct them from your settlement amount.
6.2 Unless otherwise stipulated in this Technical Connection Agreement, all fees and other payments you should pay according to the provisions of this Technical Connection Agreement are amounts excluding Value-Added Tax (VAT) and any other relevant and equivalent taxes (if any), and in addition to paying the above amounts, you are also responsible for paying such VAT and other relevant taxes (if any).
6.3 You agree that the Acquirer may retain a specific percentage (or specific amount) of the amount collected by your account within a specific period as a security deposit, or retain other items that the Acquirer deems necessary for preventing and protecting risks related to your account. The Acquirer may issue a notice of changing this security deposit clause to you through PingPong, and the notice shall take effect from the date PingPong issues it. If this Technical Connection Agreement is terminated (whether terminated early or terminated upon expiry) and there are no risk transactions, the Acquirer will return the remaining security deposit to you without interest within ten (10) business days after 180 days from the termination of the agreement. You shall comply with relevant security deposit clauses of the Acquirer. If any dispute occurs between you and the Acquirer regarding security deposit matters, PingPong may assist in mediation, but PingPong bears no responsibility for this.
6.4 Under the condition that the security deposit paid by you meets the Acquirer's requirements, PingPong shall promptly apply to the Acquirer to conduct settlement for you, but you authorize PingPong to withhold relevant fees that have become due and payable to PingPong according to the terms of this Technical Connection Agreement. Your settlement cycle shall be subject to the agreement in the Appendix, and transaction reconciliation statements including transaction details shall be subject to those issued by the Acquirer. PingPong bears no responsibility if reconciliation is unsuccessful or other abnormal events occur that may lead to settlement delay.
6.5 Your transaction settlement account is the bank settlement account you submitted when applying for this service. If bank settlement account information changes, you should notify PingPong in writing ten (10) days before the change and provide relevant materials. PingPong bears no responsibility if transaction funds cannot be settled to the account you submitted on time due to your reasons.
6.6 In the following situations, you authorize PingPong to apply to the Acquirer to freeze your electronic payment account:
6.6.1 When your electronic payment platform merchant account has risks or other special circumstances, and you request the freezing in writing;
6.6.2 When PingPong, according to effective legal documents, assists relevant state organs in applying for freezing;
6.6.3 When your behavior when using the electronic payment platform merchant account violates laws, regulations, or PingPong's rules, and PingPong proactively applies for freezing;
6.6.4 When the amount or quantity of your monthly verifications (Retrievals) or risk transactions such as stolen cards or chargebacks generated monthly exceeds the limit stipulated by the Acquirer, and PingPong proactively applies for freezing.
6.7 If PingPong or you violating the provisions of the Acquirer's payment service agreement and its related agreements is caused by your violation of obligations under this Technical Connection Agreement, the Acquirer has the right to retain or withhold such amount for any amount due and payable by you.
6.8 According to relevant management regulations, if situations such as out of stock, inability to transport goods, or customers revoking transactions occur and refund processing is needed, you should submit a refund application according to the requirements of the payment service provider, Card Organization, or relevant departments. After you submit the application to the Acquirer for review and confirmation through PingPong, the electronic payment service provider has the right to process your corresponding funds in transit or account funds as refunds; if account funds are insufficient, you should supplement the refund funds through bank transfer, otherwise the Acquirer has the right to refuse the refund operation.
6.9 PingPong has the right to apply to the Acquirer for refund operations to avoid chargeback risks if any of the following situations occur:
6.9.1 When the payment service provider conducts risk anti-fraud detection on your transaction orders through PingPong and deems the transaction suspicious and requires you to investigate, and you refuse to cooperate or fail to reply with investigation results within the specified time;
6.9.2 When the payment service provider or PingPong judges that your transaction involves fraud, passing off inferior goods as quality ones, inability to ship on time, or failure to ship, and after PingPong notifies you to conduct refund operations, you refuse the refund or fail to proactively refund within the time specified by PingPong;
6.9.3 When the payment service provider or PingPong determines that your chargeback rate exceeds the acceptable risk range of PingPong or the payment service provider;
6.9.4 When the Acquirer or PingPong, based on its own professional judgment, deems that you are engaged in transactions that do not belong within the acceptance scope of Card Organizations or payment service providers or violate the requirements of international anti-money laundering and anti-terrorist financing related laws and regulations, and after notifying you to conduct refund operations, you refuse the refund or fail to proactively refund within the specified time;
6.9.5 When you have other situations that PingPong deems to be unreasonable transactions, etc., and after the payment service provider or PingPong notifies you to conduct refund operations, you refuse the refund or fail to proactively refund within the specified time.
