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ClickandBuy E-Money Account Terms of Use

These Terms of Use form an agreement between you and ClickandBuy International Limited. Our primary business is the issuance of electronic money and the provision of financial and non-financial services closely related to the issuance of electronic money. This Agreement describes each party’s rights and responsibilities when you use one of ClickandBuy’s services.

1. Your relationship with Us and these Terms of Use

1.1 You: In order to use the ClickandBuy service (the “Service”) you (“You”/“Your” or the “Customer”) must be an individual, business or organisation (through its duly authorised agent) that can enter into a legally binding contract under the laws of England and Wales. You may not use the Service and may not accept the Terms of Use if You are under the age of 18 or are not authorised to enter into such a contract. If contrary to these requirements You continue to create a ClickandBuy account or use the Service, these Terms of Use will still apply.

1.2 Us: The ClickandBuy website (the “Website”), and the Service, is operated by ClickandBuy International Ltd (“Us”/“We”/“Our”), a company registered in England with company number 5661160 and with registered and head office at 6–9 Cynthia Street, London, N1 9JF, United Kingdom which offers an electronic money service in accordance with the applicable legislation of the United Kingdom, Great Britain and Northern Ireland. The Website address is www.clickandbuy.com.

1.3 Contract: When You create a ClickandBuy account (an “Account”) You must accept these Terms of Use, which form a legally binding contract between You and Us governing Your Account and Your use of the Service (the “Contract”). You may not use the Service if You do not accept the Terms of Use.

1.4 Acceptance: You can accept the Terms of Use by:

(a) clicking to accept the Terms of Use; or

(b) for existing users actually using the Service, You understand and agree that We will treat Your continuing use of the Service as acceptance of the Terms of Use from that point onwards for each use of the Service.

1.5 The Terms of Use will be provided to You by supplying You with a link to the Website where the Terms of Use can be viewed. At any time during the term of the Contract You may also request Us to provide You with a copy of the Terms of Use by contacting Our Customer Care Team. An e-mail will be sent to You which contains a copy of the full Terms of Use.

1.6 Start Date: These Terms of Use begin on the day when We accept Your registration for the Service, after You have completed the Registration Process. We will notify You of Our acceptance of Your registration by e-mail.

2. Changes to the Terms of Use

2.1 Agreement changes: These Terms of Use may be amended by Us from time to time by posting the amended Terms of Use on the Website. You will be given at least two months’ notice of such changes before they come into effect by Us sending You an e-mail containing a link to the new Terms of Use and the proposed date of entry into force. You should make sure You review the current Terms of Use each time You use the Website and each time prior to initiating any transaction.

2.2 You understand and agree that You will be deemed to have accepted the changes to the Contract unless You notify Us to the contrary before they come into force. You have the right to terminate the Contract immediately and without charge before the proposed date of their entry into force.

3. Communications and Notices

3.1 Contacting Us: Should You wish to contact Us for any reason, We recommend directing Your query to Our Customer Care (“Customer Care”) department by using the contact details published on the Website at www.clickandbuy.com. Contact details for customer support will vary depending upon a customer’s location.

3.2 Language: These Terms of Use and all information are originally provided to You in English. If a document is translated into another language You agree that this is done for Your own benefit and if there are any discrepancies between the translated version and the English language version the text of the English language version shall prevail.

3.3 Methods of communication: Statements, notices and other communications to You may be sent to the mail or e-mail address provided by You or by postings on the Website or other reasonable means. Any notices by either party under these Terms of Use by e-mail shall be deemed given on the day the e-mail is sent, unless the sending party receives an electronic indication that the e-mail was not delivered; and if by post, shall be deemed given three business days after the date of posting.

3.4 Saving electronic information: You should maintain copies of electronic communications by printing a paper copy or saving an electronic copy, and information that is provided to You in an electronic format is provided under the assumption that You will be able to print or save such information.

3.5 Our Address: Any notices sent by You to Us should be sent by registered post to:

ClickandBuy International Ltd
6–9 Cynthia Street
London
N1 9JF
United Kingdom

4. Description of the Service

4.1 General: The Service allows You to use Your Account to make purchases of Internet content and services (“Products”) from retailers (“Merchants”) online. The Service also allows You to deposit funds with Us in the form of electronic money (“e-money”) for use at a later date either online or through the ClickandBuy mobile device application (the “ClickandBuy App”).

4.2 Electronic Money: The Service is an electronic money service that provides You with an online account that stores monetary value. Funds held in Your Account are electronic money in accordance with the Electronic Money Regulations 2011. We are not a bank and We do not act as a trustee, fiduciary or escrow holder in respect of balances in Your Account, or as Your agent or the agent of any Merchant.

4.3 Regulation: We are authorised by the Financial Conduct Authority (“FCA”) of the United Kingdom under the Electronic Money Regulations 2011 for the issuing of electronic money. We are listed on the FCA’s register and our firm reference number with the FCA is 900024.

4.4 Non-UK regulation: Where You use Your Account or the Service in a jurisdiction outside the United Kingdom, in some respects the regulatory system applying will be different from that of the United Kingdom and this may be to Your disadvantage. You may not be entitled to benefit from the same protections or complaints arrangements under a non-UK system of regulation.

4.5 Withdrawal of balance: The balance of Your Account can be withdrawn at any time by You, subject to Our withdrawal requirements in section 11 below and as set out in the fee table, and shall be disposed of only in accordance with Your instructions.

4.6 Our Fees and Charges: We will charge You the fees set out in the fee table in connection with transactions made in relation to Your Account (including funding, purchasing, currency exchange and withdrawal transactions). We will also charge You certain Account administration fees set out in the fee table, including in relation to on-going management of inactive accounts, failed payments and debt collection. All fees will be charged in the currency of Your Account and You agree that We may debit by way of set-off from Your Account any fees, charges or other amounts owing to Us and payable by You in connection with the Service.

4.7 Changes to fees: We may change the fee table from time to time by updating it on the Website. We will notify You of any such change in line with section 2 of these Terms of Use.

4.8 No expiry date: The monetary value stored in Your Account has no expiration date, although from a point 6 years after Your Account is closed and these Terms of Use are terminated, We are not required to redeem monetary value in Your Account to You.

4.9 Authentication: We may seek to authenticate the details of any payment method provided by You by making a credit to or a reservation of a small amount of money from the particular payment method. You may incur charges from the provider of the respective payment method in these circumstances, but We will not be liable for any such charges.

4.10 No interest: The Electronic Money Regulations 2011 prohibit Us from paying You interest. Accordingly Your Account balance will not earn interest.

4.11 Maximum Execution Time: The time for a payment transaction to be executed and transferred to the account of the payee’s payment service provider is one business day after the day of receipt of your consent to the transaction, where a “Business Day” is Monday to Friday, 09:00–17:00 (UK local time), excluding public holidays in the United Kingdom.

4.12 Accessing the Service: Subject to the disclaimer in section 14.3, it is possible to execute payment transactions or access the Service at any time of day. However, withdrawal requests will usually be processed during a Business Day. Withdrawal requests received after 17:00 will be treated as being received on the following Business Day.

4.13 ClickandBuy Buyer Protection Rights: ClickandBuy Buyer Protection Rights (the terms of which are more fully set out in the Schedule to these Terms of Use) provides protection for You where You have completed the purchase of certain types of Goods (as defined in the Schedule) using Your Account and the Goods are not shipped to You within the relevant delivery time period. If this is the case, We will help You resolve the problem with the Merchant in accordance with the process set out in the Schedule. If ultimately a solution is not reached and We determine that You are entitled to be covered under the Buyer Protection Rights, We will reimburse You the purchase amount incl. shipping cost. Where We reimburse You, You agree to give up and assign to Us any rights and claims that You have against the Merchant in respect of the transaction that is the subject of the Buyer Protection Rights.

5. Managing Your Account

5.1 Accuracy of Information: You may open an Account with Us by either completing the online application process on the Website or completing the application process through the ClickandBuy App. In doing so You must provide accurate and up to date information and must not provide any false, inaccurate, incomplete or misleading information or any data that You are not legally authorised to use. You must notify Us of any changes to the details You provided in Your application form or through the App by contacting Us through the Website. We may ask for further information about You at any time and Your failure or refusal to provide such information may result in a limitation on usage of the Service or suspension of Your Account. Any limitation or suspension of the provision of the Service will be notified to You, unless prohibited by law.

5.2 Limited Access Account (Pay as Guest): We may make the Service available to You on the basis of a (Guest) Account with limited information about You and without registering You for online access to Your Account, subject to the following restrictions:

(a) There will be no log-in feature to Your Account such that You will not be able to access on the Website Your transaction history or the normal online functionality of Our Accounts;

(b) You may only use Your Account to make single (guest) payment transactions (and not to make Recurring Payment Transactions, as defined in section 9.6) which together will be subject to the overall transaction limits in accordance with section 5.3;

(c) The range of payment facilities You have to upload electronic money to Your Account may be more limited than with an Account that is fully enabled;

(d) On instructing a payment to a Merchant, You will be required to make available funds to the value of the balance required to effect the payment from the authenticated payment method that You notify to Us. Where possible any funds returned to Your Account by a Merchant for any reason will be automatically redeemed to Your payment method used for the original transaction.

5.3 Spending and Redemption Limits: The following limits apply to Your use of Your Account:

(a) The total amount that can be transacted on Your Account in a calendar year is EUR 2,500 (EUR 1,000 for Limited Access Accounts); and

(b) Your Account is subject to a EUR 1,000 limit on the total amount that can be redeemed from Your Account in the same calendar year.

5.4 These limits are applied to allow us to make Your Account and the Service available to You using a simplified due diligence process as permitted by the Money Laundering Regulations 2007. We will notify You when You reach these limits. You will not be able to effect transactions or make redemptions in excess of these limits without taking the additional steps We require of You to help Us verify Your identity. Accordingly We reserve the right to hold the funds in Your Account until necessary security checks have been undertaken.

5.5 We may apply other spending limits to Your Account from time to time at Our reasonable discretion. Should You wish to apply for an increase in spending limit, please contact Our Customer Care team using the contact details for Your country of residence as supplied on the Website.

5.6 One Account only: You may only open one Account and We may close Accounts of any Customer who We believe has opened multiple Accounts.

5.7 Use of Your Account: By opening an Account, subject to payment of any applicable fees or charges, You will be able to purchase electronic money to be credited to Your Account, to make payments to and receive money from Merchants, and withdraw money from Your Account as explained on the Website and in these Terms of Use.

5.8 Use by You only: Only You may use the Account and the Service and any use of Your details by anyone else will be considered to be used by You, and You will be responsible for it.

5.9 Prohibited uses: Neither You nor anyone else authorised by You may use the Account or the Service:

fraudulently or in connection with any criminal offence or unlawful purpose of any nature including but not limited to money laundering;

in any unlawful manner, or in contravention of any applicable legislation, licence or third party rights;

to re-sell or attempt to re-sell the Service or any part of it to any third party or attempt to exploit the Service for any commercial purposes;

in a way that does not comply with these Terms of Use or with any reasonable instructions that We give to You;

for tampering, ‘hacking’, modifying or otherwise corrupting the security or functionality of the Service or of the Website or any other website;

for lottery, betting or gambling services that do not have all necessary licences and authorisations to operate in the jurisdictions that are relevant to You; or

in a way that does not comply with Our Acceptance Policy as published on the Website at www.clickandbuy.com.

5.10 Detection and suspension We may, at Our reasonable discretion, apply procedures to detect and prevent any breach of these Terms of Use. Also, We may suspend or restrict Your use of the Service and/or Your Account, or refuse a transaction, at Our sole reasonable discretion immediately if:

You use the Service or Your Account in any way which is in breach of these Terms of Use, or otherwise breach these Terms of Use, or We reasonably believe that either is taking place, whether with or without Your knowledge or authority;

We are unable to settle a shortfall in Your Account balance under the process in section 10 below;

You suffer any kind of bankruptcy, insolvency, liquidation or similar event including any arrangement with creditors or the appointment of a receiver; or

We are required to do so by any regulatory or governmental agency or other authority.

If We suspend or restrict the Service in accordance with this section We will, to the extent permitted under applicable law, notify You promptly.

5.11 Notification to authorities: We may notify the police or other authorities of any unlawful use of the Service by You or using Your details.

6. Your details and Account security

6.1 Privacy: We will handle Your personal details, including Your Account usage, in accordance with Our Privacy Policy.

6.2 Your details: You should never share Your user name, password, PIN for use with the ClickandBuy App or other Account details with anyone else. You are solely responsible for the security of Your user name, password, PIN for your ClickandBuy App and other personalised security details and therefore agree to take all reasonable steps to keep this information safe and not intentionally show it to others.

6.3 Leakage: You must let Us know without undue delay in accordance with section 3 if You believe that Your password, user name or security question has become known to any other person or is being or is likely to be used in an unauthorised way. In respect of Accounts that can be accessed through the ClickandBuy App, in addition to the preceding You must let Us know without undue delay in accordance with section 3 if You believe that Your ClickandBuy App PIN or related security question has become known to any other person or is being or is likely to be used in an unauthorised way or if your phone that is paired with Your Account has been lost, stolen, misappropriated or has been used without your authorisation. We will then stop the further use of Your Account. Also, if We have reason to believe that there is, is likely to be, or has been, a breach of security or misuse of the Service as described above, We may require a change of Your password and/or user name or security question or PIN and possibly suspend PIN, user name and password access to the Service.

6.4 We will inform You of any intention to stop the use of Your Account, specifying the reasons for doing so, unless such provision of information would compromise reasonable security measures or is otherwise unlawful. Where it is not possible to notify You beforehand, We will do so immediately after stopping the use of Your Account. We will provide You with notice of Our intentions depending upon the information which You have previously supplied. Generally, this will be by e-mail, a telephone call from Our Customer support team, or via a message on the Website once You have logged into the Service.

6.5 We will allow the use of Your Account, or replace it with a new one, as soon as practicable after the reason for stopping its use ceases to exist.

6.6 We may refuse to execute any Payment Order by You where We suspect that the Terms of Use have been violated, or where We are otherwise required to do so by law.

6.7 No phishing: We will only ever request Your account password details or PIN for your ClickandBuy App via Our secure account login pages on the Website at www.clickandbuy.com or within the ClickandBuy App. We will never ask for these details via e-mail, telephone or otherwise.

6.8 Subject Access Requests: Under the UK Data Protection Act, You have the right to ask Us to see the personal information that We hold about You (this is known as a ‘subject access request’) by writing to Us. We may charge You a Subject Access Request Fee (as set out in the fee table) for each subject access request that You make. We will generally respond to a subject access request within 40 calendar days of receiving:

(a) the Subject Access Request Fee;

(b) information that We need in order to identify You; and 

(c) the information You need.

7. Unauthorised or incorrectly processed transactions

7.1 In the event of an unauthorised, non-executed or incorrectly executed payment transaction You must let Us know without undue delay in accordance with section 3. You are only entitled to redress under section 7.2 if You notify Us without undue delay, and in any case no later than 13 months after the debit date. This time limit does not apply if We have not provided or made available certain required information about the transaction to You. Contact details specific to Your country of residence can be found on the Website at www.clickandbuy.com.

7.2 Where You are entitled to redress, We will refund the amount of any unauthorised, non-executed or defective payment transaction and, where applicable, restore Your Account to the state it would have been in had the unauthorised payment transaction not taken place. In practice this means that e-money to the value of the payment transaction will be credited to Your Account.

7.3 In any case We will, on Your request, make immediate efforts to trace the payment transaction and notify You of the outcome.

7.4 If You have acted fraudulently, or intentionally or through gross negligence breached these Terms of Use, You will be liable for all losses incurred in respect of any unauthorised transactions.

8. Uploading funds and transfers to Your Account

8.1 Payment options: In order to upload electronic money to Your Account, You may select one or more payment options available depending on Your country of residence, and You must also complete the information requested, including passing all identity and security validation and verification checks. You authorise Us to obtain or receive funds on Your behalf from Your chosen payment source, plus applicable fees as specified in Our fee table. On receipt of Your funds and subject to Our ability to deduct a fee, we will issue an equivalent monetary value to Your Account without delay in the currency in which Your Account is denominated.

8.2 Minimum funding: We may require that You fund a minimum amount on each occasion as set out in the Frequently Asked Questions section of the Website from time to time.

8.3 Sources of funding: If We receive a fund transfer with insufficient information to locate the beneficiary ClickandBuy Account, We will return this to the sender provided that We have sufficient details to do so. A Correction Fee (see fee table) may be deducted from the original deposit amount.

8.4 Funding Fee: Upon funding electronic money to Your Account, We may charge an Account Funding Fee as set out in the fee table. Where possible, these fees will be notified to You prior to completion of the transaction.

8.5 Unregistered Payees: If a person receives notice that a payment has been sent through Us but he/she has not registered for the Service, We will NOT issue any electronic money to him/her and will NOT in any way become his/her agent and the recipient of said notice will have no claim to those funds unless and until he/she registers for the Service and indicates his/her acceptance of the payment and these Terms of Use.

9. Consent for payment transactions

9.1 You must give consent to the execution of a payment transaction for it to be authorised. Payment transactions from Your Account may be authorised either through Your Account directly or via the ClickandBuy App.

9.2 In order to authorise a payment transaction directly through Your Account You must press the Confirm button. You agree that by pressing the Confirm button at the time of a transaction You are confirming that You are providing consent for the payment transaction to be processed and for the relevant fees to be charged.

9.3 In order to authorise a payment transaction through the App you must correctly enter Your App PIN and press the Confirm button. Use of the App is subject to the App Terms of Use. You agree that by entering the App PIN and pressing the Confirm button at the time of a transaction You are confirming that You are providing consent for the payment transaction to be processed from Your Account and for the relevant fees to be charged.

9.4 Where We enable You to make payment through your App using contactless technologies like e.g. QR codes or barcodes that can be scanned or displayed by Your mobile device you will be required to authorise the payment transaction through Your Account by pressing a Confirm button. Before You do so it is Your responsibility to check that Your use of the mobile device has resulted in the correct payment details. Any Products sold through use of contactless technologies like e.g. QR codes or barcodes are sold by the relevant Merchant and not ClickandBuy.

9.5 Subject to 9.6, You also agree that once consent has been provided by You the authorised payment transaction can no longer be revoked. To this extent the time of receipt of the payment order is the time when the Confirm button has been pressed.

9.6 You may choose to give consent for a series of recurring payment transactions (“Recurring Payment Transactions”) by confirming such authorisation when such an offer is presented to You by a Merchant and your consent for each such transaction will be deemed to be received on the day agreed for that transaction. Consent for each of the payment transactions in the series is assumed to have been given until such time as You click to revoke such consent from within Your Account area. You can revoke a Recurring Payment Transaction up until the end of the Business Day preceding the agreed day for payment. At the time You revoke Your permission for Recurring Payment Transactions, Your consent for future payment transactions will have been withdrawn and no future Recurring Payment Transactions in the series will be permitted. Where You revoke consent to a Recurring Payment Transaction this will not alter, terminate or waive any obligations You have to the Merchant and You will still be responsible for meeting whatever obligations You have agreed with the Merchant.

9.7 Unique Identifier: Where You wish to authorise a payment transaction from Your Account to another person (including a Merchant) or to another of Your accounts, You must provide us with the Unique Identifier for that recipient or Your other account. The “Unique Identifier” means for the purpose of a non-ClickandBuy account the bank Sort Code and Account Number, IBAN number or other number or character combination that uniquely identifies the destination account and in respect of a ClickandBuy Account means the username or mobile phone number linked to the Account through a ClickandBuy App or other identifier notified by ClickandBuy to uniquely identify the Account.
Where We execute a payment transaction for You in accordance with a Unique Identifier You give to Us, We will be deemed to have executed the payment transaction correctly. If the Unique Identifier you give us is incorrect we will not be liable for the non-execution or defective execution of that transaction, but will take reasonable steps to recover the payment involved.

10. Payments from Your Account

10.1 Collection of Merchant payments: We are responsible for collecting from Your Account all sums due for Products purchased from Merchants by You using the Service.

10.2 Transaction Information: Information regarding Your payment transaction history and Account balance will be available to You in Your Account area or (where You have one) through the ClickandBuy App. The information available will include details of payment transactions occurring on Your Account and related fees and charges which have been incurred. We will update Your information as soon as is reasonably practicable following the debit of a payment transaction from Your Account.

10.3 Products: We are not responsible in any way for the Products or for any site from which they are purchased, or any other site You use, and Your use of the Internet is at Your own risk and is subject to any applicable laws. The Merchants are solely responsible for all information in relation to the Products and for the Products and their supply to You. The creation and distribution of QR Codes or barcodes, where such codes are used to make a payment, is the responsibility of the relevant Merchant and not of ClickandBuy and ClickandBuy does not accept any responsibility for the accuracy of such codes. Charges for all purchases made by You are collected from Your Account once You complete the purchase.

