1 TERMS OF SERVICE INTRODUCTION
The following document applies to Trustap’s transaction platform (
www.trustap.com) (“The Platform”). The Platform is owned and operated by Trustap Ltd (“Trustap”) a Private Limited Company incorporated in Ireland with Company’s Registration Number of 614918 whose registered office is at Rineen, Cork Road, Carrigaline, Co. Cork, Ireland. Trustap grants you a non-exclusive licence to access the Platform and use the Services (defined below) subject to these terms and conditions (“Terms”). In these Terms, “we”, “us” and “our” refer to Trustap and references to “you” and “your” is to you, the user of the Platform and our customer (“Customer”). By accessing and using the Platform and Services you agree to be bound by these Terms. If you do not agree with these Terms, you must immediately stop using the Platform. You agree that we may change, update or otherwise amend the Platform, the Services and these Terms at our absolute discretion, subject to paragraph 13.4.
“Account” means: (i) a payment account or payment instrument of a Buyer held with or issued by a third-party payment service provider (e.g. Buyer’s bank account or credit/debit card) from which funds are transferred to the Trustap Hold Account; (ii) a payment account of a Seller held with or issued by a third-party payment service provider (e.g. Seller’s bank account or credit/debit card account) to which funds are transferred from Trustap Hold Account on completion of a Transaction. “Business Day” means Monday through Friday between the hours of 9:00 a.m. and 5:00 p.m. (GMT), which are not public holidays in Ireland. “Funds” means the funds held in the Trustap Hold Account under a specific Transaction ID pursuant to these Terms and for the purpose of effecting the payment of the Transaction between Buyer and Seller. “Prohibited Transactions” Customers may not use the Platform or the Services in connection with any Transaction that is illegal or involves any illegal items, or is for any illegal purpose; involves any obscene or pornographic material; involves any munitions or firearm; involves pirated software, DVD or videos or item(s) otherwise infringing copyrighted works; involves illegal drugs or controlled substances; sale of alcohol to consumers; gambling and sale of electronic currencies. “Seller” has the meaning as set out in paragraph 5.1(a) of these Terms. “Buyer” has the meaning as set out in paragraph 5.1(a) of these Terms. “Trustap Account” means the registered profile of a Customer. “Trustap Hold Account” means the client monies account held by Trustap during the process of a transaction. The Trustap Hold Account is a safeguarded Hold Account. This Hold Account is statutorily protected so that the funds are held safely for Customers even in the event of our insolvency. “Payment” means the transfer of Funds by Trustap from the Buyer to the Seller to satisfy the payment of the relevant Transaction. “Transaction ID” means the unique identifier associated to a particular Payment Transaction identifying the Funds held in the Trustap Hold Account on behalf of a specific Buyer and Seller. “Security Details” means the personal username or password associated to your Trustap Account. “Services” means the transaction management and escrow services provided in relation to the Trustap Hold Account and through the Platform. “Transaction” means the sale of goods or services by the Seller to the Buyer. “Writing” includes emails. When we use the words “writing” or “written” in these terms, this includes emails.
2 CONDITIONS OF USE
You accept and acknowledge the following conditions to access and use of the Platform and any Services:
- You are over the age of 18;
- You only use the Platform and Services for lawful purposes and not for Prohibited Transactions; and you represent that you have capacity to form a binding contract in your jurisdiction;
- You have the authority to bind any business on behalf of which you use our Platform;
- You register a Trustap Account;
- You have the necessary equipment and access to the internet;
- You must provide us with accurate personal and contact information and not share your personal information with other Customers;
- You will only represent yourself and will not create false aliases or impersonate any other person or entity (with or without their consent) in connection with the Platform;
- You are not breaking any local, state, national or international law in your relevant jurisdiction by accessing or using this Platform or the Services.
