Here's General Terms and Conditions Nordark offer through it's Payment Services
Updated 2024-01-30
1.1. The following capitalized definitions when used in this Agreement shall have the following meanings:
1.1.1. Company/Nordark – UAB Nordfinex, a company incorporated under the laws of Lithuania with company number 306129193 and registered office at Eišiškių Sodų 18-oji g. 11, LT-02194 Vilnius. The company is providing its payment services through third party providers.
1.1.2. Business day – any day from 9am to 5pm except Saturday, Sunday and public holiday in Lithuania.
1.1.3. Website – Company’s website www.nordark.com.
1.1.4. General Conditions – the agreement regulating the execution of the payment services, rules for opening the account, communication between the Company and client, etc.
1.1.5. Third Party E-money Providers – The payment services are provided by authorized Third Party E-money Providers that are specified in an additional agreement called “Fees and Partner Agreement”. The Third Party E-money Providers are the authorized Electronic Money Institutions partnered with the Company to facilitate the provision of Payment Accounts and Payment services.
1.1.6. Prices – prices for the Company’s services and transactions are set out in an additional agreement called “Fees and Partner Agreement”.
1.1.7. Client – a legal or natural person who is using or has expressed the wish to use the services provided by the Company as Payer and / or Payee.
1.1.8. Fee – a fee that is charged by the Company for a payment transaction and/ or related services.
1.1.9 Payment – payment refers to the act initiated by the payer to place, transfer or withdraw Electronic Money, regardless of any existing obligations between the payer and the payee.
1.1.10. Payment transfer – a payment transaction wherein funds are being transferred to a payment account of the Recipient under initiative of the Payer.
1.1.11. Payment order – an instruction given by the Client to the Company to execute a Payment transaction.
1.1.12. Payment transaction – an act, initiated by the Payer or on his behalf or by the Payee, of placing, transferring or withdrawing funds, irrespective of any underlying obligations between the Payer and the Payee.
1.1.13. Payment Service – This refers to a comprehensive set of financial services facilitating various types of monetary transactions. These services encompass:
i. Account Transactions: Enabling the deposit and withdrawal of cash from a payment account, along with managing all related account transactions.
ii. Fund Transfers: Facilitating payment transactions which include transferring money from a payment account held with the Third Party Provider or another payment service provider.
iii. Card and Instrument-Based Payments: Supporting transactions using payment cards or similar instruments, as well as handling credit transfers that may include recurring or periodic payments.
iv. Payment Instruments: The issuance and/or acceptance of diverse paymentinstruments, catering to various transaction requirements. It is offered or enabled by the Company and chosen by the Client to complete the Payment transaction.
v. Money Remittances: Providing services for direct remittance of funds.
vi. Digital and Telecommunications-Based Payments: Enabling payment transactions authorized via telecommunications, digital, or IT devices, where our role is to mediate payments to the network or system operators. These operators then facilitate the final transaction with the goods or services provider on behalf of the payment service client.
1.1.14. Payer – the person paying the funds for the execution of a Payment transaction.
1.1.15. Payee - the person receiving the funds as a result of the execution of a Payment transaction.
1.1.16. Account – the account opened in the Company for the Client
1.1.17. Services – meaning the services, including payment services, provided by the Company under these General Terms and Conditions.
1.1.18. Password (Passwords): A 'Password' refers to a unique code that is either created by the Client within the Company's system or provided to the Client by the Company. This code is essential for multiple purposes, including:Gaining access to the Client's Account;Initiating and managing various services offered by the Company;Facilitating the initiation, authorization, execution, confirmation, and receipt of Payment transactions.
1.1.19. Two-factor authentication (2FA) – an enhanced security process requiring two different forms of identification to access an account. The process is designed to ensure a higher level of security than traditional password-based authentication.
1.1.20. Party – the Company or the Client.
1.1.21. Unique identifier – refers to the account number assigned to the Client within the Company’s system, used exclusively for sending and receiving funds.
1.1.22. Fees and Partner Agreement – an annex attached to the General Terms and Conditions. It serves two primary functions:i. Individual pricing list: It specifies a tailored pricing list unique to each client, detailing the specific charges applicable to the services they utilize.ii. Third Party E-money Provider definition: It defines the Third Party E-money Provider that facilitates the provision of Payment Services.
1.1.23. Regulatory Authority – refers to any government or regulatory body, department, agency, commission, board, tribunal, state-owned enterprise, or entity responsible for creating laws, rules, or regulations (including stock exchanges) that govern or have jurisdiction over either Party and/or their affiliated Group Companies in relation to this Agreement. This term also encompasses any entity that succeeds or supplants any of the aforementioned entities.
2.1. The provisions outlined in these General Terms and Conditions shall be applied to all interactions between the Company and the Client concerning the Payment Services offered. This agreement applies to all relationships that arise both prior to and subsequent to the enactment of these General Terms and Conditions.
2.2. Aside from this agreement, the relationship between the Company and the Client is governed by the Privacy policy, General terms for the Exchange Service, Annexes to these General Terms and Conditions, such as the Fees and Partner Agreement, other documents (if any) and the laws and other legal acts executed from a relevant Regulatory Authority.
2.3. These General Terms and Conditions are inseparable from the other agreements entered into between the parties. Any conflict between a clause of these General Terms and conditions should be interpreted and resolved with the following order of precedence:
1. the annexes to these General Terms and Conditions
2. these General Terms and Conditions
3. other documents referred to in these General Terms and Conditions or any other attached documents.
3.1. Cryptocurrency Exchange Service: providing clients with the opportunity to trade various cryptocurrencies. Nordark specializes in offering aggregated liquidity to ensure optimal trading conditions for the client. The terms for the Exchange Service are governed in the General Terms for the Exchange Service Agreement.