10.4 Insufficient funds: Insufficient funds: If You make a purchase of Product(s) but do not have sufficient electronic money in Your Account You authorise Us to obtain on Your behalf funds to the value of the balance required to effect the payment plus any applicable fee set out in the fee table from the authenticated payment method that You notified to Us during Account creation (as updated by You from time to time or as notified under section 5.2(d)). Alternatively You may select the source of funding at the time of making the purchase. We will make the necessary payment instructions on Your behalf. We reserve the right to limit Your choice of funding sources for any individual payment at Our discretion. In no circumstances shall We have any duty to provide You with any overdraft, credit or equivalent.

10.5 Payment failure: Payment failure: We can apply a Failed Payment Fee where a payment that We have requested from Your selected payment method has failed for any reason, such as a direct debit failure, insufficient funds in Your selected account or due to Your payment service provider failing the payment request for some other reason. We can also apply a second Failed Payment Fee where We make a second attempt to collect any outstanding balance on Your Account, as described in section 10.6, and that attempt fails for any reason. We will not be entitled to charge a Failed Payment Fee where a failure is due to Our fault.

10.6 Outstanding payment reminders: Where You have insufficient monetary value in Your Account to satisfy a payment due and We have been unable to obtain the value of the required balance in accordance with section 10.4:

(a) We will send You an outstanding payment reminder by e-mail or post immediately after the payment failure;

(b) If You continue to have insufficient funds in Your Account one week after deemed receipt of the first notice, We may send You a second reminder. If You continue to have insufficient funds in Your Account one week after deemed receipt of the second notice, depending on the country in which Your Account is opened, We may terminate Your Account;

(c) Where we have notified You that we will do so in an outstanding payment reminder, We may within two weeks after sending You the reminder, make a second attempt to collect the outstanding balance from Your source of funding as identified under section 10.4. We have the right to apply a second Failed Payment Fee where such a second attempt fails for any reason (other than due to Our fault);

(d) We may charge You an Outstanding Payment Reminder Fee as set out in the fee table in respect of the outstanding payment reminders that We have sent You.

10.7 Currency: If You make a purchase or receive a credit from a Merchant in a currency other than the currency in which Your Account is denominated, We will specify the amount to be collected from or credited to Your Account, based on the currency exchange rate at the time of the purchase/credit available from a reputable currency exchange rate service provider used by Us. You agree that changes in this exchange rate may be applied immediately without notice to You. We will charge a Currency Exchange Fee where we are required to exchange currency for You. The total amount to be collected from Your Account, the exchange rate, any applicable fee set out in the fee table (such as a Currency Exchange Fee), and the breakdown of such fees, will be displayed at the time of purchase.

10.8 Debt collection: Where We are unable to obtain sufficient funds from You to satisfy any payment due, We may transfer responsibility for collecting the outstanding debt to a debt collection agency. In this case the External Collection Agency Fee will be chargeable (see the fee table) and interest on late payments will be accrued in accordance with the Late Payment of Commercial Debts (Interest) Act 1998 as amended and supplemented by the Late Payment of Commercial Debts Regulations 2002 and We will be entitled to suspend further services.

10.9 Factoring: Where We are unable to obtain sufficient funds from You to satisfy any payment due, We may assign the outstanding debt to a third party factoring company in accordance with clause 16.4. In this case Your payment obligations in respect of the assigned debt will be owed to the third party factoring company such that they can collect the debt from you in their own name, but all other rights and obligations under these Terms of Use shall remain unaffected. Where an outstanding debt has been assigned, interest on late payments will be accrued in accordance with the Late Payment of Commercial Debts (Interest) Act 1998 as amended and supplemented by the Late Payment of Commercial Debts Regulations 2002 and We will be entitled to suspend further services.

11. Withdrawal of funds from Your Account

11.1 Your right to withdraw funds: You can request withdrawal of all or part of monetary value from Your Account at any time by logging into Your Account and following instructions in the “Withdrawal” section. Amounts will be redeemed at par and in the currency in which Your Account is denominated. Once Your Account has been closed and these Terms of Use terminated under section 13, if You request a withdrawal We will only allow the redemption of the total (and not partial) value in Your Account. Withdrawn funds will be paid to You by electronic transfer to an account nominated by You at a bank or other financial undertaking, subject to verification checks carried out in accordance with section 12.4. It will be Your responsibility to ensure that We are provided with the correct information including the Unique Identifier (see clause 9.7).

11.2 We will complete Your transfer request as soon as We have successfully completed the checks referred to in section 12.4. We will endeavour to ensure that the funds reach this account within five business days from the point We initiate these transfer instructions. We will not however be in breach of this provision if the failure of the funds to reach the account in time is caused by an error outside Our control on the part of any third party involved in the funds transfer.

11.3 Withdrawal Handling Fee prior to termination: We will charge You a Withdrawal Handling Fee (as set out in the fee table) where You withdraw monetary value from Your Account prior to the closure of Your Account under Section 13.

11.4 We will deduct any applicable fee under section 11.3 from Your Account as set out in the fee table. Where a Withdrawal Handling Fee applies, You will be presented with the total fees for the withdrawal after You have logged Your withdrawal request and before completion of the withdrawal, allowing You the opportunity to cancel Your request. We reserve the right to charge You a Correction Fee according to the fee table if wrong or incorrect payment details are provided or if a withdrawal fails or is impeded due to any other reason other than due to Our fault (e.g. returned or cancelled cheque, payment returned by recipient’s bank).

11.5 Dormant Account Maintenance Fee after 12 months of inactivity: We reserve the right to charge You a Dormant Account Maintenance Fee as detailed in the fee table when Your Account is not actively being used for payment transactions (i.e. the Account is “Dormant”). We will apply the Dormant Account Maintenance Fee:

(a) where Your Account is open and has monetary value on it, but has been Dormant for 12 months; and

(b) where Your Account has been terminated and closed and is therefore Dormant, but still has monetary value on it 12 months after the closure of the Account.

11.6 The Dormant Account Maintenance Fee will include an amount in respect of Our costs of maintaining records for, administering and keeping safe Your monetary value and will be deducted from Your Account on a monthly basis until the monetary value is redeemed by You. Application of this fee will result in the reduction of Your monetary value, even to a nil balance. To avoid the Dormant Account Maintenance Fee it is important You request a withdrawal of any remaining monetary value before Your Account has been Dormant for 12 months or more (whether pre- or post- Account termination).

11.7 No Withdrawal Handling Fee for withdrawal on termination or 12 months afterwards: If You withdraw Your monetary value at the point Your Account is closed or within the next 12 months, You will not have to pay a Withdrawal Handling Fee for withdrawal or a Dormant Account Maintenance Fee.

11.8 No withdrawal rights after 6 years: We are not required to redeem to You monetary value in Your Account where You request a withdrawal more than (6) six years from the date on which Your Account was closed and terminated under section 13.

12. Other

12.1 Responsibility for instructions: You are solely responsible for the instructions given to Us and for this reason We may not be able to detect errors in Your payment instructions. We are responsible for processing a payment order only in accordance with the information provided by You in particular the Unique Identifier.

12.2 Payments not reversible: You should note that all payments made are final and not reversible once consent for execution of the transaction has been provided by You (other than in respect of recurring transactions as described in clause 9.6). We cannot arrange for funds to be given back to You where You believe the payment was made in error unless such error was caused by Us.

12.3 Disputes with third parties: Where You dispute a transaction with another party, subject to Section 4.13 above, We will not enter into the dispute in any way other than to confirm that the payment was made in accordance with Your instructions. We do not act as agent for either the Merchant or You and, subject to Our obligations pursuant to the Buyer Protection Rights set out in the Schedule to these Terms of Use, do not have responsibility for resolving any disputes between the Merchant and You.

12.4 Checks: Before making any payment from or to Your Account We may carry out various checks in connection with avoiding money laundering and/or fraud or to check whether the holder of the electronic money is the person who is entitled to redeem it as required by any applicable law.

12.5 FSCS not applicable: The Financial Services Compensation Scheme (FSCS) does not apply to the Service or the funds stored on Your Account and Your Account balance is not insured by any other government agency.

12.6 Intellectual Property: All intellectual property rights in this Website and in the Service and in Our brands belong to Us and Our licensors. You have no licence to use any of these without Our prior consent.

13. Termination

13.1 These Terms of Use are concluded for an indefinite period. The Terms of Use will continue to apply until terminated by either You or Us as set out below.

13.2 By You: You may close Your Account and thereby terminate the Terms of Use (and Your right to use the Service) at any time by giving Our Customer Care team notice by using the contact form provided on the Website. In particular, You are entitled to cancel these Terms of Use and so close Your Account at any time within 14 days from the day on which these Terms of Use commenced by sending notice of Your intention to do so to the above mentioned department.

13.3 By Us: We reserve the right to close Your Account and terminate the Contract at any time:

(a) by providing You with two months’ notice unless the provision of notice is legally prohibited or would compromise reasonable security measures and payment of any unrestricted funds held in custody, where:

(i) We are no longer providing the Service to users in the country in which You are resident or from which You use the Service; or

(ii) the provision of the Service to You by Us is no longer commercially viable;

(b) immediately by giving notice:

(i) should You breach these Terms of Use (or have acted in a manner which clearly shows that You do not intend to, or are unable to comply with the provisions of the Terms of Use, which shall include being unable to provide funds for payments due) including committing any contravention of any applicable law; or

(ii) where We are required to do so by law (for example, where the provision of the Service to You is, or becomes, unlawful).

13.4 Redemption of funds: Redemption of all stored funds on termination shall be made in accordance with section 11. Redemption will be made to the bank account details provided to Us by You, subject to verification checks carried out in accordance with section 12.4. If that information is not correct and We are unable to complete the transfer, the stored balance held in Your Account will be forfeited after a period of 6 years from the date Your Account is closed.

13.5 Survival of terms: Sections 4.6, 4.8, 4.10, 4.13, 5.9–5.11, 6.1, 10.5, 10.8, 10.9, 11, 12.3–12.5, this section 13, and sections 14, 15 and 16 shall survive any termination of Your right to use the Service and the Terms of Use.

14. Warranties, Liabilities and Disclaimers

14.1 Your warranty: You warrant and represent to Us that the opening of and use of Your Account by You does not contravene any law of any jurisdiction, and that You will not use the Service unlawfully or in connection with any unlawful activity, or in any way that breaches these Terms of Use.

14.2 Transaction times: We shall make reasonable efforts to ensure that all transactions are processed in a timely manner. However, the processing of transactions is dependent on a number of factors outside of Our control and as such We are not able to make any other warranties, representations or terms regarding the amount of time transactions will take. Provided We have used reasonable efforts to process promptly We will not be liable for any loss You or anyone else suffers as a result of transaction processing times.

14.3 Availability: Whilst We strive for continuous availability, We cannot and do not warrant or represent that the Website, the Service or Your Account will be continuously available and error-free. We may conduct reasonable maintenance (leading to downtime) as required.

14.4 Products and taxes: We are not responsible in any way for the Products or for any site from which they are purchased, or for any charges, taxes or other duties relating to the transactions. The Merchants are solely responsible for all information in relation to the Product, for the Products themselves and their supply and sale to You.

14.5 Your Liability: You may be liable to Us for losses, expenses or damages We incur as a result of Your breach of these Terms of Use. In particular You will be liable for and shall indemnify Us against any losses, expenses or damages We suffer as a result of:

(a) any use of the Service or Your Account (including any withdrawal up to a maximum of 50 GBP for transactions that do not arise from distance contracts) by any person using Your details, other than arising after You have notified Us that You believe that Your password or user name has become known to another person or is being or is likely to be used in an unauthorised way;

(b) any misuse of the Service, Your Account or the Website;

(c) any fraud in relation to the stored balance in Your Account by Yourself or a third party; and

(d) any claim made against Us by a Merchant in circumstances where You have insufficient funds or otherwise have failed to make a payment to that Merchant,

other than such circumstances that have been directly caused by Our negligence, wilful default or fraud.

14.6 Our Liability: We will provide the Service with reasonable care and skill and in accordance with these Terms of Use, but subject to section 14.7 below We exclude all warranties, representations, conditions and terms that are not expressly set out in these Terms of Use. In addition, You agree that We will not be liable to You or any other person for any of the following losses:

(a) loss of profits, revenue, opportunity, bargain or sales;

(b) losses causes by incorrect payments resulting from Your instructions;

(c) losses caused by payments made by a third party who passes all reasonable identity and verification checks;

(d) losses caused by a recipient’s decision not to accept a payment made through the Service;

(e) losses caused by delays, losses, errors, or omissions in any telecommunications or other data transmission system, or any other system outside of Our control;

(f) losses arising out of the acts or omissions of other providers of telecommunication services or for faults in or failures of their networks and equipment or anything that is outside of Our control;

(g) losses arising from the Website, the Service or Your Account not being continuously available or arising from Our reasonable maintenance (which may lead to downtime) of the Website or Service; or

(h) indirect, consequential and special damages.

Also, We do not monitor the type of Products purchased or whether Products can be legally purchased by the users of the Service. As such We are not liable for any unlawful Products including any sales of age-regulated products to minors.

14.7 Liability not excluded: We do not exclude Our liability for death or personal injury caused by negligence, for fraudulent misrepresentation or for anything else that cannot be excluded under applicable law including to the extent that any exclusion or limitation is not permitted under the rules of the Financial Conduct Authority.

14.8 Cap on liability: Subject to sections 14.1 through 14.6 above Our liability in contract, tort or otherwise is capped at the greater of (a) the amount of fees You paid to Us under section 4.6 in the 12 months prior to the liability arising; or (b) the value of the transaction or the stored balance giving rise to the dispute or (c) 250 GBP.

14.9 Indemnity: You hereby indemnify Us and Our group companies for any loss suffered (including by way of contract, tort or otherwise and including legal fees) and arising directly or indirectly against any claim brought against Us or any group company by a third party resulting from Your misuse of the Service, the site or Your Account or any breach by You of these Terms of Use.

14.10 Separate provisions: Each provision of this section 14 operates separately in itself and survives independently of the others.

15. Governing Law and Legal Disputes

15.1 Complaints: In the event of any dispute or problem with the Service please always contact Our Customer Care team in the first instance. In the event that Your query is not satisfactorily resolved, You may lodge a complaint with Us by following the instructions on the Website, or write to Us at the address specified in section 3. Information regarding Our complaint handling procedures is also available upon request.

15.2 Ombudsman: The Financial Ombudsman Service is an independent body that helps settle complaints between customers and firms regulated by the FCA. If We are unable to resolve Your complaint satisfactorily You may qualify to escalate your complaint to the Financial Ombudsman Service by post, addressing Your complaint to the

Financial Ombudsman Service
South Quay Plaza
183 Marsh Wall
London E14 9SR
United Kingdom

  by telephone on 0845 080 1800 or by e-mail at complaint.info(at)financial-ombudsman.org.uk. The Financial Ombudsman Service’s website is www.financial-ombudsman.org.uk. Further information regarding the Financial Ombudsman Service and whether you qualify for this service is available on the Financial Ombudsman Service’s website, or can be requested by contacting Our Customer Care team.

15.3 Governing law: These Terms of Use (and therefore Your agreement with Us) shall be governed by and construed in accordance with the laws of England and Wales. Any claim arising out of or relating to these Terms of Use or the provision of the Services or Your Account that cannot be resolved by contacting the Customer Care team shall be settled through the Financial Ombudsman Service or the courts of England.

16. Other provisions

16.1 Law: We and You shall both comply with all applicable laws, contracts and applicable licences regarding the use and provision of the Service and Your Account.

16.2 Entire agreement: These Terms of Use constitute the entire agreement between You and Us with respect to the Service and Your Account and supersede and replace any and all prior agreements.

16.3 Waiver: Our failure to exercise or enforce any right under these Terms of Use shall not be deemed to be a waiver of any such right or prevent Us from exercising or enforcing any of these Terms of Use at any time.

16.4 Assignment: You may not transfer any of Your rights or obligations under these Terms of Use without Our prior written consent. We reserve the right to transfer Our rights and/or obligations under these Terms of Use by notifying You in writing.

16.5 Other parties: You and We are the only parties who may rely on or enforce these Terms of Use.

Schedule: ClickandBuy Buyer Protection Rights

1. ClickandBuy Buyer Protection

1.1 What is covered? ClickandBuy Buyer Protection protects the Customers where they have completed the purchase of qualifying tangible goods (the “Goods”) using their ClickandBuy Account and the Goods are not shipped to them by the Merchant.

1.2 Are there any limits on the Buyer Protection? Yes, the provisions in this Schedule include some important limitations and you should read them carefully. In particular:

the protection ClickandBuy provides is capped at a maximum of EUR 2,500 per application under the Buyer Protection, regardless of whether the Customer paid more than this for the Goods in question.

the Customer may only make a maximum of three applications under the Buyer Protection in any 12 month period.

if the Merchant can provide satisfactory evidence that the Goods have been delivered to the Customer, ClickandBuy will reject the application. See below for more details.

1.3 What counts as tangible goods? Tangible goods are physical products that can be delivered to the customer, such as a T-shirt, book or CD. It does not include non-physical goods such as digital content, services or licenses.

1.4 What tangible goods do not qualify? The following items are excluded from the ClickandBuy Buyer Protection:

items equivalent to cash, such as gift certificates or vouchers.

goods that cannot be delivered to the Customer through the shipping processes described below, such as a car or real estate.

goods that are custom made for the Customer as opposed to be purchased ‘as is’. Custom made goods could include (non-exhaustively) any personalised items, such as t-shirts with personalised print, items with personalised addresses or stamps or photo books, or non-standardised items that have been modified for the Customer.

goods that do not comply with ClickandBuy’s Acceptance Policy as published on the ClickandBuy Website at www.clickandbuy.com or where the purchase of the goods has breached ClickandBuy’s Terms of Use or is one that ClickandBuy can refuse under the Terms of Use.

1.5 ClickandBuy Buyer Protection only covers non-delivery: The ClickandBuy Buyer Protection only protects against tangible goods not being shipped to a Customer. No other disputes with Merchants or dissatisfaction with Goods are covered. For example:

ClickandBuy Buyer Protection does not apply where the Goods delivered differ from the description of or expectation of the Goods purchased, such as where it is the wrong size or colour, is the wrong version or edition, is copied, pirated or is not authentic or is used when it should be new (or if purchased as used, has suffered more wear and tear than expected).

ClickandBuy Buyer Protection does not apply where the Goods are broken or defective or breaks or becomes defective after delivery, has missing components, has no instructions or is otherwise not fit for purpose.

ClickandBuy Buyer Protection does not apply where following delivery the Customer has decided he does not want the Goods (for whatever reason) and wants a refund. This also means the ClickandBuy Buyer Protection does not apply where the Merchant has a returns policy but fails to pick up the Goods or return the Customer’s money.

1.6 The purchase of tangible goods must be validly completed: The Customer’s purchase of the Goods must have been validly completed (and remain completed) before the ClickandBuy Buyer Protection will apply. This means that the payment transaction must have been completed with no occurrence of a rejection, chargeback or other attempt to recover the funds or reverse the payment transaction, or cancel, reverse, reject or recover a relevant direct debit or credit card payment. This is the position regardless of the outcome of any such occurrence.

When can a Customer apply under the ClickandBuy Buyer Protection?

1.7 The ClickandBuy Buyer Protection becomes relevant if the Goods have not been delivered by or on a relevant date and, through the process set out below, the Merchant fails to provide a satisfactory solution in terms of shipping the Goods. ClickandBuy consider the following to be relevant dates:

the date that is 3 calendar days after a delivery date communicated by the Merchant to the Customer;

if no delivery date was communicated by the Merchant to the Customer, the date that is 10 calendar days from the date on which the transaction for the Goods was accepted by the Merchant; or

if the Merchant can provide written evidence (e.g. e-mail confirmation by the Customer) that a later or postponed delivery date was agreed with the Customer, that date.

1.8 In the event the Goods are not delivered by the relevant date, the Customer must contact the Merchant to resolve the matter before it can apply under the Buyer Protection. The Customer must allow the Merchant seven working days to provide a solution to the Customer following the Customer’s first contact before it makes an application under the ClickandBuy Buyer Protection. The Customer must be able to evidence to ClickandBuy that it has contacted the Merchant with a view to resolving the non-delivery of the Goods.

1.9 In any event, the Customer must make a Buyer Protection application within 45 calendar days starting on the date on which the Customer made the payment for the relevant Goods in dispute.