6.10 If, during the use of electronic payment services, your violation of any provision in this Technical Connection Agreement leads to PingPong advancing funds or incurring losses, including but not limited to fines required by Card Organizations, payment service providers, etc., you authorize PingPong to apply to the Acquirer to freeze or deduct corresponding amounts in your account. Relevant account direct debit agreements are separately agreed upon by PingPong and third parties. However, regardless of whether it can be automatically deducted, PingPong has the right to recover the responsibility and compensation you should bear from you.
7.1 Unless otherwise stipulated by applicable laws and regulations or otherwise agreed by both parties, one party ("Receiving Party") shall have the obligation of confidentiality regarding the entire content of this Technical Connection Agreement and all relevant information of the other party ("Disclosing Party")'s commercial and technical secrets learned due to the performance of this Technical Connection Agreement ("Confidential Information"). The Receiving Party shall not leak or inform any non-party to this Technical Connection Agreement (including but not limited to any employees of both parties who have no necessary authorization) of Confidential Information in any other disguised form, or use it for purposes other than the performance of this Technical Connection Agreement, and shall ensure that Confidential Information is not directly or indirectly accessed or learned by parties other than those to this Technical Connection Agreement. Furthermore, the Receiving Party guarantees that when disclosing Confidential Information to its authorized employees, it must ensure that the employee has already undertaken confidentiality obligations not lower than those agreed in this Technical Connection Agreement.
7.2 The Receiving Party shall take all reasonable and necessary steps to ensure that the Receiving Party and its employees comply with the above agreement, and take reasonable preventive measures to protect Confidential Information. Such preventive measures should be at least as significant as the measures the Receiving Party takes for its own confidential information, but should not be less than the obligation of reasonable prudence.
7.3 If the Receiving Party violates the above confidentiality clauses, whether intentional or negligent, it should immediately stop the infringement and take all necessary measures in the first instance to prevent the spread of Confidential Information and eliminate the impact as much as possible. Moreover, the Disclosing Party has the right to require the Receiving Party to pay corresponding liquidated damages. The scope of compensation includes but is not limited to economic losses, expenses for remedial measures to avoid the spread of Confidential Information, lawyer fees, notary evidence collection fees, travel fees, and other reasonable litigation and rights protection expenses and other losses. If the Disclosing Party suffers legal responsibility pursued by any third party due to the Receiving Party's violation of the agreement of this Technical Connection Agreement, that legal responsibility shall be borne by the Receiving Party and the Receiving Party shall compensate the third party for all losses; if the Disclosing Party compensates the third party first, it has the right to recover from the Receiving Party.
7.4 The confidentiality obligations agreed in this Confidentiality Clause shall not become invalid due to the termination of this Technical Connection Agreement.
8.1 Within the validity period of this Technical Connection Agreement, both parties may terminate this Technical Connection Agreement early after reaching a consensus through negotiation.
8.2 Except for other situations already agreed in this Technical Connection Agreement, the non-breaching party has the right to immediately terminate this Technical Connection Agreement if one of the following situations occurs:
8.2.1 One party violates the agreement of this Technical Connection Agreement and fails to perform relevant obligations, and still fails to correct after 30 days of receiving written notice from the other party.
8.2.2 One party seriously violates the agreement of this Technical Connection Agreement, causing the purpose of this Technical Connection Agreement to be unachievable.
8.3 If the term of this Technical Connection Agreement expires and both parties decide not to renew, this Technical Connection Agreement shall terminate.
8.4 When this Technical Connection Agreement terminates, PingPong has the right to collect all accrued fees and other amounts it has the right to collect up to the termination date. For the avoidance of doubt, any termination situation shall not affect the rights, compensations, and promises that PingPong has already enjoyed according to the provisions of this Technical Connection Agreement.
9.1 Any party's violation of the obligations agreed upon in this Technical Connection Agreement constitutes a breach of contract.
9.2 In any of the following situations, PingPong has the right to unilaterally terminate this Technical Connection Agreement and require you to bear relevant compensation liability:
9.2.1 Directly or indirectly participating in fraud;
9.2.2 Business and financial status deteriorating to the point of being unable to operate normally;
9.2.3 Engaging in non-compliant operations and refusing to correct after being pointed out;
9.2.4 Unreasonably refusing or deliberately delaying PingPong's inquiries and the supervision and inspection requirements of relevant regulatory departments;
9.2.5 Entering bankruptcy procedures, dissolving, or business license being revoked;
9.2.6 Occurrence of fake transactions or malicious arrears;
9.2.7 Implementing behaviors that harm PingPong's interests;
9.2.8 Violating this Technical Connection Agreement or using services agreed in this Technical Connection Agreement to engage in illegal business;
9.2.9 Occurrence of risk events or transaction anomalies as judged by PingPong;
9.2.10 Violating rules and systems related to electronic payment;
9.2.11 Still carrying out business when qualification certificates and other relevant materials are not within the valid duration;