3.2. The following services are provided by Third Party E-money Providers:
3.2.1. Opening of dedicated Payment Accounts. The opening of an Account enables the Client to execute payment transactions, including transfers of funds:
i. execution of direct debits, including one-off direct debits;
ii. execution of payment transactions through a payment card or a similar device;
iii. execution of credit transfers, including standing orders;
3.2.2. Electronic money issuance to the Business Account and withdrawal from respectively.
4.1. The Payment Account is an account opened in the client’s name that enables the client to send and receive payments. Electronic Money held on the Account is not a deposit and no interest rate will be paid by the Company nor the issuer for the Electronic Money held in the Account. The Payment Account is issued by an authorized Third Party E-money Provider.
4.2. By executing the Agreement, the Client hereby acknowledges that the Electronic Money held on the Account is not covered by the state Deposit and Investment Insurance company of Lithuania or equivalent in other EEA Countries or the UK. The Third Party E-money Providers holding the Electronic Money adheres to the legal requirements followed by the European Union law, or the equivalent regulations in the UK or other EEA countries, applicable on the issuance of Electronic money in order to ensure safety and liquidity of the funds deposited.
4.3. The Electronic Money in the Client’s Account belongs to the Client. No third party has any claim or rights to the Account or the Electronic Money credited to it.
4.4. The opening of an account is described in clause 5 (five) of these General Terms and Conditions. During the registration process, you must agree to these General Terms & Conditions, our Privacy Policy, and any other relevant documents, especially considering the range of Services you plan to utilize.
4.5. You can only create an Account if it complies with the legal regulations of your country of registration. By setting up the Account, you assert and guarantee that its creation does not infringe upon any laws or regulations that apply to you. By agreeing to these Terms & Conditions, you commit to compensating Nordark and the Third Party E-money Provider for any losses arising from your failure to uphold this obligation.
4.6. You are authorized to open only one (1) Account within the Nordark system.
4.7. Should you share your Account login details with a third party, all transactions conducted on the Account will be presumed to have been authorized by you and in accordance with your intentions. If any damages result from such sharing, you are responsible for those damages and must fully compensate Nordark for any losses incurred.
5.1. To begin utilizing the services provided by Nordark and its Third Party E-money Providers, the Client must complete registration in the system (hereinafter referred to as 'System') and submit all necessary corporate and/or personal documents. Nordark reserves the right to decline the registration of a new Client without stating the reasons. Nonetheless, Nordark guarantees that any refusal to register will be grounded in substantial reasons, which Nordark is either not obliged or permitted to disclose.
5.2. During the registration process in the System, a user profile is initially set up for a representative of the Client. This user profile is individualized, meaning that every Client representative authorized to manage the Account needs to register separately in the System. The Client must create its own personal user profile and undergo the Client identification process as stipulated by the System. Please note that this identification procedure is subject to change at any time.
5.3. These General Terms and Conditions become effective once the Client completes registration in the Company's System, has reviewed the terms and conditions herein, and has electronically expressed their agreement to adhere to them. This document shall remain in effect for an indefinite period, unless a different duration is mutually agreed upon by the Parties.
5.4. Upon registration, the Client acknowledges and agrees to the terms set forth in the General Terms and Conditions and commits to abide by them.
5.5. The Client asserts that all information provided during the registration process is accurate. If necessary to modify or supplement any details, the Client is obligated to provide only accurate information. The Client will be responsible for any losses that arise from the provision of incorrect data.
5.6. In order for Nordark to initiate or maintain the provision of Services, the Client is required to verify their Account, agree to any new Services or parts of a Service, and undergo the Client verification process as outlined in these General Terms and Conditions or as specified in the System.
5.7. As part of the Client verification process, Nordark may request the Client to undertake the following:
5.7.1. submit original documents or their copies, or notarized copies as mandated by the Company;
5.7.2. for the purpose of identifying beneficial owners, Nordark is entitled to require the Client to provide an up-to-date and accurate list of shareholders. The Client must affirm that the list is current and that the shareholders own the shares in their own right, not on behalf of third parties (if shares are controlled by third parties, this should be explicitly stated along with the identities of those third parties). The Company reserves the right to decline Services if it is impossible to ascertain the beneficial owners of the legal entity (for example, if the beneficiaries are bearer shareholders, in the case of the Client being a legal entity).
5.8. In specific cases, as required by law or due to the nature of the document (such as when an original document is necessary), Nordark may require the Client to follow a particular verification method specified by the Company.
5.9. The specific features of the Services are detailed in these General Conditions, any supplementary agreements between the Parties, and/or on www.nordark.com or app.nordark.com.
5.10. The Payment transactions are provided using the unique identifier, which is the code of the Account provided to the Client by Nordark.
5.11. Nordark, through the relevant Third Party E-money Provider, may assign a different unique identifier to ensure accurate processing of a specific Payment transaction. Nordark and the Third Party E-money provider is not responsible for errors in Payment orders where the unique identifier is missing, incorrect, or if the Payee's payment service provider incorrectly credits funds to the Payee's payment account.
5.12. The Company may request additional or specific mandatory details (such as the amount and currency, Payee’s full name or legal entity name, payment code, address, date of birth) necessary for the correct execution of the Payment order.
5.13. A Payment transaction is deemed authorized only upon the Payer's explicit consent to execute the transaction.
5.14. Consent for a Payment transaction can be given in a form and manner mutually agreed upon by the Parties. If consent is provided in writing, it must be properly signed by both parties. Consent may also be authenticated through identity verification measures, such as a security code provided to the Client, the 2FA feature and the login credentials established at the time of Account creation. Alternatively, consent may be expressed in other forms or manners required for specific Services or as outlined in any supplementary agreement between the Parties.