1.10 A Customer should make an application for the ClickandBuy Buyer Protection by contacting ClickandBuy using the contact form provided on the ClickandBuy website or by using any other request form provided by ClickandBuy from time to time for this purpose. The Customer must provide any additional information requested by ClickandBuy.

1.11 When the Customer applies for Buyer Protection, ClickandBuy will investigate the application and, if applicable, request further information from both the Customer and the Merchant in order to come to a determination. ClickandBuy will request information from the Merchant as soon as practicable and provide the Merchant with a reasonable time frame in which to respond to its request for information or provide a satisfactory solution in terms of shipping the Goods. ClickandBuy will use all commercially reasonable efforts to complete a Buyer Protection application within 30 calendar days of receiving a Customer’s application for Buyer Protection.

When will ClickandBuy reject an application?

1.12 The Customer must respond to all queries from ClickandBuy regarding the application of ClickandBuy Buyer Protection within seven working days of receiving the query. ClickandBuy will reject the application in the event no response is given within this time limit.

1.13 ClickandBuy may also reject an application for Buyer Protection where the Customer has not complied with the Terms of Use as it relates to the matters giving rise to the potential application of the ClickandBuy Buyer Protection.

1.14 If the Merchant can evidence to ClickandBuy’s satisfaction that the Goods have been successfully shipped to the Customer at the correct address, ClickandBuy will reject the Customer’s application. A Merchant can do this by providing ClickandBuy with a valid shipping receipt issued by an independent third party shipping firm that shows:

the name of shipping firm;

the correct name and address of the Customer (which must be the same Customer as the Payment Order counterparty);

the correct name and address of the Merchant;

the shipping date when the Customer validly received the Goods;

the signature of a valid and relevant individual (to be determined by ClickandBuy acting reasonably) who signed for the Goods upon delivery to the Customer’s address.

1.15 The following are a non-exhaustive list of independent third party shipping firms that issue shipping receipts that could meet the above criteria:

GLS, DPD, Hermes, UPS, FedEx, TNT.

Deutsche Post AG and DHL (except parcels without receipt and letters, incl. Warensendung, book deliveries and Maxibrief). Deutsche Post AG certified mail delivery should comply, provided the shipping receipt shows the dated signature of the person who received the Goods and the correct name of the Customer.

At its discretion ClickandBuy may accept an online shipping tracking ID it can access and review as proof of shipping.

1.16 Accepting the Customer’s application: Should ClickandBuy accept the Customer’s application to be valid because the Merchant cannot evidence a delivery solution, ClickandBuy will reimburse the purchase amount including shipping costs to the Customer through his/her ClickandBuy Account, or at discretion of ClickandBuy, directly to the Customer’s original payment source, in the same currency as the transaction currency.

1.17 Goods subsequently delivered: The Customer must:

notify ClickandBuy promptly if the Goods arrive after an application under the Buyer Protection has been made but prior to ClickandBuy reaching and having implemented a determination by reimbursing the Customer; and

promptly return Goods to the Merchant if they are received after ClickandBuy has determined an application in the Customer’s favour and reimbursed the Customer.

2. Additional Provisions

2.1 Multiple items: An application for ClickandBuy Buyer Protection can be valid for multiple items purchased under the same payment transaction, for example if the buyer purchases three items at the same time two of which do not get shipped. The Customer must apply for both articles together in one application.

2.2 Assignation of refund entitlement: Upon receiving reimbursements resulting from the ClickandBuy Buyer Protection the Customer assigns to ClickandBuy all entitlements and rights it has under the purchase contract that the reimbursement relates to.

2.3 Availability of the ClickandBuy Buyer Protection: ClickandBuy reserves the right to change or cancel the ClickandBuy Buyer Protection any time at its own discretion and without giving any reasons. Applications arising from Goods purchased prior to a cancellation of or change to the Buyer Protection will be processed through to a final determination on the basis of the terms applying at the point of purchase.

2.4 Legal Rights: The ClickandBuy Buyer Protection does not affect the buyer’s legal rights. ClickandBuy does not act as a representative/agent of the Customer or Merchant.

Fee table

* Fees in non GBP, EUR or USD currencies: Where Your Account is in a currency other than GBP, EUR or USD, You will be charged fees in the currency of Your Account that are materially equivalent in value to the fees in EUR set out in this fee table. The fees in non GBP, EUR or USD currencies will be calculated by Us to this effect on an interim basis with reference to prevailing market exchange rates. The fees as calculated will be notified and recorded in the currency of Your Account.

ClickandBuy E-Money Account Terms of Use (2013-05-06)

Download - ClickandBuy mobile application (iOS) Terms of use

1. General

1.1 The ClickandBuy mobile application (the "App") enables users to give payment instructions using the user’s existing ClickandBuy account in respect of purchases from certain merchants.

1.2 These terms of use should be read together with the ClickandBuy E-Money Account Terms of Use, Acceptance Policy, Privacy Policy and any other applicable terms applicable available to you at www.clickandbuy.com ("General Terms").  Your use of the App is governed by (1) these terms of use; and (2) the General Terms (together the "Terms of Use"). By downloading and/or using any App you agree to be bound by the Terms of Use.

1.3 The App is provided by ClickandBuy International Limited, a company registered in England at 6-9 Cynthia Street, London N1 9JF, United Kingdom, registered number 05661160.

1.4 The App may be downloaded from Apple’s App Store which is operated and owned by Apple Inc. and other companies within its group ("Apple").  The App is only licensed for use on a device owned or controlled by you and using Apple’s iOS operating system, so you must make sure that you use an appropriate device to access and use the App.

1.5 We can change the Terms of Use at any time by notifying you of a change and asking for your consent when you next use the App. The new Terms of Use will be displayed on-screen and you will be required to accept them before you continue to use the App.

1.6 From time to time we may issue updates to the App. You may have to download the latest version of the App and accept any accompanying changes to the Terms of Use before you are able to continue to use the App.

1.7 The App is only available for use by existing holders of a ClickandBuy account. If you are not yet a ClickandBuy account user, you may create a ClickandBuy account by registering with ClickandBuy at www.clickandbuy.com. Once you have created a ClickandBuy account and received login details, you may install the App on your mobile device.

1.8 The App is not available to ClickandBuy Limited Access Account (as defined in the ClickandBuy E-Money Account Terms of Use) users.

1.9 The App does not support the full range of functions and services available to users on the ClickandBuy website. You should refer to the ClickandBuy website if you wish to use those functions and services that are not supported by this App.

2. App security

2.1 As the App enables you to make payments from your ClickandBuy account, you must keep your mobile device secure. The conditions relating to your details and account security set out in the ClickandBuy E-Money Account Terms of Use apply equally in relation to the App.

2.2 If your phone is lost, stolen, misappropriated or has been used without your authorisation or if you suspect that someone else knows your App login or other personalised security details, you must notify us without undue delay by using our contact details published on the ClickandBuy website at www.clickandbuy.com/WW_en/service/help-contact/contact-for-customers.html

2.3 If you fail to notify ClickandBuy of a security breach without undue delay, you may be liable for part of or all losses incurred in respect of an unauthorised payment transaction via your ClickandBuy account arising from the security breach.

3. Access to the App

3.1 It is your responsibility to ensure your mobile device meets all the necessary technical specifications to enable you to access the App and that it is compatible with the App.

3.2 We cannot guarantee the continuous, uninterrupted or error-free operability of any App. There may be times when certain features, parts or content of the App become unavailable (whether on a scheduled or unscheduled basis) or are modified, suspended or withdrawn by us, in our sole discretion, without notice to you. You agree that we will not be liable to you or to any third party for any unavailability, modification, suspension or withdrawal of the App, or any features, parts or content of the App.

4. What you are not allowed to do

4.1 Except to the extent expressly set out elsewhere in the Terms of Use, you are not allowed to:

(a) republish, redistribute or re-transmit the App;

(b) copy or store the App other than for your use in accordance with the rest of the Terms of Use and as may occur incidentally in the normal course of use of your browser or mobile device;

(c) store the App on a server or other storage device connected to a network or create a database by systematically downloading and storing any data from the App;

(d) remove or change any content of the App or attempt to circumvent security or interfere with the proper working of the App or any servers on which it is hosted;

(e) create links to the App from any other website, without our prior written consent; or

(f) otherwise do anything that it is not expressly permitted by the Terms of Use.

4.2 You must only use the App for lawful purposes (complying with all applicable laws and regulations), in a responsible manner, and not in a way that might damage our name or reputation or that of any of our affiliates.

4.3 All rights granted to you under the Terms of Use will terminate immediately in the event that you are in breach of any of them.

5. Apple

5.1 You acknowledge and agree that:

(a) Apple has no obligation at all to provide any support or maintenance services in relation to the App. If you have any maintenance or support questions in relation to the App, please contact us, not Apple, using the contact details published on the ClickandBuy website at www.clickandbuy.com;

(b) although these terms are entered into between us and you (and not Apple), Apple, as a third party beneficiary under these terms, will have the right to enforce these terms against you;

(c) except as otherwise expressly set out in these terms, any claims relating to the possession or use of the App are between you and us (and not between you, or anyone else, and Apple); and

(d) in the event of any claim by a third party that your possession or use (in accordance with these terms) of the App infringes any intellectual property rights, Apple will not be responsible or liable to you in relation to that claim.

5.2 You represent and warrant that:

(a) you are not, and will not be, located in any country that is the subject of a United States Government embargo or that has been designated by the United States Government as a "terrorist supporting" country; and

(b) you are not listed on any United States Government list of prohibited or restricted parties.

5.3 Apple does not give or enter into any warranty, condition or other term in relation to the App and will not be liable to you for any claims, losses, costs or expenses of whatever nature in relation to the App or as a result of you or anyone else using the App or relying on any of its content.

6. Intellectual property rights

All intellectual property rights in the App (including text, graphics, software, photographs and other images, videos, sound, trade marks and logos) are owned by us or our licensors. Except as expressly set out here, nothing in these terms gives you any rights in respect of any intellectual property owned by us or our licensors and you acknowledge that you do not acquire any ownership rights by downloading the App.

7. Content and liability

7.1 We may change the format and content of the App from time to time. You agree that your downloading, accessing and use of the App is on an "as is" and "as available" basis and at your sole risk. 

7.2 Whilst we try to make sure that all information contained in the App (other than any user-generated content) is correct, it is not intended to amount to authority or advice on which reliance should be placed. You should check with us or the relevant information source before acting on any such information.

7.3 We make or give no representation or warranty as to the accuracy, completeness, currency, correctness, reliability, integrity, quality, fitness for purpose or originality of any content of the App and, to the fullest extent permitted by law, all implied warranties, conditions or other terms of any kind are hereby excluded.

7.4 We cannot and do not guarantee that the App will be free from viruses and/or other code that may have contaminating or destructive elements.

7.5 Nothing in the Terms of Use shall limit or exclude our liability to you for death or personal injury caused by our negligence or for fraudulent misrepresentation or any other liability that may not, under applicable law, be limited or excluded.

7.6 The Terms of Use shall be governed by and construed in accordance with the laws of England and Wales. Any claim arising out of or relating to the Terms of Use that cannot be resolved by contacting the Customer Care team shall be settled through the Financial Ombudsman Service or the courts of England.

7.7 The General Terms also address liability and other terms and conditions that apply to your use of the App and it is important you read them.

8. Contacting us

Please submit any questions you have about these terms or any problems concerning any Application by using the contact details published on the ClickandBuy website at www.clickandbuy.com/WW_en/service/help-contact/contact-for-customers.html

Download - ClickandBuy mobile App (iOS) Terms of Use

Version 2

1. General

1.1 The ClickandBuy mobile application (the “App”) permits users to open an electronic money account with ClickandBuy International Limited. Alternatively if you already have an existing electronic money account with ClickandBuy International Limited the App can be paired with that account and used in relation to it.

1.2 These App terms of use should be read together with the ClickandBuy E-Money Account Terms of Use, Acceptance Policy, Privacy Policy and any other applicable terms available to you at www.clickandbuy.com. Your use of the App is governed by all these terms of use (together the “Terms of Use”). By downloading and using the App you agree to be bound by the Terms of Use.

1.3 The App enables users to give payment instructions using the user’s ClickandBuy account in respect of purchases from certain merchants. Other functionalities of the user’s ClickandBuy account such as uploading or withdrawing funds or withdrawing consent from recurring transactions are only available by logging on to the user’s ClickandBuy account.

1.4 The App is provided by ClickandBuy International Limited, a company registered in England at 6–9 Cynthia Street, London N1 9JF, United Kingdom, registered number 05661160. We are authorised by the Financial Conduct Authority of the United Kingdom under the Electronic Money Regulations 2011 for the issuing of electronic money. Our VAT registration number is GB 879 9772 26.

1.5 The App may be downloaded from Apple’s App Store which is operated and owned by Apple Inc. and other companies within its group (“Apple”). The App is only licensed for use on a device owned or controlled by you and using Apple’s iOS operating system, so you must make sure that you use an appropriate device to access and use the App.

1.6 We can change the Terms of Use at any time by notifying you of a change and asking for your consent when you next use the App. The new Terms of Use will be displayed on-screen and you will be required to accept them before you continue to use the App.

1.7 From time to time we may issue updates to the App. You may have to download the latest version of the App and accept any accompanying changes to the Terms of Use before you are able to continue to use the App.

1.8 The App is only available for use by holders of an existing ClickandBuy account. A ClickandBuy account may be opened upon first use of the App. The App is not available to ClickandBuy Limited Access Account (as defined in the ClickandBuy E-Money Account Terms of Use) users.

1.9 The App does not support the full range of functions and services available to users on the ClickandBuy website. You should refer to the ClickandBuy website if you wish to use those functions and services that are not supported by this App.

2. App security

2.1 As the App enables you to make payments from your ClickandBuy account, you must keep your mobile device secure. The conditions relating to your details and account security set out in the ClickandBuy E-Money Account Terms of Use (in particular in section 6) apply equally in relation to the App.

2.2 Prior to using the App, you will be asked to assign a personalised identification number (“PIN”) and to create a security question. You will be required to enter your PIN to authorise all payment transactions using the App. You may change your PIN using the App.

2.3 If your phone is lost, stolen, misappropriated or has been used without your authorisation or if you suspect that someone else knows your App login, PIN, security question or other personalised security details (data leak), you must notify us without undue delay by using our contact details published on the ClickandBuy website at www.clickandbuy.com/WW_en/service/help-contact/contact-for-customers.html.

2.4 If you fail to notify ClickandBuy of a security breach without undue delay, you may be liable for part of or all losses incurred in respect of an unauthorised payment transaction via your ClickandBuy account arising from the security breach.

3. Access to the App

3.1 It is your responsibility to ensure your mobile device meets all the necessary technical specifications to enable you to access the App and that it is compatible with the App. You are responsible for any fees and charges you incur in using your mobile device in connection with the App, including for network usage and the fees and charges of your mobile phone operator.

3.2 We cannot guarantee the continuous, uninterrupted or error-free operability of any App. There may be times when certain features, parts or content of the App become unavailable (whether on a scheduled or unscheduled basis) or are modified, suspended or withdrawn by us, in our sole discretion, without notice to you. You agree that we will not be liable to you or to any third party for any unavailability, modification, suspension or withdrawal of the App, or any features, parts or content of the App.

4. What you are not allowed to do

4.1 Except to the extent expressly set out elsewhere in the Terms of Use, you are not allowed to:

(a) republish, redistribute or re-transmit the App;

(b) copy or store the App other than for your use in accordance with the rest of the Terms of Use and as may occur incidentally in the normal course of use of your browser or mobile device;

(c) store the App on a server or other storage device connected to a network or create a database by systematically downloading and storing any data from the App;

(d) remove or change any content of the App or attempt to circumvent security or interfere with the proper working of the App or any servers on which it is hosted;

(e) create links to the App from any other website, without our prior written consent; or

(f) otherwise do anything that it is not expressly permitted by the Terms of Use.

4.2 You must only use the App for lawful purposes (complying with all applicable laws and regulations), in a responsible manner, and not in a way that might damage our name or reputation or that of any of our affiliates.

4.3 All rights granted to you under the Terms of Use will terminate immediately in the event that you are in breach of any of them.

5. Apple

5.1 You acknowledge and agree that:

(a) Apple has no obligation at all to provide any support or maintenance services in relation to the App. If you have any maintenance or support questions in relation to the App, please contact us, not Apple, using the contact details published on the ClickandBuy website at www.clickandbuy.com;

(b) although these terms are entered into between us and you (and not Apple), Apple, as a third party beneficiary under these terms, will have the right to enforce these terms against you;

(c) except as otherwise expressly set out in these terms, any claims relating to the possession or use of the App are between you and us (and not between you, or anyone else, and Apple); and

(d) in the event of any claim by a third party that your possession or use (in accordance with these terms) of the App infringes any intellectual property rights, Apple will not be responsible or liable to you in relation to that claim.

5.2 You represent and warrant that:

(a) you are not, and will not be, located in any country that is the subject of a United States Government embargo or that has been designated by the United States Government as a “terrorist supporting” country; and

(b) you are not listed on any United States Government list of prohibited or restricted parties.

5.3 Apple does not give or enter into any warranty, condition or other term in relation to the App and will not be liable to you for any claims, losses, costs or expenses of whatever nature in relation to the App or as a result of you or anyone else using the App or relying on any of its content.

6. Intellectual property rights

All intellectual property rights in the App (including text, graphics, software, photographs and other images, videos, sound, trade marks and logos) are owned by us or our licensors. Except as expressly set out here, nothing in these terms gives you any rights in respect of any intellectual property owned by us or our licensors and you acknowledge that you do not acquire any ownership rights by downloading the App.

7. Content and liability

7.1 We may change the format and content of the App from time to time. You agree that your downloading, accessing and use of the App is on an “as is” and “as available” basis and at your sole risk.

7.2 Whilst we try to make sure that all information contained in the App (other than any user-generated content) is correct, it is not intended to amount to authority or advice on which reliance should be placed. You should check with us or the relevant information source before acting on any such information.

7.3 We make or give no representation or warranty as to the accuracy, completeness, currency, correctness, reliability, integrity, quality, fitness for purpose or originality of any content of the App and, to the fullest extent permitted by law, all implied warranties, conditions or other terms of any kind are hereby excluded.

7.4 We cannot and do not guarantee that the App will be free from viruses and/or other code that may have contaminating or destructive elements.

7.5 Nothing in the Terms of Use shall limit or exclude our liability to you for death or personal injury caused by our negligence or for fraudulent misrepresentation or any other liability that may not, under applicable law, be limited or excluded.

7.6 The Terms of Use shall be governed by and construed in accordance with the laws of England and Wales. Any claim arising out of or relating to the Terms of Use that cannot be resolved by contacting the Customer Care team shall be settled through the Financial Ombudsman Service or the courts of England.

7.7 The General Terms also address liability and other terms and conditions that apply to your use of the App and it is important you read them.

8. Contacting us

Please submit any questions you have about these terms or any problems concerning the App by using the contact details published on the ClickandBuy website at www.clickandbuy.com/WW_en/service/help-contact/contact-for-customers.html.

Download - ClickandBuy mobile application (Android) Terms of use

1. General

1.1 The ClickandBuy mobile application (the "App") enables users to give payment instructions using the user’s existing ClickandBuy account in respect of purchases from certain merchants.

1.2 These terms of use should be read together with the ClickandBuy E-Money Account Terms of Use, Acceptance Policy, Privacy Policy and any other applicable terms applicable available to you at www.clickandbuy.com ("General Terms").  Your use of the App is governed by (1) these terms of use; and (2) the General Terms (together the "Terms of Use"). By downloading and/or using any App you agree to be bound by the Terms of Use.

1.3 The App is provided by ClickandBuy International Limited, a company registered in England at 6-9 Cynthia Street, London N1 9JF, United Kingdom, registered number 05661160.

1.4 The App may be downloaded from the Google Play Store which is operated and owned by Google Inc. and other companies within its group ("Google").  The App is only licensed for use on a device owned or controlled by you and using Google’s Android operating system, so you must make sure that you use an appropriate device to access and use the App.

1.5 We can change the Terms of Use at any time by notifying you of a change and asking for your consent when you next use the App. The new Terms of Use will be displayed on-screen and you will be required to accept them before you continue to use the App.

1.6 From time to time we may issue updates to the App. You may have to download the latest version of the App and accept any accompanying changes to the Terms of Use before you are able to continue to use the App.

1.7 The App is only available for use by existing holders of a ClickandBuy account. If you are not yet a ClickandBuy account user, you may create a ClickandBuy account by registering with ClickandBuy at www.clickandbuy.com. Once you have created a ClickandBuy account and received login details, you may install the App on your mobile device.