9.2.12 Other behaviors that PingPong deems to be your violation of the agreement of this Technical Connection Agreement.
9.3 If the above breach behaviors or other serious violations of this Technical Connection Agreement occur, PingPong has the right to require you to re-perform behaviors that comply with the agreement. For those where you still do not perform your obligations, PingPong may terminate the agreement and require you to compensate for losses caused thereby, including but not limited to lawyer fees, notary evidence collection fees, travel fees, and other reasonable rights protection expenses and other losses.
10.1 In order to effectively provide services, the PingPong website and electronic payment platform software system will undergo maintenance and testing from time to time. PingPong should notify you 24 hours in advance. Service interruption or instability during this period shall not be deemed as a breach of contract by PingPong.
10.2 Within the validity period of this Technical Connection Agreement, if PingPong cannot provide agreed services due to decrees or policies promulgated or changed by relevant national departments, it shall not be deemed as a breach of contract by PingPong, and both parties should terminate this Technical Connection Agreement or change the content of this Technical Connection Agreement according to relevant decrees or policies.
10.3 PingPong and payment service providers hereby declare that they do not bear any explicit or implied warranties, including but not limited to warranties of merchantability, specific purpose, and non-infringement. PingPong and payment service providers make no warranty that services agreed in this Technical Connection Agreement will not experience errors or that access permissions remain continuous and uninterrupted, and make no warranty or promise to you and your customers regarding the goods, services, and after-sales content they provide. All disputes between your customers and you shall be handled by you independently, and PingPong bears no responsibility.
10.4 If the Acquirer temporarily cannot provide payment or clearing services due to national financial policy adjustments or reasons such as People's Bank clearing system or internal bank system upgrades or system failures, PingPong is responsible for assisting you in coordinating with the Acquirer, but it shall not be deemed as a breach of contract by PingPong, and PingPong bears no responsibility for any resulting liabilities.
10.5 Within the validity period of this Technical Connection Agreement, if relevant electronic payment services cannot be provided due to reasons such as the termination of the agreement between the Acquirer and PingPong, policy changes, or system failures, it shall not be deemed as a breach of contract by PingPong.
10.6 Within the validity period of this Technical Connection Agreement, if both parties are unable to reach an agreement on fee rates due to the Acquirer's fee rate policy adjustment, it shall not be deemed as a breach of contract by PingPong.
10.7 A party unable to perform or unable to fully perform this Technical Connection Agreement due to the impact of Force Majeure may be partially or fully exempted from its responsibility. Force Majeure refers to objective circumstances that both parties to this Technical Connection Agreement cannot foresee, avoid, or overcome. Furthermore, due to earthquakes, typhoons, floods, fires, wars, and other Force Majeure events that cannot be foreseen and whose occurrence and consequences cannot be prevented or avoided, which directly affect the performance of the agreement or result in the inability to perform according to agreed conditions, the party encountering Force Majeure may be exempted from liability.
Any disputes, controversies, differences, or claims arising from or related to this Technical Connection Agreement, including the existence, validity, interpretation, performance, breach, or termination of the agreement, or any non-contractual disputes arising from or related to this Technical Connection Agreement, shall all be submitted to arbitration managed by the Hong Kong International Arbitration Centre, and finally resolved according to the "Hong Kong International Arbitration Centre Institutional Arbitration Rules" effective at the time of submitting the arbitration notice. The seat of arbitration shall be Hong Kong. The number of arbitrators is one. The arbitration procedure shall be conducted according to English.
12.1 Without PingPong's explicit written consent, you shall not transfer any rights and obligations under this Technical Connection Agreement.
12.2 The Appendix to this Technical Connection Agreement is an inseparable part of this Technical Connection Agreement and has equal legal force as this Technical Connection Agreement. This Technical Connection Agreement supersedes any understandings and agreements reached by both parties before this. Any modification or change to this Technical Connection Agreement can only be made in the form of written documents signed by each party's respective legal representative/person-in-charge or authorized representative and affixed with the official seal.
12.3 If any term of this Technical Connection Agreement is determined to be illegal, invalid, or unenforceable according to any legal provisions or declared so by a court, arbitration institution, or other dispute resolution institution, it shall not affect the validity of other terms, and such term or part will not be deemed to constitute a component part of this Technical Connection Agreement, and the legality, validity, and enforceability of the remaining parts of this Technical Connection Agreement are not affected thereby. To avoid doubt, the illegality, invalidity, or unenforceability existing in any term of this Technical Connection Agreement shall not produce any effect on the legality, validity, or enforceability of any other terms.