3 REGISTRATION & ACCOUNTS
We will notify you of any such suspension in advance, or immediately after if this is not possible, unless we have detected a problem which is urgent or an emergency. We will provide you with the reasons for the suspension, unless to do so would compromise reasonable security measures or otherwise be unlawful. We will lift the suspension and, where appropriate, issue new Security Details free of charge as soon as practicable once the reasons for the suspension cease to exist. We cannot be held liable for any delay to the Services if we require to make an urgent change or deal with an emergency that may affect the security of our Platform, although we will at all times comply with our regulatory obligations to complete a Payment Transaction. We may change the Platform on regular intervals to reflect changes in relevant laws and regulatory requirements, to implement minor technical adjustments and improvements, for example to address a security threat or otherwise to enhance the Services we provide through the Platform. These changes should not affect your access to or use of the Platform or Services. If we make more significant changes to the Platform or the Services, we will use our reasonable endeavours to inform you by email or by posting information on our website and may make changes to these terms to reflect such changes.
- We have reasonable concerns about the security of the Trustap Account;
- We are unable to confirm your identity or there is a potential risk of financial crime as part of our ongoing monitoring process;
- We suspect the Services are being used in a fraudulent or unauthorised manner, or
- We need to deal with technical problems or make minor technical changes.
4 OTHER SERVICE PROVIDERS
Payment processing services for sellers on Trustap are provided by Stripe and are subject to the Stripe Connected Account Agreement, which includes the Stripe Terms of Service (collectively, the “Stripe Services Agreement”). By agreeing to these terms or continuing to operate as a buyer or seller on Trustap you agree to be bound by the Stripe Services Agreement, as the same may be modified by Stripe from time to time. As a condition of Trustap enabling payment processing services through Stripe, you agree to provide Trustap accurate and complete information about you and your business, and you authorise Trustap to share it and transaction information related to your use of the payment processing services provided by Stripe.
5 TERMS OF SERVICE
Either party may start a Transaction. The Customer receiving the Payment Transaction shall be the Seller (“Seller”), the Customer making the Payment Transaction shall be the Buyer (“Buyer”). To initiate a Transaction, a Customer must log into their Trustap Account, or, if the Customer does not have a Trustap Account, register a Trustap Account (as set out in paragraph 2). Once you have logged into your Trustap Account and you have confirmed the details of the Transaction (including the Transaction value, details of the transaction and the contact details of the counterparty to that Transaction (“Counterparty”)), a unique alphanumeric code will be generated that you can then send to the counterparty so that they can join the transaction. In order to join a transaction, the Counterparty shall be required to log into their Trustap Account or, if the Customer does not have a Trustap Account, register a Trustap Account (as set out in paragraph 2). Once all the details have been confirmed as correct, the Buyer transfer the funds, including the Trustap fee, to the Trustap hold account. The Funds will be debited from the Buyer’s Account and held in the Trustap Hold Account, identifiable by the Transaction ID. Once the Buyer has authorised the Payment Transaction, it cannot revoke that consent and the Funds will be held by us until the transaction has been completed. Both parties will always be able to check the progress of the transaction by clicking on the relevant transaction in the “My Transactions section”. Once the item has arrived and the Seller is happy enough not to complain within the 24-hour time limit, the funds will be released from the Trustap Hold Account. We will not earn any interest whilst the funds are in our hold account as the account is managed by Stripe. We may however charge a Maintenance Fee for any unclaimed Funds as set out in paragraph 5.6. We do not require, but recommend that the Seller keeps records of any Transaction in case of a Transaction dispute (such as photographs to act as proof of delivery or completion of services). The Funds are held by us on behalf of the Buyer from the receipt of the Funds until the transaction is deemed complete. Trustap reserves the right to deem a transaction complete or still in progress whenever necessary. Upon deeming the transaction is complete, the Payment is executed immediately. Once the Payment is executed the Funds are deemed to be held by us on behalf of the Seller. We will endeavour to facilitate the transfer of the Funds to the Seller’s Account as soon as possible subject to delays depending on the need for and the results of anti-money laundering, counter terrorist financing or anti-fraud checks. You will get an indication of the anticipated time for the completion of the Transaction by checking the relevant transaction status. We will endeavour to notify you of any delays, and cannot be liable for any delays caused by any third-party service providers used as part of the transfer of the Funds to the Seller. We reserve the right to conduct customer due diligence checks on the Seller and/or the Buyer at any time. In the event that the Seller and/or the Buyer do not pass the checks, the Funds will be retained by us until such time as we are satisfied that all the checks have passed in accordance with applicable law. Depending on the result of the checks we may be required to transfer the Funds to a third party (including but not limited to a governmental asset recovery agency).