1.8 The App is not available to ClickandBuy Limited Access Account (as defined in the ClickandBuy E-Money Account Terms of Use) users.

1.9 The App does not support the full range of functions and services available to users on the ClickandBuy website. You should refer to the ClickandBuy website if you wish to use those functions and services that are not supported by this App.

2. App security

2.1 As the App enables you to make payments from your ClickandBuy account, you must keep your mobile device secure. The conditions relating to your details and account security set out in the ClickandBuy E-Money Account Terms of Use apply equally in relation to the App.

2.2 If your phone is lost, stolen, misappropriated or has been used without your authorisation or if you suspect that someone else knows your App login or other personalised security details, you must notify us without undue delay by using our contact details published on the ClickandBuy website at www.clickandbuy.com/WW_en/service/help-contact/contact-for-customers.html

2.3 If you fail to notify ClickandBuy of a security breach without undue delay, you may be liable for part of or all losses incurred in respect of an unauthorised payment transaction via your ClickandBuy account arising from the security breach.

3. Access to the App

3.1 It is your responsibility to ensure your mobile device meets all the necessary technical specifications to enable you to access the App and that it is compatible with the App.

3.2 We cannot guarantee the continuous, uninterrupted or error-free operability of any App. There may be times when certain features, parts or content of the App become unavailable (whether on a scheduled or unscheduled basis) or are modified, suspended or withdrawn by us, in our sole discretion, without notice to you. You agree that we will not be liable to you or to any third party for any unavailability, modification, suspension or withdrawal of the App, or any features, parts or content of the App.

4. What you are not allowed to do

4.1 Except to the extent expressly set out elsewhere in the Terms of Use, you are not allowed to:

(a) republish, redistribute or re-transmit the App;

(b) copy or store the App other than for your use in accordance with the rest of the Terms of Use and as may occur incidentally in the normal course of use of your browser or mobile device;

(c) store the App on a server or other storage device connected to a network or create a database by systematically downloading and storing any data from the App;

(d) remove or change any content of the App or attempt to circumvent security or interfere with the proper working of the App or any servers on which it is hosted;

(e) create links to the App from any other website, without our prior written consent; or

(f) otherwise do anything that it is not expressly permitted by the Terms of Use.

4.2 You must only use the App for lawful purposes (complying with all applicable laws and regulations), in a responsible manner, and not in a way that might damage our name or reputation or that of any of our affiliates.

4.3 All rights granted to you under the Terms of Use will terminate immediately in the event that you are in breach of any of them.

5. Google

5.1 You acknowledge and agree that:

(a) Google has no obligation at all to provide any support or maintenance services in relation to the App. If you have any maintenance or support questions in relation to the App, please contact us, not Google, using the contact details published on the ClickandBuy website at www.clickandbuy.com;

(b) except as otherwise expressly set out in these terms, any claims relating to the possession or use of the App are between you and us (and not between you, or anyone else, and Google); and

(c) in the event of any claim by a third party that your possession or use (in accordance with these terms) of the App infringes any intellectual property rights, Google will not be responsible or liable to you in relation to that claim.

6. Intellectual property rights

All intellectual property rights in the App (including text, graphics, software, photographs and other images, videos, sound, trade marks and logos) are owned by us or our licensors. Except as expressly set out here, nothing in these terms gives you any rights in respect of any intellectual property owned by us or our licensors and you acknowledge that you do not acquire any ownership rights by downloading the App.

7. Content and liability

7.1 We may change the format and content of the App from time to time. You agree that your downloading, accessing and use of the App is on an "as is" and "as available" basis and at your sole risk. 

7.2 Whilst we try to make sure that all information contained in the App (other than any user-generated content) is correct, it is not intended to amount to authority or advice on which reliance should be placed. You should check with us or the relevant information source before acting on any such information.

7.3 We make or give no representation or warranty as to the accuracy, completeness, currency, correctness, reliability, integrity, quality, fitness for purpose or originality of any content of the App and, to the fullest extent permitted by law, all implied warranties, conditions or other terms of any kind are hereby excluded.

7.4 We cannot and do not guarantee that the App will be free from viruses and/or other code that may have contaminating or destructive elements.

7.5 Nothing in the Terms of Use shall limit or exclude our liability to you for death or personal injury caused by our negligence or for fraudulent misrepresentation or any other liability that may not, under applicable law, be limited or excluded.

7.6 The Terms of Use shall be governed by and construed in accordance with the laws of England and Wales. Any claim arising out of or relating to the Terms of Use that cannot be resolved by contacting the Customer Care team shall be settled through the Financial Ombudsman Service or the courts of England.

7.7 The General Terms also address liability and other terms and conditions that apply to your use of the App and it is important you read them.

8. Contacting us

Please submit any questions you have about these terms or any problems concerning any Application by using the contact details published on the ClickandBuy website at www.clickandbuy.com/WW_en/service/help-contact/contact-for-customers.html

Download - ClickandBuy mobile App (Android) Terms of Use

Version 2

1. General

1.1 The ClickandBuy mobile application (the “App”) permits users to open an electronic money account with ClickandBuy International Limited. Alternatively if you already have an existing electronic money account with ClickandBuy International Limited the App can be paired with that account and used in relation to it.

1.2 These App terms of use should be read together with the ClickandBuy E-Money Account Terms of Use, Acceptance Policy, Privacy Policy and any other applicable terms available to you at www.clickandbuy.com. Your use of the App is governed by all these terms of use (together the “Terms of Use”). By downloading and using the App you agree to be bound by the Terms of Use.

1.3 The App enables users to give payment instructions using the user’s ClickandBuy account in respect of purchases from certain merchants. Other functionalities of the user’s ClickandBuy account such as uploading or withdrawing funds or withdrawing consent from recurring transactions are only available by logging on to the user’s ClickandBuy account.

1.4 The App is provided by ClickandBuy International Limited, a company registered in England at 6–9 Cynthia Street, London N1 9JF, United Kingdom, registered number 05661160. We are authorised by the Financial Conduct Authority of the United Kingdom under the Electronic Money Regulations 2011 for the issuing of electronic money. Our VAT registration number is GB 879 9772 26.

1.5 The App may be downloaded from the Google Play Store which is operated and owned by Google Inc. and other companies within its group (“Google”). The App is only licensed for use on a device owned or controlled by you and using Google’s Android operating system, so you must make sure that you use an appropriate device to access and use the App.

1.6 We can change the Terms of Use at any time by notifying you of a change and asking for your consent when you next use the App. The new Terms of Use will be displayed on-screen and you will be required to accept them before you continue to use the App.

1.7 From time to time we may issue updates to the App. You may have to download the latest version of the App and accept any accompanying changes to the Terms of Use before you are able to continue to use the App.

1.8 The App is only available for use by holders of an existing ClickandBuy account. A ClickandBuy account may be opened upon first use of the App. The App is not available to ClickandBuy Limited Access Account (as defined in the ClickandBuy E-Money Account Terms of Use) users.

1.9 The App does not support the full range of functions and services available to users on the ClickandBuy website. You should refer to the ClickandBuy website if you wish to use those functions and services that are not supported by this App.

2. App security

2.1 As the App enables you to make payments from your ClickandBuy account, you must keep your mobile device secure. The conditions relating to your details and account security set out in the ClickandBuy E-Money Account Terms of Use (in particular in section 6) apply equally in relation to the App.

2.2 Prior to using the App, you will be asked to assign a personalised identification number (“PIN”) and to create a security question. You will be required to enter your PIN to authorise all payment transactions using the App. You may change your PIN using the App.

2.3 If your phone is lost, stolen, misappropriated or has been used without your authorisation or if you suspect that someone else knows your App login, PIN, security question or other personalised security details (data leak), you must notify us without undue delay by using our contact details published on the ClickandBuy website at www.clickandbuy.com/WW_en/service/help-contact/contact-for-customers.html.

2.4 If you fail to notify ClickandBuy of a security breach without undue delay, you may be liable for part of or all losses incurred in respect of an unauthorised payment transaction via your ClickandBuy account arising from the security breach.

3. Access to the App

3.1 It is your responsibility to ensure your mobile device meets all the necessary technical specifications to enable you to access the App and that it is compatible with the App. You are responsible for any fees and charges you incur in using your mobile device in connection with the App, including for network usage and the fees and charges of your mobile phone operator.

3.2 We cannot guarantee the continuous, uninterrupted or error-free operability of any App. There may be times when certain features, parts or content of the App become unavailable (whether on a scheduled or unscheduled basis) or are modified, suspended or withdrawn by us, in our sole discretion, without notice to you. You agree that we will not be liable to you or to any third party for any unavailability, modification, suspension or withdrawal of the App, or any features, parts or content of the App.

4. What you are not allowed to do

4.1 Except to the extent expressly set out elsewhere in the Terms of Use, you are not allowed to:

(a) republish, redistribute or re-transmit the App;

(b) copy or store the App other than for your use in accordance with the rest of the Terms of Use and as may occur incidentally in the normal course of use of your browser or mobile device;

(c) store the App on a server or other storage device connected to a network or create a database by systematically downloading and storing any data from the App;

(d) remove or change any content of the App or attempt to circumvent security or interfere with the proper working of the App or any servers on which it is hosted;

(e) create links to the App from any other website, without our prior written consent; or

(f) otherwise do anything that it is not expressly permitted by the Terms of Use.

4.2 You must only use the App for lawful purposes (complying with all applicable laws and regulations), in a responsible manner, and not in a way that might damage our name or reputation or that of any of our affiliates.

4.3 All rights granted to you under the Terms of Use will terminate immediately in the event that you are in breach of any of them.

5. Google

5.1 You acknowledge and agree that:

(a) Google has no obligation at all to provide any support or maintenance services in relation to the App. If you have any maintenance or support questions in relation to the App, please contact us, not Google, using the contact details published on the ClickandBuy website at www.clickandbuy.com;

(b) except as otherwise expressly set out in these terms, any claims relating to the possession or use of the App are between you and us (and not between you, or anyone else, and Google); and

(c) in the event of any claim by a third party that your possession or use (in accordance with these terms) of the App infringes any intellectual property rights, Google will not be responsible or liable to you in relation to that claim.

6. Intellectual property rights

All intellectual property rights in the App (including text, graphics, software, photographs and other images, videos, sound, trade marks and logos) are owned by us or our licensors. Except as expressly set out here, nothing in these terms gives you any rights in respect of any intellectual property owned by us or our licensors and you acknowledge that you do not acquire any ownership rights by downloading the App.

7. Content and liability

7.1 We may change the format and content of the App from time to time. You agree that your downloading, accessing and use of the App is on an “as is” and “as available” basis and at your sole risk.

7.2 Whilst we try to make sure that all information contained in the App (other than any user-generated content) is correct, it is not intended to amount to authority or advice on which reliance should be placed. You should check with us or the relevant information source before acting on any such information.

7.3 We make or give no representation or warranty as to the accuracy, completeness, currency, correctness, reliability, integrity, quality, fitness for purpose or originality of any content of the App and, to the fullest extent permitted by law, all implied warranties, conditions or other terms of any kind are hereby excluded.

7.4 We cannot and do not guarantee that the App will be free from viruses and/or other code that may have contaminating or destructive elements.

7.5 Nothing in the Terms of Use shall limit or exclude our liability to you for death or personal injury caused by our negligence or for fraudulent misrepresentation or any other liability that may not, under applicable law, be limited or excluded.

7.6 The Terms of Use shall be governed by and construed in accordance with the laws of England and Wales. Any claim arising out of or relating to the Terms of Use that cannot be resolved by contacting the Customer Care team shall be settled through the Financial Ombudsman Service or the courts of England.

7.7 The General Terms also address liability and other terms and conditions that apply to your use of the App and it is important you read them.

8. Contacting us

Please submit any questions you have about these terms or any problems concerning the App by using the contact details published on the ClickandBuy website at www.clickandbuy.com/WW_en/service/help-contact/contact-for-customers.html.

Summary

ClickandBuy publishes its Acceptance Policy in order to maintain compliance with applicable legislation as well as policies which may – if violated - affect our ability to supply a quality payment service to its customers.
 
ClickandBuy must not be used to send, receive, upload, download, use, re-use, offer or supply any offer or other message, information or material or to advertise, promote, sell or offer for sale any information, material or product which can be assigned to one of the categories below. Any transaction appearing on ClickandBuy which does appear to fall onto one of these categories may be reversed and any ClickandBuy account not adhering to this policy may be suspended or terminated to prevent further breach of our guidelines as per the Terms and Conditions of service.  

Some of the guidelines require detailed knowledge of laws in different countries. As ClickandBuy does not always have that detailed knowledge of all business sectors in all jurisdictions around the world, it is ultimately the account holder's responsibility to trade only where and when it is legal to do so. Any customer who is unsure of their legality, or disregards this guidance, is deemed to be in breach of these guidelines.

1. Illegal Adult Content or Services

ClickandBuy will not process transactions which are related to goods or services, including an image, which is partly offensive and lacks serious artistic value such as:

• Mutilation of a person or body parts
• Scenes depicting acts of bestiality, incest, rape, non-consensual sexual behaviour, or sexual exploitation of a minor (or a person who may appear to be a minor)
• Escort Services
• Or any material considered to be “extreme” or “violent” pornography as per Section 63 of the UK Criminal Justice and Immigration Act 2008

Or any other material that ClickandBuy, at its sole discretion, deems unacceptable for sale in connection with its brand.

2. Firearms, Weapons and Knives

ClickandBuy may not be used in the purchase or sale of any physical firearm. This includes all rifles, shotguns, and handguns, whether for use in sporting, as collectables, or curio and relic firearms, and regardless of their present working order.
 
Also, ClickandBuy may not be used to buy or sell ammunition or gunpowder. The term "ammunition" means ammunition or cartridge cases, primers, bullets, or propellant powder designed for use in any firearm.
ClickandBuy may also not be used in the purchase or sale of knives unless the website provides an age restriction clause and verify their customers’ date of birth in line with the Violent Crime Reduction Bill (2006) in the UK. The current age restriction is 18 years.

This guideline does not extend to advertisements for such items. Advertisements would be permitted to be charged for using ClickandBuy.

3. Illegal Drugs & Paraphernalia

ClickandBuy may not be used to fund, in any way, the purchase of illegal drugs, or materials, utilities or paraphernalia (equipment used to administer or produce drugs) which could be construed to be for the use of administering illegal drugs.
 
This guideline is designed to provide clarification regarding illegal drugs. It is accepted that some drugs are classified differently from country to country, and therefore may not be illegal. Queries relating to specific cases should be directed to the ClickandBuy Compliance department.

4. Unauthorized Copies (infringement of copyright)

ClickandBuy will not accept transactions which trade (or appear to trade) in unauthorized copies (pirated, duplicated, backup, etc.) of software programs, video games, music, movies, television programs, photographs or any other products which could be in breach of copyright law in any territory.

5. Pyramid Selling vs. Multi-Level Marketing, “get rich quick” and Ponzi schemes

ClickandBuy will not accept transactions which follow the Pyramid Selling model.
 
There could be confusion between an acceptable multi-level marketing scheme and a pyramid selling scheme. In such cases, clarification should be sought from ClickandBuy’s Compliance department.

6. Remote IT Support Services

As of August 2011, ClickandBuy will generally not accept merchants which provide remote IT support, (for example PC troubleshooting and problem diagnosis). Further clarification should be sought from ClickandBuy’s Compliance department.

7. Off-Shore Bank Account Services

ClickandBuy will not accept merchants who provide advice on setting up off-shore bank accounts.

8. Third Parties’ Rights

ClickandBuy will not process transactions which are related to goods or services, including images, which are offensive, abusive, defamatory, otherwise obscene or menacing, in breach of confidence, privacy or any other rights of third parties, or which will cause annoyance, inconvenience or needless anxiety.

9. Further Restrictions

Some transactions may be supported by ClickandBuy, however with specific restrictions. Examples of such transaction types are listed below, and clarification on acceptability can be obtained from the ClickandBuy Compliance department.

• Alcoholic Beverages and Tobacco
• Pharmacy – Nutriceuticals
• Stored Value Cards & Pre-Paid Debit Cards
• Adult Content
• Gambling (including Casinos, Lotteries & Skill Games)
• Foreign Currency Exchange
• Content Aggregators
• Dating Sites
• Virtual Currency
• Unregulated Insurance Firms

The contents of this policy are not exhaustive, and may be updated at any time in order to satisfy ClickandBuy’s own corporate risk management processes. Any uncertainty over accepting transactions via ClickandBuy should be clarified by contacting the ClickandBuy Compliance department via compliance(at)clickandbuy.com
 
Version 1.11 EN – 30.07.2012

1. PROVISION OF THE SERVICE

1.1 ClickandBuy will provide the Merchant with the Service on the terms of this Agreement from the Effective Date.

1.2 The following clauses of this Agreement shall only apply to Merchants that are individual consumers, charities or Micro Enterprises:

(a) Clause 9.5(b) and (c) (relating to liability); and

(b) Clause 9.6 through to and including Clause 9.9 (relating to liability)

1.3 If the Merchant is not an individual consumer, charity or Micro-Enterprise, the time-period referred to in Clause 9.5 shall be one month, not thirteen months.

1.4 ClickandBuy will provide the Service with the reasonable skill and care of a competent provider of such services.

1.5 Before the Service can be provided, the process detailed in the Technical Documentation must be followed to establish and test the system integration between ClickandBuy and the Merchant’s Website. An updated version of the Technical Documentation can be obtained at any time from the ClickandBuy portal.

1.6 ClickandBuy will use all reasonable endeavours to correct any repor-ted technical faults in the Service as soon as reasonably practicable. However, ClickandBuy does not give any guarantees as to performance of the Service or any undertakings that the Service will be free of faults.
 
1.7 Occasionally ClickandBuy may:

(a) for operational reasons, update the technical specification of the Service; or

(b) require the Merchant to follow instructions which it believes are necessary for reasons of security or quality, provided that an update or requirement that represents a change to the terms of this Agreement shall be communicated in accordance with Clause 14.

1.8 ClickandBuy may suspend the Service for operational reasons such as maintenance, or because of an emergency. ClickandBuy will restore the suspended Service as soon as reasonably practicable. The Merchant is responsible for taking back-ups of pricing and other data prior to any suspension or maintenance work and for restoring any such data lost as a result of such suspension or maintenance work.

1.9 The language of this Agreement is English and any notifications or information to be given in connection with the Agreement shall be provided in English. If a document is translated into another language both parties agree that this is done for their own benefit and if there are any discrepancies between the translated version and the English language version the text of the English language version shall prevail.

1.10 All End User Details are and shall remain the property of ClickandBuy and will not be disclosed to the Merchant except as necessary pursuant to Clause 2.12. However, the Merchant will be provided with anonymous data in accordance with the Data Protection Act 1998.

1.11 ClickandBuy will use reasonable endeavours to provide the Service by any date agreed with the Merchant but all dates are estimates.

1.12 At the Merchant's request during the continuation of this Agreement ClickandBuy shall provide to the Merchant a copy of this Agreement and certain supporting information about the Service that ClickandBuy is required under the Payment Services Regulations to make available to the Merchant .
 

2. COLLECTION OF OFFER CHARGES DUE TO MERCHANTS

2.1 ClickandBuy will issue the Merchant with a ClickandBuy Account upon the Merchant entering into this Agreement. The Merchant will be forwarded all Offer Charges collected from End Users in the currency of the Merchant’s ClickandBuy Account in accordance with the Payment Order set out in Clause 2.7 of this Agreement, as offset in accordance with Clause 2.6 against ClickandBuy’s Charges. Detailed information on every transaction made by End Users may at any time be obtained in the ClickandBuy Service Area.

2.2 Changes to existing Offers or the addition of new Offers must be managed by the Merchant in accordance with the process set out in the Technical Documentation.

2.3 The Merchant agrees to pay, without any set-off, restriction, condition, withholding or deduction, all Charges in accordance with this Agreement and as set out in Schedule 2 of this Agreement.

2.4 Once the Agreement has begun, ClickandBuy will invoice the Set-Up Fee in accordance with Schedule 2, and the Merchant will make payment within 14 days of the date of ClickandBuy’s invoice.

2.5 Offer Charges will, unless otherwise agreed, be payable in accordance with Clauses 2.6 and 2.7 below.

2.6 ClickandBuy will, in accordance with the Payment Order set out in Clause 2.7, disburse all sums due and will provide the Merchant with the following information relating to the previous Billing Period:

(a) the Offer Charges paid by the End User, as well as all sums successfully retrieved from the End User in accordance with Clause 2.12 below;

(b) the Charges payable to ClickandBuy;

(c) any applicable VAT and any other taxes or duties payable by ClickandBuy on behalf of the Merchant in relation to the Service;

(d) any irrecoverable or cancelled amounts in accordance with Clauses 2.9 and 2.11 below;

(e) the amount which ClickandBuy proposes to retain in accordance with Clauses 2.9, 2.10 and 5.4 below; and

(f) the amount which ClickandBuy will forward to the Merchant in accordance with Clause 2.7 below, namely the amount stated in accordance with Clause 2.6(a) above less those stated in accordance with Clause 2.6(b) to (e) inclusive.