5.15. Consent must be granted before the execution of the Payment transaction.
5.16. Cancellation Policy for Payment orders:
5.16.1. a Payment order cannot be revoked once it has been received by the Company, except as specified in these General Terms and Conditions;
5.16.2. if the Payment transaction was initiated by the Payee, the Payer cannot cancel the Payment order after it has been transmitted or after giving consent to the Payee to execute the transaction;
5.16.3. cancellation of a Payment Order is only possible if both the Client (Payer) and Nordark mutually agree to do so. However, the Payee’s consent is also required for the cancellation.
5.17. Receipt, Requirements, and Refusal of Payment Orders:
5.17.1. If the Client, acting as Payer, submits a Payment order, it is considered received by the Company on the day of the reception. Should the reception occur on a non-business day, it is deemed received on the subsequent business day.
5.17.2. Any Payment order received by the Company on a business day but outside normal business hours is considered received on the next business day.
5.17.3. Payment orders transmitted through the system will be processed upon receipt by the Third Party E-money Provider, unless suspended due to legal provisions or the stipulations of these General Conditions, irrespective of the Service Provider’s business hours.
5.17.4. The Company and the Third Party E-money Provider reserves the right to record and store all Payment orders and information regarding Client-executed transactions. These records may be presented to the Client or legally authorized third parties as proof of submitted Payment orders and completed transactions.
5.17.5. The Company may decline to process a Payment order if there are reasonable doubts about its authenticity or the legitimacy of the accompanying documents. In such instances, we may request additional confirmation of the Payment order or documents proving the authority to manage funds or other specified documents, at the Client's expense. The Company and the Third Party E-money Provider are not responsible for losses resulting from the refusal to process a Payment order due to the Client's failure to provide additional information or documents.
5.17.6. The Client is responsible for maintaining sufficient funds in the appropriate currency in their Account to cover the Payment order.
5.17.7. The Company may engage third parties to partially or entirely execute the Client's Payment order when necessary for the Client's interests or the nature of the order. If the essence of the Payment order requires further processing by another financial institution, and that institution suspends the Payment order, the Company is not liable for such suspension but will endeavor to ascertain the reasons for it.
5.17.8. The Company reserves the right to suspend or terminate the execution of a Client's Payment order if legally required or due to circumstances beyond the Company's control.
5.17.9. Should the Third Party E-money Provider decide not to execute a Payment order submitted by the Client, Nordark will promptly inform the Client of this decision or facilitate conditions for the Client to become aware of this notification, unless such communication is technically unfeasible or prohibited by law.
5.17.10. The Third Party E-money Provider will not process Payment orders from the Client intended for transactions on the Client's Account if the funds in the Account are seized, the Client's right to manage the funds is legally restricted in any way, or if transactions are halted under applicable laws.
5.17.11. If funds transferred via a Payment order are returned due to factors outside the Third Party E-money Provider and the Company's control (including incorrect Payment order details or closure of the Payee's account), the refunded amount will be credited back to the Client's Account. Commission fees incurred by the Payer for executing the Payment order are non-refundable, and any additional fees incurred due to the return of funds may be charged to the Client's Account.
5.17.12. The initiated Payment transfers are categorized as standard or instant. The Client is responsible for selecting the type of Payment transfer through the system. If the Client does not specify the type, the transfer will be processed as a standard Payment transfer.
5.17.13. The schedule for executing Payment transactions and other Services is outlined in these General Conditions, the accompanying Fees and Partner Agreement, and any additional agreements established between the Parties.
5.17.14. For Payment transactions in EUR within the Member States, where the Client is the Payer, the Third Party E-money Provider ensures that the transaction amount is credited to the Payee's account (held with the Payee’s payment service provider) on the day the Payment transaction is executed. If the scheduled execution day is not a business day for the Third Party E-money Provider, then the next business day will be considered. For transactions in non-euro currencies within the Member States, where the Client is the Payer, the Third Party E-money Provider guarantees that the Payment transaction amount is credited within 3 (three) business days post-execution. If the Payment order execution date falls on a non-business day, it will be executed on the next business day, but no later than 5 (five) business days after the Payment order is received by the Third Party E-money Provider. This applies to all IBANs created by the Third party E-money Provider.
5.17.15. The Payment transaction costs are established in the Fees and Partner agreement.
6.1. The issuance of electronic money is performed by the relevant Third Party E-money Provider defined in the Fees and Partner Agreement.6.1. Funds held on Client's Account are considered Electronic money which shall be issued by the Third Party E-money Provider after the Client transfer or deposits money to the Account. Upon receipt of the funds from the Client, the Third Party E-money Provider credits the Client's Account, simultaneously issuing Electronic Money equivalent to the nominal value of the deposit or transaction. The Electronic money is credited to and held on the Client's Account.
6.2. The Client selects the specific method of transferring or depositing funds to the Account by choosing the particular function which contains instructions for depositing money for each means of payment.
6.3. The nominal value of the Electronic money coincides with the value of the funds deposited or transferred to the Client’s account, after deduction of a standard commission fee applicable to the payment mean.
6.4. Electronic Money held in the Account is not a deposit and no interest rate nor any other benefits associated with the time period it is stored will be paid by the the issuer for the Electronic Money held in the Account.
6.5. The Client has the right to request the redemption of Electronic Money stored in their Account at its nominal value at any time, except in cases where different terms have been mutually agreed upon by the Company and the Client.
6.6. To initiate the redemption of Electronic Money, the Client must issue a Payment order instructing the transfer of Electronic Money from their Account to another specified account of their choosing.
6.7. The redemption of Electronic Money will adhere to the same standard conditions that apply to transfers and other Payment transactions conducted in the Client's Account. There are no unique conditions for the redemption process. The Client may choose the amount of Electronic Money they wish to redeem or transfer.
6.8. No additional fee for Electronic money redemption is applied. In the event of redemption of Electronic money, the Client is responsible for the standard transaction or withdrawal fee, which varies based on the chosen method for transferring or withdrawing the Electronic Money. The typical fees for money transfers or withdrawals will be applicable.