Payment & Fees
Payments, done through Stripe Connect, must be made in advance by credit card, debit card or any other payment method specified on the Platform. Surcharges may apply for certain payment methods, including charges from your own card issuer. We shall charge you fees as listed on the Platform (“Fees”). We reserve the right to change these at any time, by providing you notice pursuant to paragraph 13.4.
Cancelling a Transaction
Once the Funds have been deposited in the Trustap Hold Account, if the Transaction has not been completed, or as otherwise agreed/set by the parties on the Platform, the Buyer may lodge a complaint via the Platform. The Seller shall be notified of such Buyer request and, should the refund be agreed by both parties, a refund Payment Transaction shall be initiated and the Funds shall be returned to the Buyer. We reserve the right to charge any administrative fees or other charges for a cancellation (Cancellation Fees). Both parties can mutually agree to cancel a transaction if the item hasn’t been posted yet, the Trustap fee will be non-refundable however.
Consumer Protection – Sellers terms, cancellation, refunds and returns
When you are a Buyer in a Transaction and you are an individual not engaged in conduct related to your trade, business, you are a consumer. A Seller shall be required to comply with the minimum requirements of the consumer regulations in the Seller’s own jurisdiction in respect of cancellations, refunds and returns. If the Seller is within the UK or European Union (“EU”), you as a consumer will be protected by the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013, the Consumer Rights Act 2015 and any applicable EU consumer protection legislation that is directly applicable or applied through national legislation.
Trustap does not provide a currency conversion service and any conversion service will be provided by your third-party payment service provider or Stripe when transferring funds to and from your Account.
For each Transaction, you will be able to access all the following information in your Trustap Account, as available and applicable:
- The unique alphanumeric code for any transaction that has started and information on the other party to the Transaction including a brief description of the item in question and the delivery service used if applicable;
- The status of the Transaction;
- The total amount, and the currency of, the Funds standing to the credit of the Trustap Hold Account relating to the Transaction in question;
- The Fees, Maintenance Fees and other charges for the Payment Transaction and, where applicable, a breakdown of these payable by you;
- The date of receipt of the payment order.
6 LIABILITIES AND LIABILITY FOR INVALIDATED PAYMENTS
To the extent permitted by law, we are not liable to you, except: as set out in paragraph 6;
Subject to the rest of this paragraph 6 we are not liable for:
- As a direct consequence of our fraud;
- For death or personal injury caused by us as a result of our negligence (or any other act or omission caused by our negligence that cannot be excluded by law).
- Any loss of profit, business, contracts, revenue or anticipated savings;
- Any special, indirect or consequential damages.
Unauthorised and incorrectly executed Transactions
Except where you have acted fraudulently and subject to notification under this paragraph 6.2 you will not be liable for any losses incurred in respect of an unauthorised Payment. We will assume that all Payments are authorised by you unless you notify us otherwise. If you believe you did not authorise a particular Payment or that a Payment was incorrectly carried out, in order to get a refund, you must contact us as soon as possible, and in any case, no later than 13 months after the amount of the Payment Transaction has been deducted from the Account. We will immediately (and no later than close of business on the day the refund was requested) refund the amount of any unauthorised Payment Transaction and any associated fees payable under the Terms subject to the rest of this paragraph. If we are liable for an incorrectly executed Payments, we will refund without undue delay the amount of the Payment and any associated fees payable under the Terms subject to the rest of this paragraph 6.2. If the refund request is received on a non-Business Day or after 4:30 pm on a Business Day, we will make the refund at the beginning of the next Business Day. We may require you to complete a dispute declaration form. We may conduct an investigation either before or after any refund has been made. We will let you know as soon as possible the outcome of any such investigation. If you are a consumer or a micro-enterprise, we will only conduct an investigation after we have refunded you unless we have prima facie evidence that we should not be making the refund.
If you are a Seller, you are liable for all claims, expenses, fines and liability we incur arising out of:
In the event of an Invalidated Payment or other liability, we may deduct from the Funds the amounts due to us under these Terms prior to any refund.
