1.1.For the contractual relationship with PayDot OÜ, registered in the Commercial Register of Estonia under register number 17417069, Marati tänav 5/2, 11712, Tallinn, Estonia, info@paydot.co ("PayDot"), these General Terms & Conditions ("T&C") shall exclusively apply. They are binding for all current and future business transactions with PayDot, even if they are not expressly referred to.
1.2.These T&Cs apply to and are binding for all customers of PayDot ("Client"). The Client confirms that he is operating a business and is not a consumer within the meaning of European consumer protection regulations. The Client acknowledges and agrees that PayDot's services are intended exclusively for companies (B2B).
1.3.General terms and conditions of the Client, in particular general terms and conditions of purchase, do not apply, even if PayDot does not expressly contradict them. Such conditions only apply if the parties have reached a diverging written agreement in the individual case.
1.4.PayDot reserves the right to make changes to this T&C, for example to implement legal requirements or functional changes in PayDot's range of services. The current T&Cs are available at https://paydot.eu/termsandconditions . PayDot will notify the Client of any changes to T&C in a timely manner. The Client agrees that PayDot may send the amended T&C by e-mail. If the Client does not object to the application of the new T&C within six weeks of notification, the amended T&C shall be deemed to have been accepted by the Client.
2.1.PayDot operates a web-application on the website https://paydot.eu/ that enables customers of the Client to instruct their account-holding bank to pay to the Client without making use of a debit or credit card, in each case in accordance with this T&C and the Terms of Use for the Web-App ("Web-App"). For this purpose, after conclusion of the contract by and between PayDot and the Client, PayDot provides the Client electronically with means to enter the Web-App, such as a QR code, an NFC chip, or a phone number. The Client can display one or more of such methods on his business premises and offer his customers a payment method that is independent of a debit or credit card.
2.2.By the means of accessing the Web-App mentioned in section 2.1, customers are directed to the PayDot Web-App. In the input mask, customers may enter the amount and the reason for payment to the Client. After confirming the entered data (through the button "confirm payment"), the Client's customers are asked to select their account-holding bank in order to process the payment in the name and on behalf of the customer. A further confirmation (through the "continue to bank") redirects customers to the website or application of the selected bank to complete the payment to the Client. The customer confirms payment on the selected bank's website or application.
2.3.Paydot uses payment initiation services provided by Plaid B.V., registered in the Netherlands with the Dutch Chamber of Commerce under number 74716603, Muiderstraat 1, 1011 PZ, Amsterdam, Netherlands, in order to initiate transactions and be notified of transaction results. The customer's bank will confirm the payment to the Client when the transaction has been successfully completed. Plaid B.V. notifies PayDot of the transaction results. These results can be viewed by the Client in PayDot's Client portal.
2.4.PayDot is neither a credit institution within the meaning of the European banking regulations nor a payment service provider within the meaning of the Payment Services Directive (EU) 2015/2366 of the European Parliament and of the Council of 25 November 2015 and any national implementing laws of this Directive. PayDot is not authorized to carry out banking or payment services and does neither offer nor process such services. Accordingly, PayDot does not accept payments by customers on behalf of the Client nor does PayDot make or transfer any payment to the Client.
2.5.The debtors of the banking and/or payment service are solely the customer's credit institution and/or the payment service provider in their own name and on their own account, which may provide their services on the basis of their own general terms and conditions. PayDot does not owe such banking and/or payment services and is not liable for any defective provision of such services by the instructed credit institution and/or the payment service provider used. PayDot's service is strictly limited to providing the Client with an interface via the Web-App, which connects customers to their account-holding bank to instruct payment to the Client.
2.6.Any contract on which the customer's payment to the Client shall be based only exists between the customer and the Client. PayDot shall not be a contractual partner of the Client or the customer with regard to the underlying contract giving rise to the intended payment. The related payment, or any other consideration of the customer under their contract with the Client, is owed exclusively by the customer and not by PayDot.
2.7.PayDot reserves the right to change the range of functions of the Web-App and its general design or to offer different services, provided that this is not unreasonable for the Client in the individual case.
3.1.Unless expressly otherwise agreed in writing, all prices shall be based on a license fee. The license fee agreed upon with the Client shall be pre-paid via a PayDot payment link provided by PayDot.
3.2.All prices quoted are in Euros including VAT, unless otherwise stated.
3.3.Unless expressly otherwise agreed in writing, the Client also authorizes PayDot to debit the agreed license fee from the Client's means of payment.
3.4.In the event that the Client defaults on payment, 8% interest on arrears p.a. will be agreed. A lump sum of EUR 30.00 will be charged for each reminder.