6.9. In case the Client terminates this agreement and requests the closure and deletion of their Account, or if the Company or the Third Party E-money Provider ceases to provide services and removes the Client's Account from its system as outlined in these General Terms and Conditions, any funds in the Account will be transferred to a bank account or another electronic payment system designated by the Client. Both the Company and the Third Party E-money Provider are entitled to withhold any owed amounts from the refunded balance. This includes service fees and any unpaid expenses incurred by the Client, such as fines and damages levied by financial institutions or government authorities due to the Client's violation of these General Terms and Conditions. In cases of disputes between the Company and the Client, the disputed funds will be held by the Third Party E-money Provider until the resolution of the dispute.
6.10. In case of failure of repayment of the money to the Client due to reasons beyond the control of the Company and the Third Party E-money Provider, the Client shall immediately be informed of this issue. Upon notification, the Client is required to promptly provide an alternative account or any additional information necessary to facilitate the repayment of the funds.
7.1. The company has an obligation to provide the Client with information about the possible maximum terms of the execution of certain Payment order, the payable Commission fees and how these Commission fees are split up. This information shall be provided before the execution of the Payment order and is available in the Account of the Client through the system. Details of the fee structure is defined in the separate Fees and Partner Agreement.
7.2. The Company may provide the Statement to the Client about the provided Payment transactions, which show as follows:
i. the amount of the Payment transaction in the currency indicated in the Payment Order;
ii. the commission fees applicable on the Payment transactions and how these fees are split up;
iii. the applicable currency exchange rate and the amount of Payment transaction after the currency exchange rate;
iv. the date of writing down of funds from the Account;
v. the date of incomes to the Account;
vi. other information that should be submitted to the Client in accordance with applicable legal requirements of the state where the relevant Third Party Provider is licensed.
7.3. The company has an obligation to inform the Client about suspected or executed fraud performed by other persons or security threats related to the Services by submitting the Client information through the system in accordance with the method indicated in this Agreement which is deemed as the most appropriate one in the particular situation.
8.1. The company adheres to the Anti-Money Laundering (AML) regulations outlined by regulations in the relevant jurisdiction. In Lithuania this includes the Law on Prevention of Money Laundering and Terrorist Financing of the Republic of Lithuania. The company is providing its services through Third Party E-money Providers operating as authorized Electronic Money institutions which are obliged to comply with the anti money laundering regulation in the jurisdiction where their license is held. By fulfilling the requirements under the anti money regulations Nordark, together with the Third Party E-money Provider, will establish the Client’s identity before the execution of the Agreement for the purpose of AML regulations.
8.2. The Company shall be entitled to request the Client to submit information, data and documents as well as performance of other actions required to establish or confirm the identity of the Client for the purpose of complying to applicable law. The Client shall therefore be obliged to provide the Company with the requested information or performance. Failure to comply with these requirements or unsatisfactory results of the establishment procedure shall be subject to termination of the Agreement between the Client and the Company with immediate effect.
8.3. In order to assess the Client’s risk and compliance with the risk appetite and partner prohibitions and restrictions of the Third Party E-money Provider, all information and documents reasonably requested by the Company shall be submitted by the Client. The Company shall not commence any provision of services if any of the information is insufficient.
8.4. The Company shall have the right to request the Client to provide any information, data and/or documents regarding the Payments performed on Client’s Account in order to justify such Payments. Failure to comply with this requirement may result in suspension of Services provided to the Client by the Company or the termination of this Agreement with an immediate effect by the Company.
8.5. If you do not provide documents that satisfy the aforementioned criteria, Nordark reserves the right to reject them and disregard any information contained within those documents. Should you fail to rectify these deficiencies within the timeframe specified by Nordark in a written notice, and if such failure presents an excessively high risk to Nordark (for instance, if it's impossible to categorize you into a higher risk group or establish your identity), Nordark has the authority to immediately terminate the Agreement.
8.6. The Client hereby acknowledges that the information provided to Nordark will be shared with the Third Party Provider in the extent necessary to comply with Anti-Money Laundering (AML) regulatory requirements.
9.1. Prices of the Services are specified in the Fees and Partner Agreement which is the inseparable part of these General Terms and Conditions.
11.1 All notifications, updates, or amendments related to the Services, these General Terms and Conditions, and associated fees and prices will be conveyed in English. By agreeing to these General Terms and Conditions, the Client acknowledges and consents to all correspondence, including personalized communications, being conducted in English.11.2. Information from the Company will be communicated to the Client either directly or through public announcements:
11.2.1. Direct communication may occur via the Client’s Account, by post, email, telephone, or other telecommunication methods, including electronic channels;
11.2.2. the information may be published on www.nordark.com, app.nordark.com and in some cases by the press or other media forms. The information provided through public announcement is considered to be duly delivered to the Client, except in the cases of mandatory requirements of the laws and other legal acts of the Republic of Lithuania and / or the cases when the Company has an obligation to inform the Client personally.
11.3. The Client acknowledges that primary communication will occur directly and through the Account or via email. The provision of information by the Company through the Account or email signifies that the said information has been appropriately delivered to the Client and is effective.
11.4. Email correspondences between the parties shall utilize the verified email addresses listed on www.nordark.com, in the app and those provided by the Client at the time of registration in the Company's system. An email is considered to have been properly delivered on the following business day.
11.5. For telephone communications, the Client will be authenticated using their registered data. Phone calls between the Company and the Client can be made during the hours specified on the Company’s website. Any information conveyed to the Client over the phone is deemed to be officially delivered at the time of the call.
11.6. When communicating via postal mail, correspondence is sent to the respective party's registered address. A letter is considered officially delivered three days after the dispatch of a notice indicating non-delivery due to the recipient’s absence, refusal to accept, or failure to collect within the designated period, regardless of whether the addressee is aware of the letter.