2.7 The Merchant requests and consents to ClickandBuy paying on the Payment Date from the Merchant’s ClickandBuy Account to a bank account nominated by the Merchant the sums due to the Merchant as calculated in accordance with Clause 2.6 (f) above. This Payment Order will be deemed as having been received on the Payment Date. The Merchant will not otherwise have rights to make withdrawals from its ClickandBuy Account. In the event that the calculation set out above results in a balance in favour of ClickandBuy, the Merchant agrees that any such sum is due to ClickandBuy and that ClickandBuy may deduct such sum from the balance of the Merchant’s ClickandBuy Account. Where the balance of the Merchant’s ClickandBuy Account is insufficient to cover the amount due, ClickandBuy may debit the amount of the shortfall using the payment details set up in accordance with Clause 2.8 below.

2.8 The Merchant will complete a Direct Debit Instruction to allow ClickandBuy to debit Charges and other sums due under this Agreement. In case a Direct Debit Instruction can not be given the Merchant agrees to provide valid Credit Card details and hereby authorizes ClickandBuy to debit Charges and other sums due under this agreement from this alternate payment method.

2.9 ClickandBuy will be entitled to retain for up to twelve (12) Months beyond the relevant Payment Date, Offer Charges which have been attributed to the Merchant and billed to an End User, but for whatever reason were not paid by the End User or the Merchant Acquirer. ClickandBuy may subsequently recover from these retained Offer Charges any Offer Charge that ClickandBuy is unable to collect from an End User.

2.10 ClickandBuy will be entitled to retain an amount of the Offer Charges which are attributable to the Merchant in any one Billing Period, at the end of each relevant Billing Period, to cover any liability to End Users or other parties having a legitimate claim. Retentions made by ClickandBuy pursuant to this Clause 2.10 will be determined by individual risk assessment and kept for up to six (6) weeks or as otherwise defined in Schedule 2 and will be refunded to the Merchant upon expiry of the agreed period of time net of any outstanding liabilities to End Users or other parties, except where either party terminates the Agreement. In this case ClickandBuy will retain the sum calculated in accordance with Clause 13 to cover liability to End Users or other parties having a legitimate claim. The Merchant shall not be entitled to any interest on such retained amounts.

2.11 Subject to Clause 9, in the event that ClickandBuy identifies a transaction as being fraudulent or caused through unauthorised use of a ClickandBuy Account, or where the End User contacts ClickandBuy and rejects goods offered or services rendered by the Merchant for being insufficient, incorrect or defective, ClickandBuy may, following reasonable attempts to resolve any End User dispute with the Merchant, cancel the transaction and refrain from paying any connected Offer Charges to the Merchant and may refund the End User’s ClickandBuy account with the amount of the fraudulent, unauthorised or rejected transaction. In such cases, the Merchant acknowledges and accepts that no sums will be forwarded to it by ClickandBuy in respect of the disputed amount.

2.12 If ClickandBuy is not able to retrieve Offer Charges owed by an End User, despite taking reasonable steps to pursue these Offer Charges, ClickandBuy may terminate the contract with the relevant End User. The Merchant acknowledges and accepts that ClickandBuy may, at ClickandBuy's expense, instruct a third party collection entity in this regard. Alternatively, the Merchant may, upon request, collect the Offer Charges himself. In this case, ClickandBuy will provide the Merchant with details of the uncollected Offer Charges and the End Users contact details, and the Merchant will assume responsibility for pursuing the debt further. ClickandBuy will have no liability to the Merchant in respect of any such uncollected Offer Charge.

2.13 The Merchant Commission charged by ClickandBuy according to Schedule 2 of this Agreement shall be due in respect of all Offer Charges that are credited to the Merchant's ClickandBuy Account, whether or not monies can subsequently be retrieved from the End User, whether the End User disputes the amount, or whether the amount will be refunded to the End User.

2.14 Each transaction made by an End User using their ClickandBuy Account may be checked by the ClickandBuy Fraud Server. This may lead to other designated means of fraud protection or to rejection of the transaction. If the transaction is rejected, the Merchant may not receive the Offer Charges into its ClickandBuy Account, and will therefore not incur a ClickandBuy commission charge.

2.15 The Merchant shall not be entitled to interest on the balance of monies collected by ClickandBuy that is stored in the Merchant's ClickandBuy Account.
 

3. SECURITY

3.1 The Merchant is responsible for the security and proper use of its user names, passwords, and security check words and other details used in connection with the Service including any reasonable security precautions notified to it by ClickandBuy pursuant to Clause 1.7 (b), and must take all reasonable steps to ensure that they are implemented, kept confidential, used properly and not disclosed to unauthorised people or used in an unauthorised way. The Merchant will take all reaso-nable steps to keep access to, and the security features of, the Service safe and to prevent unauthorised use of the Service by any party.

3.2 The Merchant must notify ClickandBuy without any undue delay as soon as it is aware that there may have been unauthorised use of the Service or where any security feature has been breached or compromised. Such notification should be given by contacting the 24/7 Customer Care Team, who’s contact details can be found on the ClickandBuy Website at www.clickandbuy.com. Furthermore, the Merchant must promptly change its passwords and security check words if there is any reason to believe that a password or security check words have or are likely to become known to someone not authorised to use them or are being or are likely to be used in an unauthorised way.

3.3 Where the Merchant has provided notification to ClickandBuy under Clause 3.2 ClickandBuy will suspend the Service.

3.4 ClickandBuy reserves the right to immediately suspend the Service at any time if ClickandBuy on reasonable grounds:

(a) considers that there is or is likely to be a breach of security in relation to the Merchant’s use of the Service

(b) suspects unauthorised or fraudulent use of the Service; or

(c) rejects a transaction pursuant to Clause 2.14 (in which case ClickandBuy's right to suspend the Service shall only apply in respect of that transaction). Where ClickandBuy exercises its right under this Clause 3.4 to suspend the Service, ClickandBuy will inform the Merchant beforehand and give reasons for so acting. If ClickandBuy is unable to notify the Merchant beforehand, it will do so as soon as it can afterwards. In either case ClickandBuy shall not be required to provide a notification where to do so would in ClickandBuy’s opinion compromise reasonable security measures or be unlawful.

3.5 The Merchant must immediately inform ClickandBuy of any changes to the Merchant’s details which the Merchant supplied when registering for the Services.

3.6 The Merchant undertakes not to use or install any software supplied by ClickandBuy in connection with the Service on any public access computer.

3.7 The Merchant acknowledges that any unencrypted data made available to ClickandBuy, via email or other means of communication, may be obtained by unauthorized third persons, and that ClickandBuy is not able to prevent this by technical means. Therefore, ClickandBuy has no obligation to take any measures to ensure the security or protection of any unencrypted data provided by the Merchant to ClickandBuy, and it is the sole responsibility of the Merchant to take any such measures.
 

4. MERCHANT’S USE OF THE SERVICE

4.1 The Merchant warrants and undertakes to comply with and ensure all Offers comply with all applicable laws, rules and regulations (including Codes of Practice and such guidelines as may be issued by regulatory authorities) of whatever jurisdiction relating to its activities, Merchant Website and the Offers and all commercial activities conducted on or via the Merchant Website including (without limitation) taxation, foreign exchange, currency and customs requirements and all advertising, consumer protection, product liability, data protection and privacy laws, or any laws relating to the protection of children or young persons, and all laws relating to lotteries, gambling, betting, gaming or similar activities.

4.2 The Merchant is and shall remain responsible for the creation, maintenance, design and control of all Offers. The Merchant warrants that the Offers will be consistent with the description appearing on the Merchant Website and of satisfactory quality (and, where the Offer consists of services, supplied with reasonable skill and care and in accordance with good industry practice).

4.3 The Merchant will use all reasonable endeavours to ensure that the Offers are and remain available for use with the Service. The Merchant shall immediately notify ClickandBuy of any recognisable faults or malfunctions in relation to the Offers or the Merchant’s Website.

4.4 The Merchant shall not charge End Users any additional fee or charge for purchasing Offers using the ClickandBuy Service without first notifying ClickandBuy and providing details at least 10 Business Days in advance of implementing such a charge. The Merchant is under an obligation pursuant to the Payment Services Regulations to inform End Users if it proposes to charge an additional or differential fee where Offers are paid for using the ClickandBuy Service.

4.5 The Merchant shall ensure that neither the Offers nor the Merchant’s Website contain any viruses or other faults liable to interfere with the Service or any software provided by ClickandBuy in connection with the Service or to affect any other ClickandBuy customers or end users.

4.6 The Service must not be used:

(a) fraudulently or in connection with a criminal offence;

(b) in an unlawful manner or in contravention of any applicable legislation, licence agreements and/or the ClickandBuy Acceptance Policy clickandbuy.com/UK/en/about/acceptancepolicy.html;

(c) in any way that does not comply with any instructions given under Clause 1.7 (b);

(d) to advertise, promote, sell or offer for sale, send or provide unlawful or unsolicited advertising or promotional material; or

(e) to attempt to use the Service for tampering, ‘hacking’, modifying or otherwise corrupting the security or functionality of the Service, and the Merchant must ensure that this does not happen. ClickandBuy may at any time suspend the Service immediately on notice, if the Merchant uses the Service in a way that is not permitted under this Clause 4.6.

4.7 The Merchant must ensure that its registered legal name, postal address, electronic mail address and telephone number are included in clear and legible form on all Merchant Websites for the receipt of any enquiries or complaints that may arise in relation to the Merchant or any Offer, and the Merchant shall respond to any such enquiries or complaints in a professional, prompt, and diligent manner. ClickandBuy reserves the right to disclose to any person with an enquiry or complaint about an Offer the Merchant’s contact name, telephone number, address and electronic mail address if such person cannot locate these details on the Merchant Website and the Merchant must supply such details to ClickandBuy on acceptance of this Agreement and immediately inform ClickandBuy of any changes to these details.

4.8 The Merchant will use the ClickandBuy brand, the ClickandBuy logos and the logos of any applicable service, method or instrument in the manner described in the Technical Documentation as amended from time to time. An updated version of the Technical Documentation can be obtained at any time from the ClickandBuy Service Area.

4.9 The Merchant must ensure that the Offer Charges are accurate in all respects and are not misleading, and that the prices clearly specify all applicable taxes, duties and delivery charges (of whatever nature and for whatever jurisdiction).

4.10 The Service is provided solely for the Merchant’s own use and the Merchant must not resell or attempt to resell the Service (or any part or facility of it) to any third party.

4.11 The Merchant shall make clear to End Users that an agreement for Offers purchased through ClickandBuy's provision of the Service will be an agreement between the Merchant and the End User and the Merchant will make clear to the End User that ClickandBuy shall not be liable for any loss or damage arising out of such contract.

4.12 The Merchant shall ensure that neither an Offer nor the Merchant Website shall infringe any third party rights (including, but not limited to, defamation and all and any intellectual property rights). The Merchant shall indemnify ClickandBuy on demand against any loss suffered or incurred by ClickandBuy from time to time arising out of or in connection with any breach or purported breach of any provision of Clause 3 and this Clause 4.

4.13 When requested to do so by ClickandBuy, the Merchant must provide to ClickandBuy all information available to it regarding transactions, and parties to those transactions, as needed by ClickandBuy for the prevention or deterrence of crime, and to meet its legal obligations and risk management objectives in relation to money laundering, terrorist financing, fraud or any other undisclosed unlawful activities in connection with the Service. The Merchant should keep any such requests and any further action taken by ClickandBuy in respect of those requests, confidential. ClickandBuy may, where it considers appropriate pass on any information received from the Merchant to the relevant law enforcement agency.

4.14 In the event that the nature of the Merchant’s business activity changes significantly, then the Merchant will inform ClickandBuy promptly of the change.

5. PAYMENT TRANSACTIONS

5.1 The Merchant may only use their ClickandBuy Account to:

(a) receive Offer Charges from End Users;

(b) pay refunds, reimbursements or any other entitlements or sums due to End Users and relating to purchases made by them using the ClickandBuy Service; and

(c) initiate payment of sums due from the Merchant’s ClickandBuy account to the Merchant in accordance with Clause 2.7.

5.2 In order to enable ClickandBuy to process a payment on the Merchant’s order, the Merchant must give consent to the execution of a payment transaction for it to be authorised. The Merchant agrees that by submitting an electronic web services instruction from its own servers to ClickandBuy’s servers, or by uploading a bulk transaction CSV file and clicking the Send button, or by their clicking of the Credit, Charge or Cancel buttons at the time of the transaction when using the Transaction Manager web interface, it confirms that it consents for the payment transaction to be processed and for the relevant fees to be charged.

5.3 In requesting a Payment Order the Merchant must provide to ClickandBuy the Unique Identifier and any other details ClickandBuy asks the Merchant for such as the intended recipient’s name, so ClickandBuy can make the payment. ClickandBuy may rely on and act in accordance with a Unique Identifier provided to it by the Merchant and a Payment Order executed in accordance with a Unique Identifier is deemed to have been correctly executed in terms of making the payment to the payment account specified by the Unique Identifier. Notwithstanding that the Merchant may provide ClickandBuy with information additional to the Unique Identifier, ClickandBuy shall only be liable to execute Payment Orders in accordance with the Unique Identifier provided by the Merchant.

5.4 Should a Payment Order supplied by the Merchant relate to an End User who has not yet registered for a ClickandBuy account, the value of the Payment Order will be allocated within the Merchant’s ClickandBuy account for a period of time not exceeding 30 days. In this case, the Unique Identifier in respect of that End User will be the email address for that End User provided by the Merchant and the End User will receive an email from ClickandBuy inviting them to open a ClickandBuy account and providing instructions explaining how to proceed. If the End User does not follow the instructions and accept the transfer of funds from the Merchant within the time limit above, the allocation will be automatically cancelled, such funds will cease to be allocated to the End User and will be available again to the Merchant on their ClickandBuy account. In these circumstances the Payment Order from the Merchant in respect of that End User will not be treated as having been consented to or received until sufficient information is available to allow the funds to be transferred out of the Merchant’s ClickandBuy Account to the End User's ClickandBuy Account.
 

5.5 Deleted

5.6 For the purposes of this Agreement the point of receipt by ClickandBuy of a Payment Order from the Merchant is the time at which consent is provided as per Clause 2.7 or 5.2.

5.7 Subject to Clause 5.8, ClickandBuy will credit a Payment Order initiated by the Merchant as payer to the payee's payment services provider (which in respect of an End User will be ClickandBuy) within the next three Business Days following the day on which ClickandBuy receives the Payment Order from the Merchant. Where a Payment Order is initiated by or through the Merchant as payee, ClickandBuy will transmit the Payment Order to the payer's payment services provider within three Business Days. ClickandBuy shall in practice within the ClickandBuy system endeavour to credit the Offer Charges paid by End Users to the Merchant’s ClickandBuy Account and payments to be made from Merchant’s ClickandBuy Account to End User's ClickandBuy Accounts immediately following receipt of the relevant Payment Order from the Merchant or End User.

5.8 Where a Payment Order does not relate to a payment in relation to which the payment service provider of both the payer and payee are located within the EEA and the payment transaction is to be carried out in Euro or where an EEA State has not yet adopted the Euro the currency of that EEA State, ClickandBuy shall endeavour to transfer the relevant funds to the relevant payment service provider within the next three (3) Business Days of receiving the Payment Order, but can not guarantee that it will do so. In these same circumstances ClickandBuy will however, in respect of such a payment being transferred to ClickandBuy: (i) credit the funds to the Merchant's ClickandBuy Account on the same Business Day on which the funds are received by ClickandBuy; and (ii) ensure that the funds so credited are then available for use by the Merchant for the purposes set out in Clause 5.1.

5.9 The Merchant will not be able to revoke Payment Orders once received by ClickandBuy. Should a Merchant need to revoke a Payment Order that ClickandBuy has received, it can contact ClickandBuy and ClickandBuy will use reasonable efforts to stop the order, but cannot guarantee it will be able to do so and ClickandBuy will not be able to revoke an order which has been acted on. If a Merchant revokes the regular Payment Order set out in Clause 2.7 (which under the Payment Services Regulations it is entitled to do up until the end of the Business Day before the Payment Date) ClickandBuy shall be entitled to suspend or terminate the Service.

5.10 ClickandBuy may on request make available a currency conversion service to the Merchant enabling it to make Offers in different currencies. For each such converted Offer the multicurrency conversion fee set out in Schedule 2 shall apply. Where a Merchant requests a payment to be made to an End User that requires currency conversion, ClickandBuy will specify the amount to be collected from the Merchant's ClickandBuy Account, based on the currency exchange rate at the time of the transaction available from a reputable currency exchange rate service provider used by ClickandBuy. The total amount to be collected from the Merchant's ClickandBuy Account including the exchange rate and the multicurrency conversion fee will be displayed at the time of the transaction if the Merchant is online, otherwise details of the transaction will be made available immediately to the Merchant through their Clickandbuy Service Area.

5.11 ClickandBuy may refuse to execute an order from a Merchant to make a payment where the terms and conditions set out in this Agreement or the Technical Documentation governing the use of the Service have not been complied with, where it would be unlawful to execute the order, or where the Merchant has insufficient funds in their ClickandBuy account. Where ClickandBuy refuses to execute an order it will at the earliest opportunity notify the Merchant of that fact and where possible provide the reasons for the refusal and the procedure for rectifying any factual errors that led to the refusal. ClickandBuy may in accordance with Schedule 2 charge the Merchant for such notification where the refusal is reasonably justified. ClickandBuy shall not be required to provide such a notification where to do so would be unlawful.

5.12 Where the Merchant initiates a payment ClickandBuy will on request inform the Merchant of the maximum execution time, the Charges payable by the Merchant in respect of the payment and where applicable, a breakdown of the amount of such Charges.

5.13 ClickandBuy shall make available to the Merchant in the Merchant’s ClickandBuy Service Area on the ClickandBuy Website, information relating to the transactions (both credits and debits) occurring on the Merchant’s ClickandBuy Account immediately as they occur and shall in any event within three (3) Business Days of the end of each Billing Period make the following information available in the Merchant’s ClickandBuy Service Area:

(a) a reference enabling the Merchant to identify each payment transaction and, where appropriate, information relating to the End User;

(b) the amount of the payment transaction in the currency in which the Merchant’s ClickandBuy Account was debited or credited or in the currency used for the Payment Order;

(c) the amount of any Charges for the transactions and, where applicable, a breakdown of the amounts of such Charges;

(d) where applicable, the exchange rate used in a payment transaction and the amount of the payment transaction after that currency conversion; and

(e) the credit or debit value date (as appropriate) or the date of receipt of the Payment Order.
 

6. TRANSACTION ACCURACY AND TAXATION

6.1 The Merchant is solely responsible for the filing of appropriate returns and the payment of any and all taxes and duties of whatever nature levied or imposed by whatever jurisdiction in connection with the promotion, sale, licensing, supply or other exploitation of an Offer and shall indemnify ClickandBuy against liability for any such taxes and duties.
 
6.2 Neither ClickandBuy nor its licensees provides any advisory services to the Merchant regarding taxation and any customs or other import/export duties.

6.3 Any information that ClickandBuy provides to the Merchants or End Users in respect of tax or VAT shall merely represent the data that the Merchant has initially provided to ClickandBuy and does not remove the obligation from the Merchant to account correctly to Customs & Excise or other relevant bodies for the VAT or other applicable tax on the services the Merchant has supplied.

6.4 The Merchant must immediately inform ClickandBuy of any changes to the Merchant’s tax or VAT registration number or if the Merchant ceases to be registered for tax or VAT.
 

7. INTELLECTUAL PROPERTY RIGHTS

7.1 ClickandBuy authorises the Merchant and the Merchant agrees only to use the ClickandBuy Marks in accordance with the conditions set out in this Agreement for the sole purpose of using the Service.
 
7.2 Intellectual property rights in (1) any software or documentation supplied by ClickandBuy to the Merchant for or in connection with the Service, and (2) any custom graphic interfaces, design elements, graphics or other applications or content which ClickandBuy may provide and which are placed on or incorporated into the Merchant Website, remain the property of ClickandBuy or its licensors.
 
7.3 Where any software, documentation or other materials are provided to enable the Merchant to use the Service, ClickandBuy grants the Merchant a nonexclusive, non-transferable licence to use the software, documentation or other materials for that purpose only and in accordance with this Agreement.
 