12.4 This Technical Connection Agreement takes effect from the date you or an authorized person designated by you registers an account on the PingPong website and agrees to this agreement or the date you actually use PingPong technical connection services (whichever is earlier). PingPong has the right to presume, based on reasonable judgment, that the natural person registering the PingPong account is the authorized person designated by you, and you shall not refuse to perform this agreement on the grounds that that operator has no authorization.
PART III:
HARDWARE EQUIPMENT LEASE AND PURCHASE AGREEMENT
This Hardware Equipment Lease and Purchase Agreement ("this Equipment Agreement") stipulates the lease or purchase models and related terms for the payment terminal hardware devices and related accessories (referred to as "Equipment") provided by PingPong to you, and is an integral part of the agreement between you and PingPong.
If certain definitions or details are not agreed upon in this Equipment Agreement but are agreed upon in Part I or Part II of this Agreement, both parties agree that they may be understood according to the terms agreed upon in Part I and Part II of this Agreement.
Depending on the registration location of the entity you submitted on the PingPong website, the PingPong contracting party and applicable governing law will be adjusted accordingly. The details are as follows:
|
Merchant Registration Region |
PingPong Contracting Party |
Address Information |
Governing Law |
|
Mainland China, Hong Kong SAR, and other
countries/regions not listed in this table (except where prohibited by local
law) |
Ping Pong Global Holdings Limited |
Unit 06 12/F, Emperor Group Centre, 288
Hennessy Road, Hong Kong |
Laws of the Hong Kong Special
Administrative Region of the People's Republic of China |
|
Singapore |
Mana Payment (Singapore) Pte. Ltd. |
23 Church Street, Level 7, Capital
Square, Singapore, 049481 |
Singapore |
|
European Economic Area (EEA) |
PingPong Europe S.A. |
9 Rue du Laboratoire, L-1911 Luxembourg |
Luxembourg |
|
United Kingdom |
PingPong Payment (UK) Limited |
78 Cannon Street, London, EC4N 6HL,
United Kingdom |
United Kingdom |
|
Australia |
Mana Payment Australia Pty Ltd |
McBurney & Partners' Level 10, 68
Pitt Street, SYDNEY, NSW 2000 |
Australia |
|
Japan |
PingPong Asia Technology Co., Ltd. |
East Tower 4th floor, Otemachi First
Square 1-5-1 Otemachi, Chiyoda-ku, Tokyo, 100-0004 Japan |
Japan |
|
USA, Canada |
PingPong Global Solutions Inc. |
27W 24th Street, Suite 704, New York |
USA |
|
Indonesia |
PT Mana Payment Indonesia |
GoWork Sopo Del - Sopo Del Tower B 20th
Floor, Jl. Mega Kuningan Barat III Lot 10.1-6, Kawasan Mega Kuningan, Jakarta
Selatan, DKI Jakarta 12950 |
Indonesia |
|
Malaysia |
PINGPONG PAYMENT MALAYSIA SDN. BHD. |
Units A-10-9, 10 & 11, Tower A,
Vertical Business Suite, Avenue 3, Bangsar South, No. 8 Jalan Kerinchi, 59200
Kuala Lumpur W.P., Kuala Lumpur |
Malaysia |
(a) Lease Model: We lease the Equipment to you for use. You shall pay the rent and return the Equipment upon the expiry of the lease term or termination of the agreement.
(b) Purchase Model: You purchase the Equipment from us. After you have paid the full amount, the ownership of the Equipment is transferred to you.
Specific details such as the model, rates, warranty period, and delivery location will be confirmed according to the configuration on the PingPong website, the content confirmed in the authorized emails of both parties, or the agreement separately reached by both parties regarding hardware equipment ("Offline Agreement"). If the Offline Agreement is inconsistent with this Equipment Agreement, the Offline Agreement shall prevail.
3.1 We will deliver the Equipment to you in accordance with the terms agreed upon in the Offline Agreement.
3.2 Once you confirm receipt of the Equipment, it shall be deemed that you have completed the acceptance.
4.1 Within the warranty period, if a non-human failure occurs in the Equipment, we will repair or replace it for you free of charge. However, damage caused by the following reasons is not covered by the warranty:
4.2 You shall notify us via the authorized email within 5 business days after discovering a defect. For late notifications, PingPong has the right to refuse to provide the warranty.
4.3 Our warranty liability is limited to repair or replacement, and we are not responsible for any indirect or incidental losses caused by defects in the Equipment.