11.7. The information announced on www.nordark.com, app.nordark.com, on the Client’s account as well as publicly published is considered to be duly delivered on the day of the announcing or publishing such information.
11.8. The Client consents to the Company's practice of recording all communications with the Client using available technological means, as per the Company's internal personal data processing guidelines and with appropriate advance notification. The Company will store these recordings, along with copies of any information and documents received from the Client and third parties. The Client acknowledges that the Company may utilize this information as described in these General Terms and Conditions, the Company’s Privacy Policy, and internal data processing standards, or to ensure adherence to these General Terms and Conditions.
11.9. Upon the Client's request, the Company will provide details about these General Terms and Conditions, as well as the document itself, in a printed format or another durable medium that the Company can supply at no cost.
11.10. Should the Client have any queries or issues pertaining to these General Terms and Conditions, they are encouraged to reach out to the Company. This can be done through by sending an email to support@nordark.com. Responses to the Client’s inquiries will be provided within 15 (fifteen) Business days from the receipt of the query. If the issue is straightforward and can be resolved quickly, a response will be given within 1 (one) Business day of receiving the inquiry. In exceptional cases that require up to 35 (thirty-five) Business days to resolve, the Client will be duly informed about the extended response time.
11.11. Both parties are required to promptly notify each other of any changes in their contact details. The Client must provide documentary proof of such changes when requested by the Company. Failure to comply with this requirement means that any communication sent to the last known contact information is considered properly delivered, and any obligations fulfilled using such information are deemed appropriately executed. The Client acknowledges that the Company may announce changes to its contact information through public notices.
11.12. In the event of identity theft or the loss of any important documents, the Client is required to promptly notify the Company in writing. This measure is essential to safeguard the Client’s funds against potential unauthorized actions by third parties.
11.13. Both parties have a duty to share information pertinent to the effective execution of these General Terms and Conditions. The Client must, at the Company's request, provide details of any significant developments, including but not limited to changes in the Client's or their representative's signature specimen, the initiation of bankruptcy proceedings, liquidation, restructuring, or any other form of organizational transformation of the Client, even if such information is publicly accessible in official registers.
12.1. The Agreement shall come into force on the day of its execution and shall remain in effect until terminated in accordance with the terms and conditions of the Agreement.
12.2. Both the Client and the Company may terminate these General Terms and Conditions by notifying the Company at least 30 (thirty) days in advance of the date of termination.
12.3. The company may terminate these General Terms and Conditions by notifying the Client 30 (thirty) days in advance of the date of termination, in case the Client has not performed any payment transactions for more than 24 (twenty-four) consecutive months. Prior to the termination based on such legal basis as defined in this clause 12.3, the Company shall contact the Client to clarify the necessity of the opened Account.
12.4. These General Terms and Conditions may be terminated by mutual agreement between the Parties.
12.5. The Company reserves the right to immediately terminate the Agreement if it reasonably suspects or confirms that the Client:
12.5.1. is breaching applicable laws or regulations, particularly those related to anti-money laundering and counter-terrorism financing;
12.5.2. has submitted false or misleading information or documentation to the Company, has not fulfilled their duty to provide necessary documents and information concerning their Account and the utilization of Services, or has failed to maintain current information;
12.5.3. is utilizing the Services to perform or receive payments for activities related to those provided in the restricted activities, or;
12.5.4. is in other ways using the Services for malicious, illegal or immoral purposes.
12.6. The company shall also be entitled to terminate the Agreement immediately if:
12.6.1. The Client is in breach of the Agreement and such breach is not cured within the time limit as specified by the Company in writing;
12.6.2. The Client become subject to a debt collection action or shall be entered in debtors’ register;
12.6.3. there is a change in the Client’s control or in the ownership of more than 25 % of Client’s share capital and such change is not acceptable by the Company;
12.6.4. The Client, senior management, shareholders or beneficiaries are included in the international financial sanctions and restrictive measures lists or become a politically exposed person during the term of this Agreement;
12.6.5. The Client becomes insolvent, subject to debt relief proceedings, enter into composition proceedings or resembling agreements related to debt relief, is declared bankrupt, goes into liquidation, will be subject to compulsory winding-up or otherwise cease activities or commence cessation proceedings or enter into restructuring proceedings, unless the estate or the Client that undergoes restructuring is entitled to enter into the Agreement under the applicable laws, and decides to do so. On the Company’s request, the estate is required to declare whether it wishes to enter into the Agreement within 24 hours;
12.6.6. The Company is required to adhere to the applicable law regarding its obligations to enter into such Agreement.
12.7. In case of termination of the Agreement in accordance with Article 12.6 of the Agreement, termination of the Agreement shall become effective on the 5th day following the receipt of the notice concerning termination of the Agreement.
12.8. The Client shall be liable to reimburse any and all direct and indirect damages and losses that were caused regarding the termination of the Agreement in accordance with any of the grounds stipulated in Article 12.6.
12.9. The Client is entitled to transfer the remaining balance to another account prior to the termination of the Agreement. Upon the notice of the termination the Client shall then follow the instructions provided after logging in to the Account. The Third Party E-money Provider undertakes to ensure that the balance of funds is transferred to another account not later than within 5 (five) Business Days from the authorization of the Payment.
12.10. Under the circumstances that the applicable laws and regulations allow the Company, it shall notify the Client about the reasons for the termination of these General Terms and Conditions as soon as possible.
12.11. Obligations arising between the Parties prior to the date of termination of these General Terms and Conditions shall be properly executed.
13.1. The Client is accountable for the security of the devices they utilize to access the Account. These devices should not be left unattended in public spaces or anywhere else where they might be easily accessed by unauthorized individuals.
13.2. Regular updates of software, applications, antivirus programs, browsers, and other relevant programs are advised to maintain optimal security.