7.4 The Merchant will not, without ClickandBuy's prior written consent, copy or (except as permitted by law) decompile or modify the software, nor copy the manuals or documentation.

7.5 The right to use the ClickandBuy Marks and any software, documentation or other materials supplied under this Agreement shall last only for the duration of this Agreement and may not be assigned or sub-licensed in full or in part.

7.6 The Merchant may make one copy of the software, documentation and other materials supplied under this Agreement for backup purposes.

7.7 The Merchant shall grant to ClickandBuy a non-exclusive, non-transferable (other than in accordance with Clause 15) licence, for the duration of the Agreement, to use the Merchant's trade mark and trade names (collectively, the ”Merchant Marks”) in the course of providing the Service with respect to Offers but only to the limited extent necessary to allow ClickandBuy to provide the Service in connection with such Offers.
 

8. CONFIDENTIALITY

8.1 The parties will keep in confidence the terms of this Agreement and any information (whether written or oral) of a confidential nature (including without limitation documents, software, drawings and manuals) obtained under this Agreement and will not disclose that information to any person (other than their employees or professional advisers, or in the case of ClickandBuy the employees of a ClickandBuy Group Company or their suppliers, who need to know the information) without the written consent of the other party. The parties shall make the necessary contractual arrangements that their employees, professional advisors and suppliers are also bound by this confidentiality agreement.

8.2 This Clause 8 will not apply to: 

(a) any information which has been published other than through a breach of this Agreement;

(b) information lawfully in the possession of the recipient before the disclosure under this Agreement took place;

(c) information obtained from a third party who is free to disclose it; and

(d) information which a party is requested to disclose and, if it did not, could be required by law to do so.

8.3 The restrictions in this Clause 8 will survive the termination or expiry of this Agreement for as long a period as permitted by applicable law.

9. LIABILITY

9.1 Each party accepts unlimited liability for death or personal injury resulting from its negligence and for fraud and the remainder of this Clause 9 does not restrict such liability.

9.2 Neither party is liable to the other either in contract, tort (including negligence) or otherwise for loss (whether direct or indirect) of profits or business, destruction of data loss of or anticipated savings, or for any indirect or consequential loss or damage.

9.3 Other than in the case of gross negligence, fraud or wilful default by ClickandBuy, or its employees, directors, officers, and agents, ClickandBuy shall not be liable for any loss suffered by the Merchant as a result of:

(a) fraud; or

(b) malfunction or damage to ClickandBuy’s system’s which causes the Service to be suspended.

9.4 Where the Unique Identifier provided by the Merchant is incorrect, ClickandBuy is not liable for the incorrect execution or non-execution of a resulting payment transaction, but ClickandBuy will take reasonable efforts to recover the funds involved in such a payment transaction. ClickandBuy may in accordance with Schedule 2 charge the Merchant for any such recovery.

9.5 Subject to Clauses 3.2, 5.2, 9.2, 9.4, and 9.6 through to 9.10 and provided the Merchant has notified ClickandBuy without undue delay, and in any event and subject to Clause 1.3 no later than 13 months after the relevant payment date, on becoming aware of any unauthorised or incorrectly executed payment transaction, ClickandBuy shall, in respect of any:

(a) unauthorised payments (being for the purposes of this Clause 9, payments from the Merchant's ClickandBuy that have been executed but not authorised by the Merchant), without undue delay refund to the Merchant the amount of the unauthorised payment and where applicable, restore the Merchant’s ClickandBuy Account to the state in which it would have been had the relevant payment transaction not taken place;

(b) incorrectly executed Payment Orders initiated by the Merchant as payer, without undue delay refund to the Merchant the amount of the incorrectly executed payment and, where applicable, restore the Merchant’s ClickandBuy Account to the state in which it would have been had the relevant payment transaction not taken place; and

(c) incorrectly executed Payment Orders initiated by the Merchant as payee, ClickandBuy shall be liable to the Merchant for the correct transmission of the order in accordance with these terms and will retransmit the Payment Order in question.

9.6 In the case of either Clause 9.5(b) or (c), ClickandBuy will at the Merchant’s request make immediate efforts to trace the payment and notify the Merchant of the outcome and will also be liable to the Merchant for any charges or interest that the Merchant has had to pay as a consequence of the incorrectly executed Payment Order. ClickandBuy shall not be liable pursuant to Clause 9.5(b) or (c) where it can prove (if the Merchant initiated the transaction as payer) that the End User or its payment service provider received the amount of the payment transaction or (if the Merchant initiated the transaction as payee) that it was not liable for the incorrect transmission.

9.7 Subject to Clauses 9.8 and 9.9, the Merchant where it is the payer is liable for up to a maximum of £50 (or Euro equivalent) for any losses incurred in respect of an unauthorised payment arising due to the use of lost or stolen password or security check words or due to the Merchant failing to keep the personalised security features of the Service safe.
 
9.8 Subject to Clause 9.9, the Merchant shall be liable for all losses incurred in respect of an unauthorised payment where the Merchant has acted fraudulently or has with intent or gross negligence failed to use the Service in accordance with the terms and conditions set out in this Agreement governing its use or failed to give a notification to ClickandBuy in accordance with Clause 3.2.

9.9 Except where the Merchant has acted fraudulently, where it is the payer under a Payment Order the Merchant is not liable for any losses incurred in respect of an unauthorised payment made by the Merchant: (a) arising after the Merchant has provided a notice in accordance with clause 9.5 (or ClickandBuy has failed to make available to the Merchant the means to give such a notice); or (b) where the payment has been made by the Merchant in connection with a distance contract other than an excepted contract (with ”distance contract” and ”excepted contract” have the meanings given in the Consumer Protection (Distance Selling) Regulations 2000)

9.10 Either party's liability to the other either in contract, tort (including negligence) or otherwise in relation to this Agreement is limited to 125% of the Commission, Support Charges and Other Charges payable by the Merchant in any Month in which the incident occurred for any one incident or series of related incidents, provided that this Clause 9.10 shall not in any way limit the Merchant's obligations under Clause 2 or ClickandBuy's obligations under Clause 9.5 or 9.6.

9.11 ClickandBuy shall not be liable for Offer related instructions received by ClickandBuy from the Merchant and made using valid and current User ID and Password data.

9.12 Each provision of this Agreement, excluding or limiting liability, operates separately. If any part is held by a court to be unreasonable or inapplicable, the other parts shall continue to apply.
 

10. MATTERS BEYOND THE PARTIES’ REASONABLE CONTROL

10.1 If either party is unable to perform any obligation under this Agreement, or its performance is detrimentally affected, because of an abnormal and unforeseeable circumstance beyond that party’s control the consequences of which would have been unavoidable despite all efforts to the contrary, that party will have no liability to the other party for that failure to perform. Such a circumstances could include lightning, flood, exceptionally severe weather, fire, explosion, war, civil disorder, industrial disputes (whether or not involving its employees), or acts of local or central Government or other competent authorities, or the quality or speed of the Internet connection. The delaying party shall promptly notify the other of the delay and the reasons for and likely duration of the delay.

10.2 In the event that ClickandBuy’s contract with a Merchant Acquirer is terminated or service under ClickandBuy’s contract with a Merchant Acquirer is suspended for any reason then ClickandBuy will have no liability to the Merchant for failure or limited supply of the Service to the extent interrupted by that terminated or suspended service.

10.3 ClickandBuy shall not be liable to the Merchant for any contravention of a requirement imposed on it under Part 6 of the Payment Services Regulations where the contravention is due to the obligations of ClickandBuy under other provisions of Community or national law.
 

11. TERMINATION BY NOTICE

11.1 The Merchant may terminate this Agreement on giving 1 months' written notice to ClickandBuy.

11.2 ClickandBuy may terminate this Agreement on giving at least 2 months' written notice to the Merchant.

11.3 ClickandBuy may terminate this Agreement immediately upon giving notice to the Merchant at any time if:

(a) ClickandBuy reasonably considers the Merchant is:

(i) acting fraudulently or illegally (in any jurisdiction); or

(ii) subject to, or it appears to ClickandBuy is likely to be subject to, an investigation by a regulator or authority into the activities of the Merchant in relation to any gambling, gaming, betting, lottery or other similar law in any jurisdiction; or

(b) ClickandBuy reasonably considers that it will be in breach of Community or national law, Court order if it continues this Agreement.

11.4 The Merchant shall endeavour where practicable to notify ClickandBuy of any proposed Change of Control at least 2 months in advance of the Change of Control being effective. Where the Merchant is not able to so notify ClickandBuy in accordance with this timing requirement, it shall nonetheless notify ClickandBuy as soon as it becomes aware of a Change of Control being proposed or effected. The notification obligations imposed on the Merchant in this Clause 11.4 shall be subject to any unavoidable obligations of confidentiality.

11.5 Where an investigation is commenced or appears to ClickandBuy to be likely to be commenced by a regulator or authority into the activities of the Merchant, ClickandBuy shall be entitled to provide any assistance and information it deems appropriate to any investigatory or official body in relation to such investigation or activities.

11.6 If notice is given to terminate this Agreement or the Service for any reason the Merchant must immediately pay all Charges due for the Service up to the expiry of the notice. Where any regular Charges have been paid in advance and the period or service in respect of which they have been paid will not, due to the termination of this Agreement, be completed, such Charges shall to that extent be reimbursed to the Merchant proportionately.

11.7 Termination does not avoid ClickandBuy's liability for Services already provided.
 

12. BREACHES OF THE AGREEMENT

12.1 Either party may at any time terminate this Agreement or the Service immediately on notice, if the other:

(a) commits a material breach of this Agreement, which is capable of remedy, and fails to remedy the breach within a reasonable time of a written notice to do so; or

(b) commits a material breach of this Agreement which cannot be remedied; or

(c) is repeatedly in breach of this Agreement.

12.2 ClickandBuy may at any time terminate this Agreement or the Service immediately on notice if the Merchant is the subject of a bankruptcy order, or becomes insolvent, or makes any arrangement or composition with or assignment for the benefit of their creditors, or goes into voluntary (otherwise than for reconstruction or amalgamation) or enters compulsory liquidation, or a receiver or administrator is appointed over their assets, or if the equivalent of any such events occurs under the laws of the jurisdiction in which the Merchant is located.

12.3 ClickandBuy shall have the right to serve notice to suspend this Agreement in the event that Chargeback levels exceed five per cent (5%) of overall Offer Charges in any Month. ClickandBuy can refuse to restore the Service until ClickandBuy receives what it considers to be an acceptable assurance or remedial action plan from the Merchant to the effect that Chargeback levels will be improved such that they do not exceed this level.

12.4 If the Merchant commits any breach of this Agreement, whether remediable or not, or if any of the events set out in Clause 12.2 shall occur in respect of the Merchant, ClickandBuy may suspend the Service without prejudice to its right to terminate this Agreement. ClickandBuy can refuse to restore the Service until ClickandBuy receives what it considers to be an acceptable assurance from the Merchant that there will be no further breach of this Agreement or (as the case may be) no further prohibited use.

12.5 On termination under this Clause 12.5 the Merchant shall pay to ClickandBuy all Charges that are due for the Service under this Agreement. Any outstanding sums due to the Merchant under this Agreement will be forwarded in accordance with the terms of this Agreement. Where any regular Charges have been paid in advance and the period or service in respect of which they have been paid will not, due to the termination of this Agreement, be completed, such Charges shall to that extent be reimbursed to the Merchant proportionately.

12.6 The Merchant will remain liable to pay all Charges that are due for the Service during any period in which the Merchant does not comply with this Agreement.

12.7 If either party delays in acting upon a breach of this Agreement that delay will not be regarded as a waiver of that breach. If either party waives a breach of this Agreement by the other party, that waiver is limited to that particular breach.
 

13. CONSEQUENCES OF TERMINATION

13.1 Upon termination or expiry of this Agreement for any reason:

(a) any hardware, software, documentation, information or other materials provided to the Merchant under this Agreement must be returned immediately to ClickandBuy, and the Merchant must stop using the Service and the ClickandBuy identity which includes ceasing to use the ClickandBuy Marks;

(b) those provisions relating to confidentiality and those provisions which by their content or nature are intended to survive, shall survive the expiry or termination of this Agreement; and

(c) to cover any potential liability to End Users or other parties having legitimate claims, ClickandBuy shall be entitled to retain an amount equivalent to fifty per cent (50%) of all sums due to the Merchant under Clause 2.7 of this Agreement for a period of six (6) Months following termination.
 

13.2 Following the end of the relevant retention period specified in Clause 13.1 (c) and in any case within five (5) working days of that period, ClickandBuy shall return to the Merchant any retained amounts which have not been used to cover liability to End Users or other parties having legitimate claims.
 

14. VARIATION OF TERMS AND CONDITIONS

14.1 ClickandBuy may amend this Agreement by providing the Merchant with at least 2 months notice of the proposed changes. The Merchant shall be deemed to have accepted the changes unless it notifies ClickandBuy to the contrary prior to the proposed effective date of the changes. The Merchant may before any notified changes become effective terminate this Agreement immediately and without charge by giving notice to ClickandBuy.

14.2 Any amendments to this Agreement proposed by the Merchant must be agreed to by the parties in writing.

15. TRANSFER OF RIGHTS AND OBLIGATIONS

15.1 Subject to Clauses 15.2 and 15.3, neither party may assign or transfer any of its rights or obligations under this Agreement without written consent of the other.

15.2 ClickandBuy may assign or transfer its rights or obligations (or both) to a ClickandBuy Group Company without consent.

15.3 ClickandBuy may engage a subcontractor to perform any part of the Service provided that ClickandBuy shall remain responsible to the Merchant for the performance of the Service.
 

16. NO AGENCY

16.1 ClickandBuy and the Merchant accept that they are independent contractors and that neither is acting as the agent of the other (and that ClickandBuy is not acting as agent for any End User). Neither party has any authority to bind or contract or negotiate on behalf of the other or to incur any debt or other obligation on behalf of the other or to create any liability against the other in any way or for any purpose.
 
16.2 The Merchant acknowledges and accepts that any contracts for the purchase or other acquisition of Offers appearing on the Merchant Website are strictly and solely between the Merchant and the End User.
 

17. NOTICES

17.1 Notices given under this Agreement must be in writing and delivered by hand, email, prepaid post or by fax as follows:
 

(a) to ClickandBuy: by utilising the address and contact details as specified on the imprint pages of the ClickandBuy Website at www.clickandbuy.com or any alternative address or contact details which ClickandBuy notifies to the Merchant at any time;
 

(b) to the Merchant: to the email and contact details which the Merchant has previously supplied to ClickandBuy for the sending of invoices or other communications or, if the Merchant is a limited company, its registered office.
 

18. PUBLICITY

Neither party will issue any promotional or advertising material or press release relating to the other, without first obtaining the other’s prior consent (in writing).

19. COUNTERPARTS

This Agreement may be executed in any number of counterparts by the parties each of which shall when executed and delivered constitute an original but all of which together constitute one and the same document.
 

20. ENTIRE AGREEMENT

20.1 This Agreement contains the whole agreement between the parties and supersedes all previous written or oral agreements relating to its subject matter.

20.2 The parties acknowledge and agree that:
 

(a) they have not been induced to enter into this Agreement by any representation, warranty or other assurances not expressly incorporated into it; and
 

(b) in connection with this Agreement, and except in the case of fraud, their only rights and remedies in relation to any representation, warranty or other assurance shall be for breach of the terms of this Agreement and that all other rights and remedies are excluded.

20.3 In the event that any provision of this Agreement is determined to be unlawful or otherwise unenforceable, such provision shall be deemed severed from this Agreement, but every other provision of this Agreement will remain in full force and effect.

20.4 In the circumstances of Clause 20.3 if any such provision is determined to be unlawful, there will be substituted a provision reflecting the original intent of the parties as closely as possible and to the extent permissible under applicable law. The parties shall negotiate promptly and in good faith to achieve this objective.

20.5 A person who is not a party to this contract has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this Agreement, but this does not affect any right or remedy of a third party which exists or is available apart from that Act.
 

21. LAW AND LEGAL DISPUTES

21.1 This Agreement is governed by the laws of England and Wales, and both parties irrevocably submit to the exclusive jurisdiction of the English courts.

21.2 If the Merchant is not satisfied with any aspect of the Service it may contact its nominated contact person at ClickandBuy or the support department at the telephone number or email address stated on the ClickandBuy Website at www.clickandbuy.com. A copy of ClickandBuy's complaints handling policy is available on request or can be found under the Company Information section of the ClickandBuy Website.

21.3 The Financial Ombudsman Service may apply to this Service for out of court dispute settlement where the Merchant is an eligible complainant under DISP 2.7R of the rules of the Financial Services Authority. Any claim or dispute arising out of, or in relation to, this contract or the provision of the service by ClickandBuy that cannot be resolved by contacting your contact person as stated in this agreement or notified to you from time to time, or the support department at the telephone number or email address stated on the ClickandBuy Website at www.clickandbuy.com, could be referred to the Financial Ombudsman Service or the Courts of England and Wales, Scotland or Northern Ireland, depending on where you are resident. Information regarding the Financial Ombudsman Service is available at http://www.financialombudsman.org.uk.

21.4 Electronic Money or Payment Services are not covered by the Financial Services Compensation Scheme or any other government compensation or insurance scheme and accordingly Merchants will have no rights to claim under such a scheme.
 

22. DEFINITIONS

22.1 In this Agreement, unless the context otherwise requires:

"Agreement" means these General Terms and Conditions and the Schedules.

"Billing Period" means the period of time agreed between the parties over which ClickandBuy will periodically calculate and distribute the Merchant’s Offer Charges in accordance with Clauses 2.6 & 2.7.

"Business Day" means Monday to Friday, 09:00 – 17:00 (UK local time), excluding public or bank holidays in the United Kingdom.

"Change of Control" means an event which has the effect that an undertaking which is not (a) the Ultimate Parent Undertaking of that party at the date that the Agreement has been signed, or (b) an undertaking which was immediately before such event a wholly owned subsidiary undertaking of that Ultimate Parent Undertaking, becomes the Ultimate Parent Undertaking of that party and, for this purpose, where the Ultimate Parent Undertaking consists of a partnership or group of individuals, the Ultimate Parent Undertaking shall not be treated as having changed unless a majority of the partners or a majority of the members of the group of individuals have changed.

"Chargeback" means where ClickandBuy is legally obliged to refund funds back to or does not receive funds from a card issuer, bank or any other payment service provider where the receipt of such funds had previously been authorised or expected, due to insufficient available funds, incorrect account details, End User disputes, fraud or for any other reason.

"Charges" means Commission, Set-up Fee, Support Charges and any Other Charges.

"ClickandBuy" means ClickandBuy International Limited, a company registered in England and Wales under number 5661160, whose registered and head office is located at 6-9 Cynthia Street, London N1 9JF, United Kingdom. ClickandBuy International Limited is authorised and regulated as an Electronic Money Institution by the Financial Services Authority (FSA) and is entered into the FSA register under register number 454127. The FSA register can be found at http://www.fsa.gov.uk/Pages/register/

"ClickandBuy Acceptance Policy" means a document describing ClickandBuy’s corporate policy and setting out for which offers and services the ClickandBuy Service may not be used. A current version may be obtained from www.clickandbuy.com/WW_en/about-us/acceptance-policy.html

"ClickandBuy Account" means an Electronic Money account held by an End User or a Merchant which is required as part of the Service.

"ClickandBuy Group Company" means a ClickandBuy subsidiary or holding company, or subsidiary of that holding company, as defined by Section 736 of the Companies Act 1985, as amended by the Companies Act 1989.

"ClickandBuy Marks" means the "ClickandBuy" logo, the Firstgate trade marks and the ”ClickandBuy” identity as more particularly set out in the ClickandBuy Brand Guidelines.

"ClickandBuy Service Area" means a personalised area on the ClickandBuy Internet Platform accessible for the Merchant at any time. The ClickandBuy Service Area contains, inter alia, updated information on transactions and the ClickandBuy system.
 
"ClickandBuy Website" means the ClickandBuy website at the URL notified by ClickandBuy from time to time.

"Commission" means the amount of Offer Charges which ClickandBuy retains as set out in Schedule 2.

"Effective Date" means the date on which the Merchant accepts these terms electronically by indicating its acceptance as required on the ClickandBuy website, or if manually the date recorded upon the order form.