- A chargeback, refund, over-payment, payment error, or other invalid payment you cause (collectively Invalidated Payment);
- Any error, negligence, misconduct or fraud by you, your employees, or someone acting on your behalf;
- Any losses resulting from your failure to comply with the terms of this Agreement.
7 Notices & Communication
You can contact Trustap via the contact us pages on the Platform. Alternatively, you can contact Trustap by email help@Trustap.com. Trustap will contact you by using your email address, telephone number or residential address. All communications with respect to the Services will be in English. Notices regarding changes to these Terms or the termination of these Terms will be made in writing including by sending you an email or a PDF document The language of the Terms is English and any translation provided is for information purposes only.
You may terminate these Terms at any time by contacting us. Notwithstanding the termination, any ongoing Transactions will continue in accordance with these Terms until completed unless the parties agree otherwise. We may terminate these Terms, your right to access the Platform and Services, for any reason and at any time by giving you two months’ notice in writing. Upon termination of these Terms, and provided that these Funds are not held in relation to a Dispute or otherwise required by law, we shall repay the Funds to the party who is a Buyer in a Transaction. The termination of these Terms does not affect the parties’ rights in respect of periods before the termination of these Terms.
Cooling-off– If you are a consumer:
You hereby request immediate performance of these Terms for the provision of the Services and acknowledge that you will lose your statutory right of withdrawal from these Terms once the initial service is fully performed. Nevertheless, you retain your right to terminate these Terms pursuant to the rest of this paragraph 8.
Only the buyer (“Buyer”) may start a Transaction dispute (“Dispute”) in the event that:
To initiate a Dispute the Buyer must lodge a complaint within the Platform. We way ask them to provide us the with an explanation of the Dispute together with all documents that may apply to the Transaction (Evidence), including any business terms, quote, images or video relative to the Transaction, proof of recorded or courier delivery, and/or any correspondence or other documentation relative to the Transaction. The seller will be notified that the Dispute has been initiated and it will be visible on the status page of that transaction. The date on which such Dispute is logged is called the “Dispute Date”. The Buyer must then follow the dispute process as indicated within the Platform. If it is the case that the Dispute isn’t resolved after the complaints process has ended. An arbitration period will begin “Arbitration Commencement Period”. Trustap reserves the right to arbitrate and decide which party is liable for the dispute and we reserve the right to refund whoever we feel was wronged, less our fees. For more complex cases, the parties agree to refer disputes and differences of any kind to the Ajuve Dispute Resolution Rules which shall be read and construed as if set out in full herein. A full copy of those rules is available at
http://ajuve.com/dispute-resolution-rules (“Ajuve Arbitration”). If we have received notice that either party is not in full compliance with the Ajuve Arbitration process, we may terminate or cancel the Transaction and refund whoever we feel was wronged, less our Fees. We reserve the right (but are under no legal obligation) to commence the Ajuve Arbitration on behalf of the parties, or to interplead the funds with a court of competent jurisdiction at any time. In this case, both parties authorise us to use the Funds to pay the Ajuve Arbitration fees (Ajuve Arbitration Fees) to initiate the Ajuve Arbitration. Other than in respect of an Ajuve Arbitration initiated by us pursuant to paragraph 9.10, the Ajuve Arbitration Fee shall be borne by the Initiating Party. Subject to the Ajuve Arbitration decision, such Ajuve Arbitration Fee may be recoverable. Any award in such Ajuve Arbitration will be final and binding upon the parties and judgment thereon may be entered in any court of competent jurisdiction. Ajuve will provide us with a copy of the final award or decision and we will comply with Ajuve’s final award or decision. The parties may resolve the Dispute at any time by both parties approving a Payment Transaction in favour of either the Initiating Party or Responding Party (as the case may be). We shall not release any disputed Funds until the Dispute is resolved by:
- Funds remain in the Trustap Hold Account;
- The Buyer believes that the Seller has failed to comply with their obligations in relation to the Transaction.
This paragraph shall take precedence over any dispute resolution clause contained in any other agreement that governs the Transaction. If you are a consumer in the Transaction: Notwithstanding paragraphs 9.7 to 9.13, you have the right to refuse to participate in arbitration. You are not bound by any decision by Ajuve. Furthermore, nothing in these Terms (including this paragraph 9) prevents you from commencing proceedings in any court of competent jurisdiction. We will not release any Disputed Funds pursuant to paragraph 9.14(b) without your explicit consent.