13.3. Securing devices with robust passwords, PIN codes, or alternative security measures is highly recommended.
13.4. The Client shall exercise caution when evaluating received emails, even those appearing to be from the Company. The Company will never ask the Client to download attachments or install software, as fraudulent emails may include attachments that contain viruses capable of damaging devices or compromising the security of the Client's account.
13.5. It is advisable to avoid clicking on unfamiliar links, opening documents from unknown sources, installing software or applications from untrustworthy sources, or visiting websites that are not secure.
13.6. In the event that the Client detects unusual activity on their account or suspects unauthorized access by third parties for using the Services, the Client is advised to:
13.6.1. Promptly notify the Company and seek to have their account blocked;
13.6.2. For continued account usage, the Client should change their password, implement or update additional account verification methods, and remove any compromised or less secure login verification tools.
13.7. Suspension of the Account and Payment Instrument Access:
13.7.1. The Company reserves the right to suspend access to the Account (halting all or some Payment transactions) and/or any payment instrument issued to the Client in the following circumstances:
13.7.1.1. When there are legitimate security concerns regarding the safety of the funds or the payment instrument in the Account, or if there's suspected unauthorized or fraudulent activity involving the funds or payment instrument;
13.7.1.2. If the Client fails to comply with the terms outlined in these General Conditions.
13.7.1.3. If the Company has credible reason to believe that the funds in the Account might be utilized for illegal activities by unauthorized individuals, including, but not limited to, involvement in criminal acts;
13.7.1.4. In situations covered by other legal provisions, or as specified in supplementary agreements executed between the Parties.
13.8. The notices provided by the Client regarding the unauthorized or improperly executed Payment transactions:
13.8.1. The Client must review the details of executed Payment transactions at least once a month and promptly notify of any unauthorized or incorrectly processed transactions.
13.8.2. The Client must promptly notify the Company in writing of any unauthorized or improperly executed Payment transactions, including identified errors or inaccuracies in the transaction details. This notification must occur within 5 (five) Business days from the moment the Client becomes aware of such circumstances, and in any case, not later than 13 (thirteen) months from the date on which, in the Client's judgment, the Payment transaction was processed without authorization or improperly. Different notification terms may apply in cases where the Client is a Consumer or as specified in additional agreements between the Parties.
13.8.3. If the Client fails to notify the Company within the specified timeframes as outlined in these General Conditions and any additional agreements between the Parties regarding the circumstances described in section 13.8.2, it will be deemed that the Client has unequivocally accepted and confirmed the Payment transactions conducted in the Client's Account.
13.9. The liability of the Client for unauthorized Payments transactions and the liability of the Company for the unauthorized Payment transactions:
13.9.1. The Client’s utilization of identity verification measures and login credentials associated with the Account serves as evidence that the Client either authorized the Payment transaction or engaged in fraudulent activity, or intentionally or negligently failed to fulfill one or more of the Client's obligations outlined in clauses 13.1 through 13.6 of these General Conditions.
13.9.2. As per the conditions specified in section 13.8.2 of these General Conditions or upon establishing that the Payment transaction lacked the Client's authorization, the Client shall promptly, but no later than the close of the subsequent Business day, be reimbursed for the amount of the unauthorized Payment transaction. Additionally, if applicable, the Third Party E-money Provider shall restore the Account balance to its state before the unauthorized Payment transaction, as it would have been had the transaction not occurred, unless the Company has reasonable grounds to suspect fraud.
13.9.3. The Client shall bear all losses for the reasons specified in this clause, except as otherwise provided in these General Conditions and/or the additional agreements signed between the Parties.
13.9.4. The Client shall be held responsible for any losses resulting from unauthorized Payment transactions if such losses arise from the Client's fraudulent actions or intentional or gross negligence in failing to fulfill one or more of the Client's obligations as outlined in these General Terms and Conditions.
13.9.5. The Client may block the Account or the associated payment instrument by submitting a request to the Company. The Company reserves the right to require that any oral request made by the Client to block the Account (including the payment instrument, if applicable) must be subsequently confirmed in writing or through an alternative method deemed acceptable by the Company.
13.9.6. In cases where the Company has reasonable doubts about the authenticity of the request mentioned in section 13.9.5 of these General Conditions being submitted by the Client, the Company reserves the right to decline the request to block the Account (including the payment instrument, if provided to the Client). In such instances, the Company shall bear no responsibility for any losses that may occur as a result of not complying with the aforementioned request.
13.9.7. Further provisions concerning the liability of the Parties regarding unauthorized Payment transactions may be outlined in additional agreements between the Parties.
13.10. Liability of the Company for the Correct Execution of Payment Transactions:
13.10.1. In cases of improper execution of a Payment transaction the Third Party E-money Provider and Nordark’s liability arises solely from its own errors or faults. No responsibility is taken for mistakes made by third parties.
13.10.2. When the Client initiates a Payment order using a unique identifier, the Payment order is considered executed correctly if it adheres to the specified unique identifier. While the Company has the option to verify whether the unique identifier in the Payment order matches the name of the Account holder, it is not obligated to do so.
13.10.3. When a unique identifier is provided to the Company along with the Account to be credited or debited, the Payment order is considered executed correctly if it adheres to the specified unique identifier. In cases where the Company or the Third Party E-money Provider conducts an examination (e.g., as part of money laundering risk prevention) and discovers a significant mismatch between the submitted unique identifier and the Account holder's name, the mentioned parties reserves the right to refrain from executing such a Payment order.
13.10.4. In instances where the Client (Payer) initiates a Payment order correctly, and the Payment transaction is either not executed or executed improperly, the Company, upon the Client's request, will promptly and without any charges, take actions to track the Payment transaction and provide the Client with the results of the investigation.
