Terms and conditions

Article 1 - definitions

In these general terms and conditions, the following definitions apply:

1. Automated Payments: Automated Payments B.V., located in Amsterdam at Gerard Doustraat 25 A1, registered in the Trade Register under number 98684213.
2. Service: the software application offered by Automated Payments that enables automatic synchronization between external payment systems and e-commerce platforms, where transaction data is automatically processed and recorded.
3. Customer: the natural person or legal entity that enters into an agreement with Automated Payments for the use of the Service.
4. Agreement: the agreement between Automated Payments and the Customer for the use of the Service.
5. Payment Service Provider (PSP): the external payment service provider contracted by the Customer for processing payments.
6. E-commerce Platform: the sales platform used by the Customer in which the Service is integrated.
7. Transaction Data: information regarding payments, including transaction IDs, amounts, and timestamps.

Article 2 - applicability

1. These general terms and conditions apply to all offers, agreements, and deliveries of services by Automated Payments.
2. Deviations from these general terms and conditions are only valid if expressly agreed in writing.
3. The applicability of general terms and conditions of the Customer is expressly excluded.
4. If one or more provisions in these general terms and conditions are void or annulled, the remaining provisions remain fully applicable.

Article 3 - the service

1. Automated Payments offers a software application that enables automatic synchronization between the Customer's PSP and the E-commerce Platform, processes and records transaction data in real-time, and reduces administrative burden by replacing manual registration with automatic processing.
2. The Service exclusively processes Transaction Data and has no access to or influence on actual money flows, personal data of end customers, or the operation of the PSP or E-commerce Platform.
3. Automated Payments currently supports Mollie as PSP, with possible expansion to other providers in the future.

Article 4 - formation and duration of the agreement

1. The Agreement is formed at the moment the Customer agrees to these terms and conditions and Automated Payments has completed the installation and configuration of the Service.
2. The Agreement is entered into for an indefinite period.
3. Both parties may terminate the Agreement at any time with a notice period of one calendar month.
4. Termination must be made in writing or by email.

Article 5 - installation and support

1. Automated Payments handles the installation and initial configuration of the Service.
2. Automated Payments provides technical support via email, chat, phone, and WhatsApp.
3. Response time for support requests is a maximum of one hour during business hours (Monday through Friday, 9:00 AM - 5:00 PM CET).
4. Automated Payments provides documentation and manuals for the use of the Service.

Article 6 - prices and payment

1. The Customer owes a fee per transaction for the use of the Service.
2. The fee is automatically settled through the PSP and added to the transaction costs.
3. Automated Payments does not send separate invoices to the Customer.
4. Price changes are announced at least one month in advance.
5. In case of price changes, the Customer has the right to terminate the Agreement effective on the date the price change takes effect.

Article 7 - customer obligations

1. The Customer is responsible for the proper functioning of their own systems and internet connection, compliance with the terms of the PSP and E-commerce Platform, and providing correct and complete information during installation.
2. The Customer indemnifies Automated Payments against all claims from third parties arising from the Customer's use of the Service.
3. The Customer is responsible for the lawful use of the Service in accordance with all applicable laws and regulations.

Article 8 - availability and maintenance

1. Automated Payments strives for a Service availability of at least 99.5% on an annual basis.
2. Automated Payments has the right to temporarily take the Service out of operation for maintenance, updates, or upgrades.
3. Scheduled maintenance is announced at least 48 hours in advance via email.
4. During Service interruptions, the Customer can fall back on manual processing of transactions.

Article 9 - data processing and privacy

1. Automated Payments only processes Transaction Data that is necessary for the operation of the Service.
2. All data is stored on servers within the European Union.
3. Automated Payments takes appropriate technical and organizational measures to secure the data.
4. Upon termination of the Agreement, all Customer data will be deleted.
5. For the processing of personal data, Automated Payments refers to its separate privacy statement.

Article 10 - intellectual property

1. All intellectual property rights to the Service belong to Automated Payments.
2. The Customer only obtains a non-exclusive right to use the Service for the duration of the Agreement.
3. The Customer is not permitted to copy, modify, reverse engineer, or otherwise modify the Service.

Article 11 - liability

1. Automated Payments is not liable for damage caused by disruptions or changes in the systems of the PSP or E-commerce Platform, incorrect use of the Service by the Customer, unavailability of the Service, or decisions by third parties to limit integration options.
2. The total liability of Automated Payments is in all cases limited to the amount the Customer has paid for the Service in the three months preceding the event causing the damage.
3. Automated Payments is never liable for indirect damage, consequential damage, lost profits, or missed savings.
4. The limitations in this article do not apply if the damage is due to intent or gross negligence on the part of Automated Payments.

Article 12 - force majeure

1. Automated Payments is not obliged to fulfill any obligation if it is prevented from doing so by force majeure.
2. Force majeure means all external causes beyond Automated Payments' control, including disruptions in internet or telecom provider infrastructure, disruptions at the PSP or E-commerce Platform, DDoS attacks or other cybersecurity incidents, and government measures.

Article 13 - amendment of terms

1. Automated Payments reserves the right to amend these general terms and conditions.
2. Changes are communicated to the Customer by email at least one month before they take effect.
3. If the Customer does not agree with the changes, they have the right to terminate the Agreement effective on the date the changes take effect.
4. By continuing to use the Service after the changes take effect, the Customer accepts the amended terms.

Article 14 - confidentiality

1. Both parties are obliged to maintain confidentiality regarding all confidential information they have obtained from each other or from other sources in the context of the Agreement.
2. Information is considered confidential if communicated by the other party or if this follows from the nature of the information.

Article 15 - transfer

1. The Customer is not entitled to transfer their rights and obligations under the Agreement to third parties without prior written consent from Automated Payments.
2. Automated Payments is entitled to transfer its rights and obligations to a third party that takes over the company or the relevant business activity.

Article 16 - applicable law and disputes

1. Dutch law applies to these general terms and conditions and all agreements between Automated Payments and the Customer.
2. Disputes will initially be resolved through good-faith consultation.
3. If parties cannot reach a resolution, the Amsterdam court has exclusive jurisdiction over disputes.
4. Notwithstanding the foregoing, Automated Payments may choose to submit a dispute to the court with jurisdiction in the district where the Customer is established.

Article 17 - final provisions

1. These general terms and conditions come into effect on December 1, 2024.
2. The Dutch version of these general terms and conditions prevails in case of differences with translations.
3. If a provision in these terms and conditions proves to be void, it will be replaced by a provision that approximates the purpose and intent of the original provision as closely as possible.