"Electronic Money" means the investment, specified in article 74A of the Regulated Activities Order (Electronic money), which is monetary value, as represented by a claim on the issuer, which is:
 

a) Stored on an electronic device;
 

b) Issued on receipt of funds;
 

c) Accepted as consideration or a means of satisfying a debt by persons other than the issuer; and
 

d) The virtual currency which is stored in the ClickandBuy Account. For the Merchant, Electronic Money refers to Offer Charges collected by ClickandBuy and stored in the ClickandBuy Account. For an End User, Electronic Money refers to electronic value loaded to the ClickandBuy Account with a view to purchasing goods or services from Merchants.

"End User" means a person or entity who holds a ClickandBuy account or who is invited to open a ClickandBuy account for the purpose of purchasing Offers using the Service.

"End User Details" means the information about End Users which ClickandBuy collects and processes in connection with the Service.

"including" means including without limitation and does not limit any matter to which it refers.

"Merchant" means the person so named on this Agreement and anyone reasonably appearing to ClickandBuy to be acting with the Merchant’s authority or permission. "Merchant Acquirer" means that party that stands between ClickandBuy and a credit/debit card issuer.

"Merchant Website" means the World Wide Web site(s) on which the Offers are hosted.

"Micro-Enterprise" means any enterprise engaged in an economic activity, irrespective of its legal form, including self-employed persons and family businesses engaged in craft or other activities, and partnerships or associations regularly engaged in an economic activity, where, as at the Effective Date, that enterprise:

(a) employs fewer than 10 persons; and

(b) has an annual turnover and/or annual balance sheet total of less than 2 million Euros (or GBP Sterling equivalent), and for the purposes of these calculations the Merchant should take account of any 'linked' or 'partner' enterprises on the basis set out in the European Commission's SME Recommendation (2003)/361/EC).

"Month" means 00:00:00 (coordinated universal time) on the first day of a calendar month until 23:59:59 (coordinated universal time) on the last day of that calendar month.

"Offer" means all products, services and information including text, words, names, graphics, (including logos), software (including all software applications), video, audio or other offers appearing on the Merchant Website.

"Offer Charges" means the sums payable by the End User for the Offers, including VAT.

"Other Charges" means any other fees due to ClickandBuy in respect of the Service which are either set out in Schedule 2 or as may be agreed between the parties.

"Payment Date" means the Business Day agreed between ClickandBuy and the Merchant following the end of each Billing Period on which payment of the Offer Charges to the Merchant’s bank account will be initiated.

"Payment Order" means an instruction supplied to ClickandBuy by an End User or the Merchant for the placing, transferring or withdrawing of funds to or from a ClickandBuy Account.

"Payment Services Regulations" means the Financial Services and Markets Act 2000 (Payment Services Regulations) 2009, as amended from time to time. "Service" means the service known as "ClickandBuy", as more particularly set out in Schedule 1.

"Set-up Fee" means the amount set out in Schedule 2.

"Support Charges" means the support charges, if applicable, as set out in Schedule 2.

"Technical Documentation" means the documents provided by ClickandBuy to the Merchant. For the latest version of these documents please contact your commercial or technical contact at ClickandBuy. Alternatively an updated version of all Technical Documentation can be obtained from the ClickandBuy portal at any time.

"Ultimate Parent Undertaking" means, in relation to an undertaking, its parent undertaking or, if it has more than one parent undertaking, that one of its parent undertakings which does not itself have a parent undertaking.

"Unique Identifier" means the combination of numbers, letters or symbols used to identify an End User account on the ClickandBuy system or to identify an account with another bank or other financial institution (and includes an End User's email address in accordance with clause 5.4). An existing End User account on the ClickandBuy system will be commonly referred to by the unique Customer Reference Number issued by ClickandBuy. 

SCHEDULE 1 SERVICES

General Overview

ClickandBuy has developed an electronic facility which enables End Users to make purchases of Offers from participating Merchants online or with a mobile device without disclosing their financial details. Each End User and participating Merchant will be provided with a ClickandBuy Account. When an End User visits the website of a participating Merchant, the End User will have the option of purchasing the Offer using their ClickandBuy Account. If the End User chooses to do so, they will log in to their ClickandBuy Account via the Merchant Website to make the purchase. If a person who is not registered with the Service visits the Merchant Website of a participating Merchant, that person will be able to use a link from the Merchant Website to register as an End User.

The complete and current scope of functions constituting the Service provided by ClickandBuy can be viewed at any time on the ClickandBuy Website.

ClickandBuy will make available a core service which includes particular account features and account funding/withdrawal methods. However, ClickandBuy reserves the right to add or remove account features at any time in order to improve the quality of the overall service. Certain Value Added features may also be made available to Merchants. Where such features are identified, the Merchant may make use of the feature upon acceptance of revised terms of use.

Support Service and Reporting Malfunctions: ClickandBuy shall make available to the Merchant a hotline based on telephone, e-mail or fax. The opening times shall be posted on the ClickandBuy Website. Malfunctions can be reported around the clock to the contact email address for Merchants as published on the ClickandBuy website at www.clickandbuy.com.

Statistics: ClickandBuy shall make available to the Merchant statistical data in digital form, for instance the turnover effected by ClickandBuy. This data can be accessed on the Internet by means of a password.

Security: All server and system components of the ClickandBuy system are operated in a redundant computer network. The data configured by Merchants shall be securely stored using up-to-date technology. ClickandBuy shall generally perform scheduled maintenance at regular intervals on the ClickandBuy system at night. In the unlikely event of data loss the Merchant shall be responsible for setting up and pricing its offers afresh.

Conduct towards End Users: The Merchant shall make available its priced offers to End Users via the ClickandBuy system. Defects in the offers made available can be reported by the End User to the ClickandBuy call centre on the telephone number, fax number or email address posted on the ClickandBuy Website. ClickandBuy shall inform the Merchant of this and shall pass on the data necessary to follow up a complaint to the Merchant for the purpose of clarification. ClickandBuy may exclude the End User from using the service until the issue has been resolved.
Schedule 2

SET-UP FEE

Set-up Fee: € 19.95 excl. VAT
 
The Fee includes:

• Supply of the System
• Set-up of a ClickandBuy Merchant’s Account which enables the Merchant to set-up the billing module of their choice for processing transactions chosen, e.g. Shopping Cart, (automatically renewing) subscription.

COMMISSION FEE

The calculation of the Commission Fee is based on the total amount of Offer Charges and payments made by the Merchant (the Total Payment Volume) in a specific Billing Period. The commission fee applicable to the Merchant for payments made by End Users using ClickandBuy is:

2.9% of Total Payment Volume + € 0.35 per transaction

Commission accrues from each transaction made by End Users or Merchants of ClickandBuy. The Commission shall not be affected by any potential non-payment of bills by the End User or possible reimbursements by ClickandBuy to the End User for complaints, objections or exceptions by the End User directed towards the Merchant.

This commission fee does not apply to merchants from donation, dating, adult and online games industries.

Multicurrency enables the Merchant to make its Offer in different currencies.

‘End User Currency’ is the operational currency of the End User ClickandBuy Account.

‘Merchant Currency’ is the operational currency of the Merchant’s ClickandBuy Account, being the account from which ClickandBuy settles all Offer Charges in accordance with Clause 2.7.

‘Purchase Currency’ is the currency used to display the Merchant’s Offer Charges, which may be different from Merchant Currency. A Merchant may display its Offer Charges in multiple Purchase Currencies.

If the End User Currency differs from the Purchase Currency used, ClickandBuy automatically calculates the conversion and includes a currency conversion fee and will display to the End User the relevant payment amounts both in the Purchase Currency and the End User Currency and including any relevant conversion fee.

If the Purchase Currency used differs from the Merchant Currency, ClickandBuy automatically calculates the conversion and includes a currency conversion fee of 3% per conversion, and will display to the Merchant the relevant payment amounts both in the Purchase Currency and the Merchant Currency. This currency conversion will be processed in accordance with Clause 5.10.
 

BILLING PERIOD

The Billing Period over which ClickandBuy will calculate the Merchant’s Offer Charges in accordance with Clauses 2.6 & 2.7 shall be Monthly.
 

PAYMENT DATE

ClickandBuy will initiate payment of all due Offer Charges calculated during the Billing Period in accordance with Clauses 2.6 & 2.7 on the 29th calendar day following the Billing Period (21st calendar day for accounts denominated in GBP).
 

STANDING FEE

The Merchant will pay ClickandBuy a standing fee of € 19.95 per Billing Period, which will be deducted from the Merchant’s ClickandBuy account.
 

SECURITY DEPOSIT

A rolling security deposit will be held in the Merchant’s Clickandbuy Account and will be retained within the Merchant’s ClickandBuy Account for one (1) Billing Period.
 

OTHER EXPENSE-ORIENTED FEES

ClickandBuy shall charge a fixed € 6 processing fee for each End User Offer Charge that is (for whatever reason) cancelled or reversed. Where ClickandBuy has taken such reasonable measures as ClickandBuy regard as appropriate to retrieve Offer Charges from an End User and ClickandBuy have been unable to retrieve the Offer Charges, this will result in the deregistration of the End User for which the Merchant will be charged a fee of € 6 to cover in part the administrative costs incurred by ClickandBuy in performing its debt collection process.

In order to cover its service, support, registration and call centre costs, ClickandBuy shall charge the Merchant € 0.10 per annum for each of their purchasing End Users. This charge will be applied annually per transacting End User at the end of the next Billing Period following an End User’s first transaction with the Merchant.

ClickandBuy has the right to, but does not currently intend to charge for notifying the Merchant where ClickandBuy reasonably refuses a Payment Order under Clause 5.11 or recovers funds under Clause 9.4. Where ClickandBuy elects to apply these charges it will notify the Merchant of them in accordance with Clause 14.1.

All prices stated are net prices plus VAT at the current rate.

Version 2.0 EN EURO (16/11/09)

Summary

ClickandBuy publishes its Acceptance Policy in order to maintain compliance with applicable legislation as well as policies which may – if violated - affect our ability to supply a quality payment service to its customers.
 
ClickandBuy must not be used to send, receive, upload, download, use, re-use, offer or supply any offer or other message, information or material or to advertise, promote, sell or offer for sale any information, material or product which can be assigned to one of the categories below. Any transaction appearing on ClickandBuy which does appear to fall onto one of these categories may be reversed and any ClickandBuy account not adhering to this policy may be suspended or terminated to prevent further breach of our guidelines as per the Terms and Conditions of service.  

Some of the guidelines require detailed knowledge of laws in different countries. As ClickandBuy does not always have that detailed knowledge of all business sectors in all jurisdictions around the world, it is ultimately the account holder's responsibility to trade only where and when it is legal to do so. Any customer who is unsure of their legality, or disregards this guidance, is deemed to be in breach of these guidelines.

1. Illegal Adult Content or Services

ClickandBuy will not process transactions which are related to goods or services, including an image, which is partly offensive and lacks serious artistic value such as:

• Mutilation of a person or body parts
• Scenes depicting acts of bestiality, incest, rape, non-consensual sexual behaviour, or sexual exploitation of a minor (or a person who may appear to be a minor)
• Escort Services
• Or any material considered to be “extreme” or “violent” pornography as per Section 63 of the UK Criminal Justice and Immigration Act 2008

Or any other material that ClickandBuy, at its sole discretion, deems unacceptable for sale in connection with its brand.

2. Firearms, Weapons and Knives

ClickandBuy may not be used in the purchase or sale of any physical firearm. This includes all rifles, shotguns, and handguns, whether for use in sporting, as collectables, or curio and relic firearms, and regardless of their present working order.
 
Also, ClickandBuy may not be used to buy or sell ammunition or gunpowder. The term "ammunition" means ammunition or cartridge cases, primers, bullets, or propellant powder designed for use in any firearm.
ClickandBuy may also not be used in the purchase or sale of knives unless the website provides an age restriction clause and verify their customers’ date of birth in line with the Violent Crime Reduction Bill (2006) in the UK. The current age restriction is 18 years.

This guideline does not extend to advertisements for such items. Advertisements would be permitted to be charged for using ClickandBuy.

3. Illegal Drugs & Paraphernalia

ClickandBuy may not be used to fund, in any way, the purchase of illegal drugs, or materials, utilities or paraphernalia (equipment used to administer or produce drugs) which could be construed to be for the use of administering illegal drugs.
 
This guideline is designed to provide clarification regarding illegal drugs. It is accepted that some drugs are classified differently from country to country, and therefore may not be illegal. Queries relating to specific cases should be directed to the ClickandBuy Compliance department.

4. Unauthorized Copies (infringement of copyright)

ClickandBuy will not accept transactions which trade (or appear to trade) in unauthorized copies (pirated, duplicated, backup, etc.) of software programs, video games, music, movies, television programs, photographs or any other products which could be in breach of copyright law in any territory.

5. Pyramid Selling vs. Multi-Level Marketing, “get rich quick” and Ponzi schemes

ClickandBuy will not accept transactions which follow the Pyramid Selling model.
 
There could be confusion between an acceptable multi-level marketing scheme and a pyramid selling scheme. In such cases, clarification should be sought from ClickandBuy’s Compliance department.

6. Remote IT Support Services

As of August 2011, ClickandBuy will generally not accept merchants which provide remote IT support, (for example PC troubleshooting and problem diagnosis). Further clarification should be sought from ClickandBuy’s Compliance department.

7. Off-Shore Bank Account Services

ClickandBuy will not accept merchants who provide advice on setting up off-shore bank accounts.

8. Third Parties’ Rights

ClickandBuy will not process transactions which are related to goods or services, including images, which are offensive, abusive, defamatory, otherwise obscene or menacing, in breach of confidence, privacy or any other rights of third parties, or which will cause annoyance, inconvenience or needless anxiety.

9. Further Restrictions

Some transactions may be supported by ClickandBuy, however with specific restrictions. Examples of such transaction types are listed below, and clarification on acceptability can be obtained from the ClickandBuy Compliance department.

• Alcoholic Beverages and Tobacco
• Pharmacy – Nutriceuticals
• Stored Value Cards & Pre-Paid Debit Cards
• Adult Content
• Gambling (including Casinos, Lotteries & Skill Games)
• Foreign Currency Exchange
• Content Aggregators
• Dating Sites
• Virtual Currency
• Unregulated Insurance Firms

The contents of this policy are not exhaustive, and may be updated at any time in order to satisfy ClickandBuy’s own corporate risk management processes. Any uncertainty over accepting transactions via ClickandBuy should be clarified by contacting the ClickandBuy Compliance department via compliance(at)clickandbuy.com
 
Version 1.11 EN – 30.07.2012

Download - ClickandBuy Allgemeine Geschäftsbedingungen Direkt.Ident

1. Vertragspartner

Diese allgemeinen Geschäftsbedingungen regeln die Rechte und Pflichten des Vertragspartners (nachfolgend Vertragspartner oder Kunde genannt), der kein Verbraucher ist und der ClickandBuy International Limited, mit eingetragenem Hauptgeschäftssitz in: 6-9 Cynthia Street, London, N1 9JF, UK (im Folgenden ClickandBuy genannt).

2. Vertragsgegenstand

2.1 Der Vertragsgegenstand ergibt sich aus diesen Allgemeinen Geschäftsbedingungen (AGB) sowie aus den in der Leistungsbeschreibung und dem Auftragsformular getroffenen Regelungen. Diese regeln die Inanspruchnahme des Dienstes Direkt.Ident der ClickandBuy – bestehend aus den Modulen Altersverifikation Gesamtsystem, Altersverifikation Teilmodul Identifizierung und BankkontoCheck – durch den Kunden.

2.2 Abweichende Regelungen bedürfen der Schriftform. Die Übernahme einer Garantie für bestimmte Eigenschaften (Beschaffenheit) bedarf zu ihrer Wirksamkeit ebenfalls der schriftlichen Bestätigung durch ClickandBuy.

2.3 Allgemeine Geschäftsbedingungen des Kunden werden, auch wenn diese Angebotsaufforderungen, Bestellungen, Annahmeerklärungen usw. beigefügt sind und diesen nicht widersprochen wird, nicht Vertragsinhalt.

3. Zustandekommen des Vertrages

Vorbehaltlich einer gesonderten Regelung kommt der Vertrag mit Zugang der Auftragsbestätigung, spätestens mit Bereitstellung der Leistung durch ClickandBuy zustande.

4. Voraussetzung für die Nutzung

4.1 Der Kunde muss zur Anbindung an Direkt.Ident auf eigene Kosten eine Datenschnittstelle einrichten. Die Schnittstelle bedarf vor der Anbindung an das Wirksystem einer Überprüfung und Abnahme durch ClickandBuy oder ein von ihr beauftragtes Unternehmen. Die für die Transaktionen erforderlichen Kundendaten werden über diese Schnittstelle in das System Direkt.Ident übernommen.

4.2 ClickandBuy behält sich vor, zumutbare Änderungen der technischen Spezifikationen der Datenschnittstelle vorzunehmen, wenn diese aus Sicherheitsgründen oder aus Gründen des technischen Fortschrittes veranlasst sind. ClickandBuy wird den Kunden rechtzeitig, mindestens einen Monat vor den Änderungen, über diese Änderungen informieren. Der Kunde stellt eine rechtzeitige Anpassung seiner Datenschnittstelle auf eigene Kosten sicher.

5. Verbindung mit der DirektÜberweisung

Sämtliche Ident.Services können mit einer DirektÜberweisung gekoppelt werden. Hierzu ist ein separater Vertragsabschluß über den Dienst DirektÜberweisung notwendig.

6. Leistungen der ClickandBuy

Mit Direkt.Ident stellt die ClickandBuy dem Kunden im Rahmen der bestehenden technischen und betrieblichen Möglichkeiten verschiedene Services für die Identifizierung und Authentifikation (Ident.Services genannt) für seine Endkunden (im Folgenden auch Nutzer genannt) bereit. Diese Services haben das Ziel, den Online-Handel sicherer zu gestalten, Missbräuchen vorzubeugen, sowie jugendschutzrechtliche Vorgaben zu berücksichtigen.

6.1 Altersverifikation

6.1.1 Altersverifikation Gesamtsystem
Mit dem Service Altersverifikation Gesamtsystem stellt ClickandBuy dem Kunden ein Zugangssystem zur Verfügung, mit dem die Anforderungen gem. § 4 Abs.2 JMStV an eine Geschlossene Benutzergruppe (Identifizierung und Authentifizierung) umgesetzt werden. Das technische System ist von der Freiwilligen Selbstkontrolle für Multimedia-Diensteanbieter e.V. (FSM) positiv bewertet. Die Verifizierung des Endkunden erfolgt dabei mit Hilfe der Online-Banking PIN in Kombination mit einer Anfrage an die Schufa Holding AG (Schufa). Voraussetzung für die Nutzung der Altersverifikation ist, dass der Endkunde über ein deutsches onlinebankingfähiges Bankkonto verfügt sowie in Deutschland wohnhaft ist.

6.2 Altersverifikation: Teilmodul Identifizierung
Mit dem Altersverifikations-Teilmodul „Identifizierung“ stellt ClickandBuy lediglich das technische Verfahren für die Identifikation und eine einmalige Authentifizierung des Endkunden zur Verfügung (analog der unter 6.1.1 beschriebenen Leistung). Im Falle eines erneuten Zugriffs auf die Erwachsenenangebote des Anbieters, hat der Anbieter die Authentifizierung des Endkunden gem. § 4 Abs. 2 JMStV in eigener Verantwortung durch den Einsatz gesetzeskonformer technischer Maßnahmen, die den Vorgaben der Kommission der Landesmedienanstalten für Jugendmedienschutz (KJM) oder der Freiwilligen Selbstkontrolle für Multimedia-Diensteanbieter e.V. (FSM) entsprechen, sicherzustellen.

6.2.1 BankkontoCheck
Voraussetzung zur Nutzung des BankkontoChecks ist auf Endkundenseite ein deutsches oder österreichisches onlinebankingfähiges Bankkonto. Über den Service BankkontoCheck kann überprüft werden, ob ein vom Endkunden angegebenes Bankkonto tatsächlich existiert und dieser auch zugangsberechtigt ist.

7. Betrieb

Betriebszeit ist täglich von 0.00 bis 24.00 Uhr. Der Zugang zum System Direkt.Ident wird im Rahmen der technischen und betrieblichen Möglichkeiten mit einer mittleren Verfügbarkeit von 97 % p.a. bereitgestellt. Der Kunde muss damit rechnen, dass der Zugang zum System Direkt.Ident nicht jederzeit hergestellt werden kann. Wartungsarbeiten werden vorher angekündigt.

8. Pflichten und Obliegenheiten des Kunden

Der Kunde hat insbesondere folgende Pflichten:
(a) Es ist eine Einzugsermächtigung zu erteilen sowie für eine ausreichende Deckung des vereinbarten Abbuchungskontos zu sorgen. Für jede nicht eingelöste bzw. zurückgereichte Lastschrift hat der Kunde der ClickandBuy die ihr entstandenen Kosten in dem Umfang zu erstatten, wie er das Kosten auslösende Ereignis zu vertreten hat.