13.10.5. The Third Party E-money Provider assumes responsibility for Payment orders that have been correctly initiated in accordance with the terms outlined in these General Conditions and/or any additional agreements entered into by the Parties.
13.10.6. The Company is accountable for either not applying Commission fees or reimbursing them if the Payment order is not executed or improperly executed due to the Company's fault
.13.10.7. The Company and the Third Party E-money Provider is not held responsible for any indirect losses incurred by the Client that are associated with unexecuted or improperly executed Payment orders. The Third Party E-money Provider’s liability extends solely to the Client's direct losses.
13.10.8. The Company is not liable for claims raised between the Payee and Payer and such claims are not reviewed by the Company. The Client can only lodge a claim with the Company concerning the Company's failure to fulfill its obligations or improper performance.
13.10.9. The limitations of the Third Party E-money Provider and the Company's liability will not be applicable if such limitations are prohibited by the prevailing laws.
13.11. The terms for repaying the amounts related to Payment transactions, whether initiated by the Payee or not, adhere to the provisions of the Law on Payments of the relevant jurisdiction for the Third Party E-money Provider that provides the Payment Service to the Client as specified in the Fees and Partner Agreement.
Disclaimer: Any references to the “Service Providers” in this clause 14 refers to Nordark together with Third Party E-money Provider of the Payment Services determined in the Fees and Partner Agreement.
14.1. Notwithstanding any other provisions of this Agreement that shall deal with the liability of the Company and limitation of liability, under no circumstances shall the Company nor the Third Party E-money Provider (the Service Providers) be liable for any specific, indirect or incidental loss, operating losses, consequential damages, claims by third parties and/or lost data, profits, revenue, customers, goodwill or interest in any other circumstance.
14.1.1 Despite the limitations of liability outlined previously, the Client is obligated to compensate the Service Providers for any losses, claims, damages, complaints, legal actions, or related expenses (including reasonable attorneys' fees), including but not limited to, any fines or fees levied against the Service Providers due to the Client's breach of the Agreement or non-compliance with all relevant rules, regulations, and laws. This obligation remains in effect even after the termination of the Agreement.
14.1.2. Any limitation on liability mentioned herein shall not apply if such a limitation contradicts applicable laws.
14.1.3. The Service Providers disclaim responsibility for:
14.1.3.1. any Payment and the resulting losses if they arise from the inability to secure the security measures necessary for accessing the Account and/or authorizing Payment Orders, or due to the loss, theft, or misappropriation of payment instruments if the client had not protected personalized security features or any unauthorized access to the Account for which the Service Providers are not at fault;
14.1.3.2. for any delays in the beneficiary receiving funds if the Service Providers has processed the Payment Order promptly and correctly.;
14.1.3.3. for any delays, inaccuracies, suspensions, or discrepancies in transactions due to actions or failures of third parties outside the control of the Service Providers;
14.1.3.4. for any breach of obligations resulting from the actions of third parties outside its control;
14.1.3.5. for any outcomes arising from the termination of the Agreement, suspension of Services, or delay in Payments, provided that such actions were in line with the terms of the Agreement and applicable legal requirements;
14.1.3.6. for any breach of the Agreement or damages resulting from its adherence to applicable laws, court orders, or directives from governmental authorities.
14.1.4. The Client shall bear any and all damages in relation to unauthorized Payments occurring because of failure to comply with clause 11 of these General Terms and Conditions.
14.2. This Agreement does not serve to exclude or limit the liability of either Party for:
14.2.1. Death or personal injury resulting from its negligence;
14.2.2. Losses incurred by one Party due to the other Party’s fraud, fraudulent misrepresentation, or intentional wrongdoing;
14.2.3. (with the exception of clause 15.3) any indemnities stipulated in this Agreement;
14.2.4. Uncontested Charges or other financial obligations arising under this Agreement (including any Liquidity or Settlement Payments);
14.2.5. Violations of data protection and confidentiality as specified in clauses 16;
14.2.6. Any other liabilities that cannot be excluded or limited by law;
14.2.7. and each provision within this clause 15 is governed by this overarching clause.
14.3. To the fullest extent allowed by law, and in accordance with clause 14.2, the combined liability of each Party towards the other, regardless of whether the claim or action is based in contract, tort (including negligence), or other legal grounds, shall be restricted to an amount equivalent to the Charges paid under this Agreement during the twelve (12) months immediately preceding the event that led to the initial claim. If such an event takes place within the first twelve (12) months following the Effective Date, the liability shall be limited to the estimated pro-rata amount of Charges for the first twelve (12) months of the Agreement, calculated based on the average monthly Charges until the event occurs.
14.4. In accordance with clause 15, neither Party will be held responsible for failing to fulfill its obligations under this Agreement if such failure is due to a Force Majeure event. However, a Party will still be liable if it does not make a reasonable effort to meet its obligations despite the occurrence of such a Force Majeure event.
15.1. A Party (the "Affected Party") shall not be deemed to be in breach of this Agreement or otherwise liable to another Party (the "Non-affected Party") for any delay in performance or any failure in its obligations under this Agreement provided that the Affected Party has used reasonable endeavors to mitigate the effect of the Event of Force Majeure and to carry out its obligations under this Agreement in any other way that is reasonably practicable.
15.2. The Affected Party shall:
15.2.1. immediately notify the Non-affected Party of the nature and extent of the circumstances causing the Event of Force Majeure;
15.2.2. take all reasonable measures in order to minimize the effects of the Event of Force Majeure on the performance of its obligations under this Agreement including making efforts to create any alternative arrangements in order to proceed its obligations which is practicable and without additional material expenses incurring; and
15.2.3. subject to clause 15.4, immediately notify the other Party in case of cessation of the Force Majeure Event and resume all its obligations under this Agreement.