- A joint instruction by the parties agreeing to release the disputed Funds;
- An Ajuve Arbitration order to release the Funds held as part of the Transaction.
10 COMPLAINTS AND ADR
If you are not satisfied with the Services, tell us first by contacting us on help@Trustap.com so we can try to resolve the issue. We will promptly send you a complaint acknowledgement and a copy of our Complaints Procedure. You may also request a copy of our Complaints Procedure at any time. Details of our Complaints Procedure can also be found on the Platform in the FAQ’s section. You agree to cooperate with us and provide the necessary information for us to investigate and resolve the complaint as quickly as possible. We will investigate all complaints fairly and will attempt to resolve any complaint as promptly as possible in accordance with our regulatory obligations. You may receive a summary resolution from us where we are able to provide an agreed resolution within 3 Business Days from the complaint, or in all other cases you will receive our final response within 8 weeks from receipt of the complaint. We are a “trader” for the purposes of national legislation implementing Directive 2013/11/EU (ADR Law) and an “online trader” for the purposes of Regulation (EU) No 524/2013 and national implementing legislation (ODR Law). The FOS is the only “ADR entity” that we are legally obliged and committed to use in order to resolve disputes with consumers for the purposes of ADR Law. We do not agree to resolve disputes with consumers using any other ADR entity or similar entity. The European Commission’s online dispute resolution (ODR) platform is at: https://ec.europa.eu/consumers/odr/main/index.cfm?event=main.adr.show. The ODR platform could be used to resolve disputes between us and consumers. However, as Stripe are the authorised payment institution and we are acting on their behalf, all complaints should be directed in the first instance to us and if necessary to the FOS pursuant to paragraphs 10.1 to 10.3. We do not agree to resolve disputes with consumers using any other ADR entity or similar entity for the purposes of ODR Law.
12 Force Majeure
We are not liable for any breach of the Terms where the breach is due to abnormal and unforeseeable circumstances beyond our control, the consequences of which would have been unavoidable despite all effects to the contrary, nor are we liable where the breach is due to our legal obligations.
Questions - If you have any questions regarding these Terms, please look at our FAQ’s
section or if you cannot find an answer to your question, please contact us by email at
help@Trustap.com. Duration - The Terms are a framework contract of indefinite duration for the purposes of the Payment Services Regulations 2009. Assignment - We may assign or otherwise transfer our rights under these Terms by giving you two months’ written notice. You may not assign or otherwise transfer your rights under these Terms without our prior written consent. Changes - We will notify you of any change to the Terms via the Platform and by email two months in advance. You will be deemed to have accepted the change if you do not notify us otherwise prior to the date the change takes effect and continue to use the Services. If you do not accept the change, the Terms will terminate at the end of the two-month notice. You may also end the Terms immediately and free of charge before the expiry of the two-month notice. Copies of the most up-to-date version of the Terms will be made available on the Platform at all times. Severability - Any provision of these Terms, which is invalid or unenforceable in any jurisdiction, is, as to that jurisdiction, ineffective to the extent of the invalidity or unenforceability without affecting the remaining provisions of these Terms or affecting the validity or enforceability of that provision in any other jurisdiction. The parties will negotiate in good faith to replace any such provision with a provision which is valid and enforceable and consistent with the intention of these Terms, so far as is reasonably practicable. These Terms form part of an ecommerce transaction and the parties agree that these Terms shall be accepted electronically and the agreement to these Terms is formed and validly entered into electronically. Governing Law - The Terms, and your relationship with us arising out of or relating to the Terms, will be governed by Irish law. However, if you are a consumer and resident outside Ireland, the law governing the Terms will be deemed to include any such consumer laws of the jurisdiction in which you reside (“Home Jurisdiction”) that provide greater consumer protection than is available under Irish law. Jurisdiction - All disputes arising out of or relating to the Terms shall be subject to the exclusive jurisdiction of the Irish courts. However, if you are a consumer and resident outside Ireland, you may petition the courts of your Home Jurisdiction in addition to the Irish courts.