5.1 Your Obligations
During the lease term, you shall:
5.2 Ownership
5.2.1 We possess full legal ownership of the Equipment throughout the lease term. You only obtain a non-exclusive, non-transferable right of use.
5.2.2 You shall not remove or cover any logos, serial numbers, or ownership labels on the Equipment.
5.3 Rent Payment
5.3.1 You shall pay the rent as agreed in the Offline Agreement.
5.3.2 Unless otherwise agreed, the rent needs to be prepaid (at least 6 months of rent paid in advance).
5.3.3 Unless we fail to deliver the Equipment or a serious breach of contract occurs, all paid rent is non-refundable (regardless of whether you terminate early or return the Equipment early).
5.3.4 The rent does not include repair costs for damage caused by you, nor does it include compensation for loss/theft.
5.4 Lost or Stolen Equipment
5.4.1 If the Equipment is lost or cannot be repaired due to your negligence, you must notify us immediately and provide full compensation to us at the original purchase price.
5.4.2 The compensation shall be paid within 10 business days after our written request. Until the full payment is made, your rent obligation continues to accrue, and we have the right to suspend all your services.
5.5 Responsibility for Damage and Repair
5.5.1 You are responsible for paying all repair costs arising from misuse, accidents, or unauthorized repairs.
5.5.2 Minor Damage: You pay the repair cost according to our invoice amount. Serious Damage (unrepairable or the cost exceeds 50% of the original price): You need to provide full compensation at the original price.
5.5.3 Do not repair by yourself without our written authorization. Self-repair will result in the invalidation of the warranty, and you shall bear the full replacement cost.
5.6 Return of Equipment
(a) Within 5 business days after the end of the lease term, you need to return the Equipment to our designated location at your own expense.
(b) Upon return, the Equipment should be in good condition (except for normal wear and tear) and include all accessories, packaging, and manuals.
(c) If the device is damaged, you need to pay the repair fee or compensate at the original price, or replace it with a new device of equivalent specifications with our consent.
5.7 Refund of Deposit
5.7.1 If there is a deposit, we will refund it within 20 business days after receiving the returned device and passing the inspection. We will deduct any outstanding rent, repair fees, compensation, late fees, or refurbishment fees from it.
5.7.2 If the deduction amount exceeds the deposit, you need to supplement the difference within 10 business days after receiving the invoice.
5.8 Late Return
5.8.1 If the Equipment is not returned on time, you need to pay 0.3% of the monthly rent per day as a late fee, and continue to pay the monthly rent according to the standard until the actual return.
6.1 When you have paid the full amount and completed delivery and acceptance, the ownership of the device is transferred to you.
6.2 After delivery, the risk of damage or loss of the device shall be borne by you.
6.3 After the transfer of ownership, you are responsible for all maintenance and repair of the device. Our liability is limited to the warranty agreed in Article 3.
7.1 Late payments will incur a late fee of 0.3% per day.
7.2 You shall bear all bank handling fees and wire transfer fees related to the payment.
8.1 Merchant Breach: If you fail to pay for 10 days overdue, fail to return the device on time, or go bankrupt/cease operations, it constitutes a breach of contract.
8.2 Handling of Breach: Once you breach the contract, we can immediately terminate the agreement, require the return of all leased equipment, require immediate full payment of the balance, forfeit the deposit, and have the right to enter your premises to recover the equipment. All legal and recovery costs arising therefrom shall be borne by you.
8.3 Consequences of Termination: After termination, you must immediately stop using the device and return it; all outstanding debts become due immediately, and paid rent will not be refunded.
9.1 All notices, equipment
procurement, and changes can be sent via the authorized emails of both parties.
10.1 You promise to use the
Equipment only at the agreed business address and shall not move it abroad
without our company's permission.
10.2 You are strictly
prohibited from performing any form of cracking, modification, or installation
of any illegal devices on the Equipment. If signs of tampering are found in the
Equipment, use should be stopped immediately and our company should be notified.
10.3 Remote Locking: If you fail to pay the
rent overdue or are suspected of illegal activities such as money laundering,
our company has the right to remotely suspend the Equipment's functions without
prior notice until the breach is corrected.
Unless otherwise agreed,
any dispute arising from this Equipment Agreement shall be submitted to the
Hong Kong International Arbitration Centre for arbitration, and finally
resolved according to the "Hong Kong International Arbitration Centre
Institutional Arbitration Rules" effective at the time of submitting the
arbitration notice. The seat of arbitration shall be Hong Kong. The number of
arbitrators is one. The arbitration procedure shall be conducted according to
English.