15.3. A party cannot claim relief from liability under this Agreement where a Force Majeure event is caused by its (or its subcontractors) neglect, failure to take reasonable precautions against the relevant Force Majeure, willful act, or is caused by its employee(s), subcontractors or suppliers.
15.4. If the Event of Force Majeure continues for more than fourteen (14) Business Days then, without limiting any other rights it may have, the non-affected Party may terminate this Agreement by giving written notice to the other
16.1. Both Parties shall adhere to the relevant laws applicable to them. This includes compliance with the EU General Data Protection Regulation 2016 (GDPR), which may be amended or superseded in the future; the e-Privacy Directive 2002/58/EC and any subsequent amendments or replacements; the Payment Services Directive 2 (PSD2) in its current or future iterations; and the Data Protection Acts of the EEA countries, including any future amendments or replacements. Additionally, any other data protection laws or regulations that are pertinent to each Party, in their current or future versions, must also be complied with.
16.2. Both Parties are required to adhere to the laws relevant to them. This includes the EU General Data Protection Regulation 2016 (GDPR), which may be subject to future amendments or replacements; the e-Privacy Directive 2002/58/EC in its current or subsequent versions; the Payment Services Directive 2 (PSD2) along with any future updates or replacements; and the Data Protection Acts enacted in the EEA countries, as well as any modifications or replacements that may occur over time. Additionally, any other applicable data protection laws or regulations that pertain to each Party, in their present or future forms, must be followed.
16.3. Under Anti-Money Laundering regulations, Nordark and the Third Party E-money Provider are required to maintain certain Shared Personal Data. Sub-clause 16.5 outlines the guidelines for the exchange of personal data between the parties, in their role as data controllers. Each party recognizes that there will be regular disclosure of Shared Personal Data to us, gathered by you, for various reasons including the Agreed Purposes.
16.4. Each party shall comply with all the obligations imposed on a controller under the Data Protection Laws.
16.5. Each party is responsible for:
16.5.1. securing all required notifications and consents to lawfully transfer Shared Personal Data to the Permitted Recipients for the defined Agreed Purposes;
16.5.2. providing comprehensive information to any individual whose personal data is subject to processing under this Agreement, explaining the scope of such processing. This includes notifying them that upon the conclusion of this Agreement, their personal data may be held by, or transferred to, any of the Permitted Recipients, including their successors or assignees;
16.5.3. restrict the disclosure of, or access to, the Shared Personal Data exclusively to the Permitted Recipients;
16.5.4. guarantee that all Permitted Recipients are bound by written contractual commitments regarding the Shared Personal Data. These commitments, including confidentiality obligations, must be at least as stringent as those outlined in this Agreement.
16.5.5. implement suitable technical and organizational safeguards to prevent unauthorized or unlawful processing of personal data, as well as accidental loss, destruction, or damage to personal data.16.5.6. refrain from transferring any personal data outside the European Economic Area (EEA) unless the transferring party:
16.5.6.1. Adheres to the requirements set out in Article 26 of the GDPR, in cases where the third party is a joint controller; and
16.5.6.2. Guarantees that (i) the transfer is to a country recognized by the European Commission as providing adequate data protection according to Article 45 of the GDPR; (ii) appropriate measures are in place in line with Article 46 of the GDPR; or (iii) the transfer falls under one of the specific exceptions listed in Article 49 of the GDPR.
16.6. Nordark together with the Third Party E-money Provider will only process the Shared Personal Data for the purposes that have been mutually agreed upon.
17.1. Both Nordark and the Client are required to maintain the confidentiality of all information pertaining to their contractual relationship, regardless of how this information is acquired. This obligation to keep information confidential remains in effect unless there is a written agreement to the contrary, or if disclosure is mandated by law, regulatory requirements, or orders from public authorities. This also applies when the information is already in the public domain, provided that such public availability is not due to a breach of contract by either Party.
17.2. Nordark is authorized to share information about the Client with third parties, subcontractors, and affiliated companies when such disclosure is necessary for Nordark to fulfill its commitments under the Agreement.
17.3. In the event that the Agreement is terminated due to a significant breach on your part, or if you have been involved in, assisted with, or condoned fraudulent activities, Nordark may be required to report your actions to the relevant authorities. Such reporting will not be deemed a violation of the confidentiality obligations under this Agreement.
17.4. The provisions outlined in Section 17 are effective for the duration of the Agreement and will remain in force even after the termination of the Agreement.
18.1. The Client is prohibited from transferring or assigning any rights or obligations under this Agreement without obtaining written consent from the Company beforehand. Conversely, the Company retains the right to transfer or assign this Agreement, including all associated rights and obligations, without prior notice or the Client’s consent. This stipulation is not applicable in cases where either party undergoes a change in corporate name or merges with another corporation.
18.2. In the event that a legally authorized court determines that any part of these General Terms and Conditions is invalid, illegal, or unenforceable, such part shall be excluded from this Agreement. The remaining sections of the Agreement shall remain in full force and effect, continuing to be valid and enforceable within the maximum limits allowed by law.
18.3. Neither party shall be liable for any economic loss, delay or failure in performance of any part of these General Conditions to the extent that such loss, delay or failure is caused by fire, flood, explosion, accident, war, strike, embargo, governmental requirements, civil and military authority, Act of God, civil unrest, unavailability of public internet, hacking or distributed DoS attacks, inability to secure materials or labor, termination of vital agreements by third parties, action of the other party or any other cause beyond such party’s reasonable control.
18.4. If the force majeure circumstances last longer than three (3) months, either party is entitled to terminate these general Conditions with a written notice of immediate effect.
18.5. The Client acknowledges that any deposit guarantee schemes do not apply to the Account. However, the Third Party E-moneyProviders ensures that Clients’ funds are kept in segregated bank accounts opened for the benefit of Clients of the Company and will not be used to keep its own funds or funds of other parties which are not considered to be users of the services offered by the Company.