(b) Der Kunde wird das Logo Direkt.Ident gemäß Ziffer 11 in der von der ClickandBuy zur Verfügung gestellten Form verwenden und an deutlich sichtbarer Stelle seines Angebots im Internet anbringen.

(c) Der Kunde gestattet ClickandBuy, die Akzeptanz von Direkt.Ident für seine Produkte und Leistungen zu ihren Werbezwecken bekannt zu machen und dabei den Kunden namentlich zu nennen.

(d) Der Kunde ist verpflichtet, keine Dienstleistungen oder Waren mit rechts- oder sittenwidrigem Inhalt anzubieten und nicht auf Angebote mit solchem Inhalt hinzuweisen. Dazu zählen insbesondere Waren oder Inhalte, die im Sinne der §§ 130, 130a und 131 StGB der Volksverhetzung dienen, zu Straftaten anleiten oder Gewalt verherrlichen oder verharmlosen. Das gleiche gilt für sexuell anstößige Inhalte und insbesondere für Inhalte, die, im Sinne des § 184 StGB pornografisch sind oder in sonstiger Weise geeignet sind, Kinder oder Jugendliche sittlich schwer zu gefährden oder in ihrem Wohl zu beeinträchtigen, oder das
Ansehen der ClickandBuy schädigen können.

(e) Für den Fall, dass der Kunde Informationsangebote bereithält, die aufgrund geltenden Rechts nur an einen bestimmten Nutzerkreis verbreitet werden dürfen (z. B. nur an Personen ab 16 Jahren, ab 18 Jahren oder nur an inländische Nutzer), ist er verpflichtet, selbst und auf eigene Kosten alle erforderlichen Vorkehrungen für die Einhaltung der maßgeblichen Rechtspflichten zu treffen.

(f) Sollten ClickandBuy ernstzunehmende Hinweise auf einen Verstoß des Kunden gegen die Buchstaben d) oder e) vorliegen, wird ClickandBuy den Kunden unver züglich hierüber informieren. Sollte der Kunde die beanstandeten Dienstleistungen nicht unverzüglich aus seinem Angebot entfernen bzw. die Beschränkung des Angebots auf einen gesetzlich zulässigen Nutzerkreis sicherstellen, kann ClickandBuy die weitere Vertragserfüllung verweigern, jedenfalls solange, bis der Sachverhalt abschließend geprüft bzw. bis die fragliche Dienstleistung nicht mehr oder nur noch in gesetzlich zulässigem Umfang angeboten wird.

(g) Persönliche Zugangsdaten (wie Kennwort/Passwort, Anbieter-ID, Shop-ID) dürfen nicht an Dritte weitergegeben werden und sind vor dem Zugriff durch Dritte geschützt aufzubewahren.

(h) Der Kunde hat seine Daten täglich in geeigneter Form zu sichern, damit diese mit vertretbarem Aufwand wiederhergestellt werden können.

(i) Der Kunde ist für den vorschriftsmäßigen Umgang mit Daten, die er speichert oder auf sonstige Weise verarbeitet, insbesondere mit den Daten seiner Endkunden, selbst verantwortlich.

(j) Der Kunde ist insbesondere verantwortlich für die Einhaltung der datenschutzrechtlichen Bestimmungen, wenn er im Rahmen der Nutzung von Direkt.Ident personenbezogene Daten von Betroffenen, z.B. von Endkunden erhebt, verarbeitet (z.B. an ClickandBuy übermittelt oder erhält) oder nutzt. Dies gilt z.B. für das Einholen ggf. erforderlicher Einwilligungen von seinen Betroffenen. Der Kunde ist in diesem Zusammenhang vor allem verpflichtet, eine rechtswirksame Einwilligung der Endkunden zur Weitergabe ihrer Daten wie z. B. Namen oder Kontoverbindung an die mit der Identifizierungsleistung beauftragten oder unterbeauftragten Unternehmen (ClickandBuy; Deutsche Telekom AG; SCHUFA Holding AG) einzuholen, sofern eine solche Weitergabe vorgesehen ist. D.h. der Kunde hat seinen Online-Shop bzw. seine ggü. Endkunden verwendeten Geschäftsbedingungen entsprechend zu gestalten.

9. Besondere Pflichten und Obliegenheiten bei der Altersverifikation

Unter Berücksichtigung von Ziffer 8 d) im öffentlich zugänglichen Bereich, kann der Kunde bei Nutzung des Produktes Altersverifikation innerhalb einer geschlossenen Benutzergruppe Inhalte mit einer Altersfreigabe „Ab 18 Jahren“ anbieten. Er ist aber verpflichtet, die missbräuchliche Verwendung seiner Dienste durch Jugendliche unter 18 Jahre auch nach Eintritt durch das Altersverifikationstor durch geeignete Maßnahmen zu verhindern. Dazu gehört insbesondere die Verpflichtung der Setzung einer automatischen zeitlichen Begrenzung der Nutzungsmöglichkeiten bei Inaktivität der Nutzer des Kunden (sog. Session-Timeout) und der Ausschluss der Refferer-Funktion. ClickandBuy stellt nur den Vertragsgegenstand zur Verfügung, weitere auch strafrechtlich notwendige Maßnahmen, insbesondere bei Nutzung des Teilmoduls liegen in der alleinigen Verantwortlichkeit des Kunden (s.a. Ziffer 8 e). Hinsichtlich der rechtlichen Gegebenheiten wird insofern explizit auf die Internetseiten der KJM (www.kjm-online.de) und der FSM (www.fsm.de) verwiesen.

10. Nutzung durch Dritte

10.1 Dem Kunden ist es nicht gestattet, Direkt.Ident Dritten ohne vorherige Erlaubnis der ClickandBuy zum Gebrauch zu überlassen.

10.2 Der Kunde hat auch die Preise zu bezahlen, die durch befugte oder unbefugte Nutzung durch Dritte entstanden sind, wenn und soweit er diese Nutzung zu vertreten hat.

10.3 Der Kunde muss bei einer mit Einverständnis der ClickandBuy zugelassenen Nutzung von Direkt.Ident durch Dritte sicherstellen, dass diese ihrerseits sämtliche dem Kunden in diesem Vertrag auferlegten Pflichten und Obliegenheiten einhalten.

11. Nutzung des Logos Direkt.Ident

11.1 ClickandBuy stellt dem Kunden zum Hinweis auf die Akzeptanz Kennzeichnungsvarianten der ClickandBuy für Direkt.Ident (Logos) in dem an den Kunden ausgelieferten Format unentgeltlich zur Verfügung. Bei den Kennzeichnungsvarianten handelt es sich um den Button Direkt.Ident (im Folgenden „Logo“ genannt).

11.2 Der Kunde wird das Logo gemäß den hierfür geltenden Gestaltungsrichtlinien für Buttons und Labels in das jeweilige Bestellangebot einbinden.

11.3 ClickandBuy erteilt dem Kunden für die Laufzeit des Vertrages widerruflich und unentgeltlich die nicht ausschließliche, nicht unterlizenzierbare und nicht übertragbare Befugnis, die zur Verfügung gestellten Bezeichnungen und Logos der ClickandBuy im Rahmen des Vertragszwecks im Fremdumfeld zu nutzen, soweit diese Nutzung unter Beachtung der verbindlichen Gestaltungsrichtlinien erfolgt.

11.4 ClickandBuy behält sich vor, die Gestaltungsrichtlinien während der Laufzeit des Vertrages abzuändern. Jede Veränderung wird dem Kunden in Textform mitgeteilt. Gegenstände und/oder Druckwerke mit einem veralteten Logo dürfen während einer Übergangsfrist von höchstens drei Monaten weiter genutzt werden.

11.5 ClickandBuy übernimmt keine Gewähr dafür, dass die Benutzung der Bezeichnungen und Logos keine Rechte Dritter verletzt. ClickandBuy stellt jedoch den Kunden von allen Ansprüchen Dritter wegen der Benutzung der Bezeichnungen und Logos frei, sofern die Benutzung in Übereinstimmung mit den in Ziffer 10 getroffenen Regelungen erfolgt ist und der Kunde ClickandBuy unverzüglich nach Kenntnisnahme schriftlich von den Ansprüchen Dritter unterrichtet. Die Verteidigung der Marke erfolgt in diesem Fall alleine durch ClickandBuy und auf deren Kosten. Der Kunde wird ClickandBuy nach besten Kräften bei der Abwehr der gegen den Kunden geltend gemachten Ansprüche unterstützen, insbesondere die dafür erforderlichen Unterlagen zur Verfügung stellen und die erforderlichen Erklärungen abgeben.

11.6 Der Kunde stellt ClickandBuy von sämtlichen Ansprüchen Dritter frei, die aus einer Benutzung der Bezeichnungen und Logos entstehen, die gegen die in Ziffer 10 getroffenen Regelungen verstößt. Der Kunde stellt ClickandBuy von sämtlichen Ansprüchen Dritter aus Produkthaftung und aufgrund von Werbebehauptungen des Kunden frei, soweit diese auf die Benutzung der Bezeichnungen und Logos durch den Kunden zurückzuführen sind.

12. Steuer, Preise

12.1 Alle Steuern, Zölle, Abgaben und steuerlichen Belastungen, die im Zusammenhang mit dem Abschluss und der Umsetzung dieses Vertrages fällig sind, sind vom Vertragspartner zu tragen, insbesondere Einfuhrumsatz- und Mehrwertsteuern und unmittelbar damit vergleichbare Verbrauchssteuern. Dies gilt auch für Umsatzsteuern auf Vorbezüge, soweit ClickandBuy diese nicht erstattet bekommen kann.

12.2 Alle Preise sind Nettopreise und enthalten keine Einfuhrumsatz- oder Mehrwertsteuern oder unmittelbar damit vergleichbare Verbrauchssteuern. Anfallende Mehrwertsteuern oder ähnliche Verbrauchssteuern werden vom Vertragspartner getragen. Sollten derartige Steuern anfallen und zahlbar sein, stellt ClickandBuy diese dem Vertragspartner in Rechnung und befolgt die jeweils für den gesonderten Ausweis der Steuern in der Rechnung geltenden Steuergesetze. Soweit die Steuerpflicht für die vorgenannten Steuern kraft gesetzlicher Vorschrift auf den Vertragspartner als Empfänger der Dienstleitung übergeht, kann ClickandBuy diese Steuern in seiner Rechnung nicht berechnen und solche Steuern in seiner Rechnung auch nicht gesondert ausweisen.

12.3 Wenn eine Steuer oder Abgabe von einer nach diesem Vertrag zu leistenden Zahlung einzubehalten oder abzuziehen ist, insbesondere sogenannte Quellensteuern, erhöht der Vertragspartner die nach diesem Vertrag zu leistenden Zahlungen um einen Betrag, der gewährleistet, dass ClickandBuy nach diesem Einbehalt oder Abzug einen Betrag erhält, der den vereinbarten Preisen entspricht.

13. Zahlungsbedingungen

13.1 Die Entgelte für die Lieferungen/Dienstleistungen von ClickandBuy ergeben sich aus den bei Vertragsabschluss gültigen Preisen, die auf dem Auftragsformular, in den Rahmenvereinbarungen oder Preisverzeichnissen oder in individuellen Angeboten genannt sind. Die Entgelte werden dem Vertragspartner aufgrund der vom Vertragspartner zu erteilenden Lastschrifteinzugsermächtigung belastet. Nutzungsabhängige Entgelte für Transaktionen werden spätestens bis zum 10. des folgenden Monats für den abgelaufenen Monat, alle anderen Entgelte werden spätestens zum 10. des jeweiligen Monats berechnet und im Lastschrifteinzugstext erläutert. Bei unbegründeter Rücklastschrift von eingezogenen Entgelten ist ClickandBuy berechtigt, dem Vertragspartner eine Rücklastschriftgebühr in Höhe von EUR 5,00 zu berechnen.

13.2 Monatliche Preise sind, beginnend mit dem Tage der betriebsfähigen Bereitstellung, monatlich zu entrichten.

13.3 Sonstige Preise, insbesondere nutzungsabhängige Preise, sind nach Erbringung der Leistung zu zahlen.

13.4 Ein Aufrechnungsrecht steht dem Vertragspartner nur zu, soweit seine Gegenforderung rechtskräftig festgestellt oder unbestritten ist. Dem Vertragspartner steht die Geltendmachung eines Zurückbehaltungsrechtes nur wegen Gegenansprüchen aus diesem Vertragsverhältnis zu.

14. Beanstandungen

Beanstandungen gegen die Höhe der nutzungsabhängigen Preise der ClickandBuy sind umgehend nach Zugang der Rechnung an ClickandBuy zu richten. Beanstandungen müssen innerhalb von acht Wochen ab Rechnungszugang bei ClickandBuy eingegangen sein. Die Unterlassung rechtzeitiger Beanstandungen gilt als Genehmigung; ClickandBuy wird in den Rechnungen auf die Folgen einer unterlassenen rechtzeitigen Beanstandungen besonders hinweisen. Gesetzliche Ansprüche des Kunden bei Beanstandungen nach Fristablauf bleiben unberührt.

15. Abrechnung gegenüber dem Kunden

Die Abrechnung der Dienstleistungsentgelte erfolgt monatlich auf Transaktionsbasis gemäß Auftragserteilung.

16. Änderungen der Allgemeinen Geschäftsbedingungen (AGB), Leistungsbeschreibungen und Preise

Beabsichtigt ClickandBuy Änderungen der Allgemeinen Geschäftsbedingungen, der Leistungsbeschreibungen oder der Preise, so werden die Änderungen dem Kunden mindestens sechs Wochen vor ihrem Wirksamwerden schriftlich mitgeteilt. Bei Änderungen der Allgemeinen Geschäftsbedingungen, der Leistungsbeschreibung oder bei Preiserhöhungen steht dem Kunden ein Sonderkündigungsrecht zum Zeitpunkt des Wirksamwerdens der Änderungen zu. Erfolgt seitens des Kunden innerhalb von sechs Wochen nach Zugang der Änderungsmitteilung keine schriftliche Kündigung, werden die Änderungen zum Zeitpunkt des Wirksamwerdens Vertragsbestandteil. ClickandBuy wird den Kunden auf diese Folge in der Änderungsmitteilung ausdrücklich hinweisen.

17. Verzug

17.1 Für den Fall des Zahlungsverzugs des Vertragspartners ist ClickandBuy berechtigt, für jede Mahnung eine pauschale Mahngebühr in Höhe von jeweils EUR 5,00 zu erheben. Bei Zahlungsverzug in nicht unerheblicher Höhe ist ClickandBuy berechtigt, den Zugang zum System DirektÜberweisung auf Kosten des Vertragspartners zu sperren. Der Vertragspartner bleibt in diesem Fall verpflichtet, die monatlichen Preise zu zahlen.

17.2 Kommt der Vertragspartner
(a) für zwei aufeinander folgende Monate mit der Bezahlung der Preise bzw. eines nicht unerheblichen Teils der Preise oder

(b) in einem Zeitraum, der sich über mehr als zwei Monate erstreckt, mit der Bezahlung der Preise in Höhe eines Betrages, der den monatlichen Grundpreis für zwei Monate erreicht, in Verzug, so kann ClickandBuy das Vertragsverhältnis ohne Einhaltung einer Frist kündigen und einen sofort in einer Summe fälligen pauschalierten Schadensersatz in Höhe der Hälfte der bis zum Ablauf der regulären Vertragszeit zu zahlenden restlichen monatlichen Preise verlangen.

17.3 Der Schadensbetrag ist höher anzusetzen, wenn die ClickandBuy einen höheren Schaden nachweist. Er ist niedriger anzusetzen bzw. entfällt, wenn der Vertragspartner nachweist, dass ein wesentlich geringerer oder überhaupt kein Schaden eingetreten ist.

17.4 Die Geltendmachung weiterer Ansprüche wegen Zahlungsverzuges bleibt der ClickandBuy vorbehalten.

18. Service

ClickandBuy bietet dem Vertragspartner unter dem Punkt „Kontakt“ auf der Website www.clickandbuy.com E-Mailsupport bezüglich des Produktes Direkt.Ident an.

19. Gewährleistungsausschluss

ClickandBuy schließt jegliche Haftung gegenüber dem Kunden oder Dritten im Falle von fehlerhaften Angaben beteiligter Banken, oder der Schufa aus.

20. Haftung

20.1 Bei Vorsatz oder grober Fahrlässigkeit sowie bei Fehlen einer garantierten Eigenschaft haftet die ClickandBuy unbeschränkt.

20.2 Bei leichter Fahrlässigkeit haftet ClickandBuy im Falle der Verletzung des Lebens, des Körpers und der Gesundheit unbeschränkt. Im Übrigen haftet ClickandBuy bei leichter Fahrlässigkeit nur, sofern eine Pflicht verletzt wird, deren Erfüllung die ordnungsgemäße Durchführung des Vertrages überhaupt erst ermöglicht, deren Verletzung die Erreichung des Vertragszweckes gefährdet und auf deren Einhaltung der Vertragspartner regelmäßig vertrauen kann (Kardinalpflicht). Bei Verletzung einer Kardinalpflicht ist die Haftung auf den vertragstypischen vorhersehbaren Schaden begrenzt. Dies gilt auch für entgangenen Gewinn und ausgebliebene Einsparungen. Die Haftung für sonstige Mangelfolgeschäden ist ausgeschlossen.

20.3 Die verschuldensunabhängige Haftung der ClickandBuy auf Schadensersatz für bei Vertragsschluss vorhandene Mängel ist ausgeschlossen. Ziffer 20.1 und Ziffer 20.2 bleiben unberührt.

20.4 Für den Verlust von Daten haftet ClickandBuy bei leichter Fahrlässigkeit unter den Voraussetzungen und im Umfang von Ziffer 20.2 nur, wenn der Vertragspartner täglich eine Datensicherung durchgeführt hat.

20.5 Die Haftung für alle übrigen Schäden ist ausgeschlossen, wobei die Haftung nach dem Produkthaftungsgesetz unberührt bleibt.

21. Vertragslaufzeit und Kündigung

21.1 Die Mindestvertragslaufzeit für Direkt.Ident beträgt 12 Monate und beginnt zum Zeitpunkt der Bereitstellung. Das Vertragsverhältnis ist für beide Vertragspartner mit einer Frist von einem Monat frühestens zum Ablauf der Mindestvertragslaufzeit schriftlich kündbar. Soweit keine Kündigung erfolgt, verlängert sich die Vertragslaufzeit jeweils um 12 Monate, wenn nicht spätestens einen Monat vor ihrem Ablauf schriftlich gekündigt wird.

21.2 Das Recht, aus wichtigem Grund fristlos zu kündigen, bleibt unberührt. Ein wichtiger Grund ist für ClickandBuy insbesondere in folgenden Fällen gegeben:

• Wenn die Fortführung dieses Systems auf Grund aufsichtsrechtlicher Maßnahmen oder durch eine gerichtliche Entscheidung untersagt wird.
• Wenn der Kunde die ihm nach diesen Allgemeinen Geschäftsbedingungen obliegenden Pflichten erheblich verletzt, insbesondere wenn der Kunde gegen Ziffer 8 d) verstößt.

21.3 Wird das Vertragsverhältnis vor Ablauf der mit dem Kunden vereinbarten Mindestvertragslaufzeit aus Gründen beendet, die ClickandBuy nicht zu vertreten hat, ist der Kunde verpflichtet, ClickandBuy einen in einer Summe fälligen pauschalierten Schadensersatz in Höhe der Hälfte der bis zum Ablauf der vereinbarten Mindestvertragslaufzeit zu zahlenden restlichen monatlichen Preise zu entrichten. Der Schadensbetrag ist höher anzusetzen, wenn ClickandBuy einen höheren Schaden nachweist. Er ist niedriger anzusetzen bzw. entfällt, wenn der Kunde nachweist, dass ein wesentlich geringerer oder überhaupt kein Schaden eingetreten ist.

22. Sonstige Bestimmungen

22.1 ClickandBuy ist berechtigt, die Leistungen durch Dritte als Subunternehmer zu erbringen. Die ClickandBuy haftet für die Leistungserbringung von Subunternehmern wie für eigenes Handeln.

22.2 Gerichtsstand für alle Streitigkeiten aus oder im Zusammenhang mit diesem Vertrag ist Köln.

22.3 Der Vertragspartner kann die Rechte und Pflichten aus diesem Vertrag nur nach vorheriger schriftlicher Zustimmung der ClickandBuy auf einen Dritten übertragen.

22.4 Für die vertraglichen Beziehungen der Vertragspartner gilt deutsches Recht.