4.1.Unless expressly agreed otherwise in writing, the contract between PayDot and the Client shall be concluded for an indefinite period.
4.2.The contractual relationship between PayDot and the Client can be terminated by either party with notice of two months to the end of the month. The right to terminate the contractual relationship for cause remains unaffected.
5.1.PayDot is solely responsible for ensuring that the technical process by which the customer is redirected to his account-holding bank via means of accessing the Web-App (as referred to under 2.1) runs as smoothly as possible. In addition, PayDot is responsible for the technical maintenance and content design of the Web-App.
5.2.Beyond PayDot's responsibility set forth in section 5.1, PayDot shall not assume any liability or warranty. In particular, PayDot assumes no liability for any particular characteristic, quality, usability or freedom from defects of the services offered or provided by the payment service provider and/or the bank instructed to pay. PayDot shall not be liable for any breaches of duty, poor performance or non-performance by the payment service provider and/or the instructed bank in the provision of their services, in particular not for poor or non-fulfilment of the payment instruction and/or for the processing of the payment to the Client.
5.3.PayDot is not liable for damage caused by slight negligence, except for personal injury. In addition, liability for pure financial losses, loss of profit, damage to third parties, indirect damages and any other forms of consequential damages is excluded.
5.4.In the event of damage, the Client must prove PayDot's fault. The reversal of the burden of proof pursuant to section 1298 of the Austrian Civil Code (ABGB) is excluded.
5.5.Claims for damages against PayDot or PayDot employees expire after one year from the date of knowledge of the damage and the person causing the damage.
5.6.PayDot provides its services on an "as is" and "when available" basis. PayDot does not warrant that the Web-App will be secure or uninterrupted, timely, accurate, or error-free.
5.7.The Client acknowledges and agrees that the services and applications accessible via the internet are subject to typical default risks that are beyond PayDot's control. In this respect, PayDot does not assume any liability for the uninterrupted functionality and accessibility of the Web-App. In particular, maintenance work, compelling security reasons and events beyond PayDot's control (e.g. disruptions to public communication networks and the internet, power outages or similar events) may lead to disruptions, temporary suspension of accessibility or restrictions on the functions of the Web-App. PayDot is not liable if the Web-App is partially or completely unavailable due to technical circumstances. Under certain circumstances, data loss may occur. PayDot does not assume any liability for the availability of the Web-App or the absence of technical malfunctions or data loss.
6.1.PayDot undertakes to comply with the relevant data protection regulations in the applicable version and to impose compliance with these provisions on its employees as well as to take and maintain the necessary technical and organizational measures to ensure data protection. The Client ensures the security measures provided for in the relevant data protection regulations as amended from time to time.
6.2.PayDot processes the data of its Clients (contact persons, contact details, companies, contractual conditions) for the fulfilment of the respective contract. This data will be processed for the term of the contract and thereafter for the retention period under tax law. Details of the data processing can be found in PayDot's privacy policy in the applicable version, available at https://paydot.eu/privacy.
6.3.The Client hereby irrevocably undertakes to maintain secrecy about all trade and business secrets made available to him by PayDot, made available to him or otherwise known in connection with or due to a business relationship or contact with PayDot and not to make them accessible to third parties in any way whatsoever without PayDot's consent.
7.1.All legal relationships between PayDot and the Client shall be governed exclusively by the laws of the Republic of Austria without giving effect to private international law and the UN Convention on Contracts for the International Sale of Goods.
7.2.The exclusive place of jurisdiction for all disputes arising from or in connection with this contract is the court with jurisdiction in Vienna. The place of performance for the obligations arising from this contract is Vienna. However, PayDot is also entitled to file a lawsuit at the Client's registered office.
7.3.The Client may not transfer or assign this agreement, in whole or in part, to any third party without the written consent of PayDot.
7.4.Unless expressly agreed otherwise, sending an e-mail is sufficient to meet the written form requirement.
7.5.The Client acknowledges that PayDot also sends contract-relevant information to the Client by e-mail. The Client is obliged to notify PayDot immediately of any changes to its contact information, in particular its contact e-mail address. PayDot shall not be liable for any damages or disadvantages arising from the Client's breach of this duty to provide information to PayDot.
7.6.The customer may only offset claims against claims of PayDot if the claims are legally related to the claims, have been acknowledged or have been established by a court.
7.7.Should individual provisions of this T&C be or become invalid or unenforceable in whole or in part, this shall not affect the validity of the remaining provisions and the contracts concluded on their basis. The invalid provision is to be replaced by a valid one that comes closest to its meaning and purpose.
7.8.Changes or additions to this contract must be made in writing. This also applies to a deviation from the written form requirement.