Terms and Conditions

UAB NANDI FINANCE

GENERAL TERMS AND CONDITIONS

Effective as of 30^th of July 2020

TABLE OF CONTENTS

General provisions
Definitions
Establishment of the business relationship. client identification
Signature of the client
Requirements for provided documents
Online provision of electronic services
Price of the services of the institution and settlement procedure
Opening of the account. terms and conditions of issuance and redemption of electronic money
Usage of institution’s accounts
Moment of receipt of the payment order, requirements applicable to the payment order and refusal to execute the payment order
Prohibited activities
Sending of notices of the parties, communicating and consulting of clients
Amendments to the terms and conditions
Suspension of provision of the services. termination of the terms and conditions (cancellation of the account)
Liability of the parties
Disputes between the client and the institution
Final provisions

GENERAL PROVISIONS
1. The relationship between UAB Nandi Finance (“Institution”) and its Clients (as they are defined below) shall be regulated by these general terms and conditions on provision of Services (as they are defined below) of the Institution (“Terms and Conditions”), the contracts concerning the provisions of specific services between the Institution and its Clients, agreements, rules, laws and other legal acts of the Republic of Lithuania. The Terms and Conditions shall be applicable to the Clients of the Institution irrespective of the services of Institution used by the Client.
2. Information about the Institution
  1. General details. The Service provider is UAB Nandi Finance (legal entity’s code 305138937, registered address A. Tumėno st. 4, Vilnius, the Republic of Lithuania, an electronic money institution acting under the electronic money license No. 64 issued by the Bank of Lithuania on 28 February 2020. Useful information about the Institution can be found here: https://www.nandipay.com/. Activities of the Institution are supervised by the Bank of Lithuania (address Totorių st. 4, LT-01121 Vilnius, Email info@lb.lt (internet website: www.lb.lt), Žalgirio st. 90, LT-09303 Vilnius, E-mail: pt@lb.lt (internet website: www.lb.lt)).
  2. Contact details:
    1. Phone: +370 670 83444;
    2. E-mail: info@nandipay.com;
    3. Address for correspondence: A. Tumėno st. 4, LT- 01109, Vilnius, the Republic of Lithuania.
3. Please carefully read these Terms and Conditions. These Terms and Conditions shall be an important document which must be thoroughly examined by the Client before submitting an application for opening an account in the Institution and using other services. The Client is also advised to print or download and keep a copy of the Terms and Conditions for the future reference.
4. The provisions of the Service Agreements whereby the Client and the Institution agree on the use of the respective services set out in the contracts shall take precedence over the provisions of the Terms and Conditions. If the identity of the Client must be additionally authenticated for provision of newly chosen services and additional documents must be provided, the newly chosen services shall be provided to the Client only upon performance of the actions specified by the Institution and signature of the respective Service Agreements by the Client.
5. These Terms and Conditions are concluded in English language that together with Lithuanian language will be the main communication languages between the parties (the Institution and its Client) (unless provided otherwise).
6. The Terms and Conditions shall come into force after the Client submits an Application to the Institution, familiarises with the rules of the Terms and Conditions and expresses his consent to comply with them and shall be valid for an indefinite period.
7. Client has a right to get these Terms and Conditions on durable medium at any time. If a Client wishes to receive them printed on paper, additional Fees might be applied.
DEFINITIONS
1. Account – shall mean an electronic money and payment account opened by the Institution on behalf of the Client to which the Client can deposit/transfer funds and store them, execute fund transfers and other payment transactions allowed by the Institution. Account can be opened with or without individual IBAN.
2. Application – shall mean the Client questionnaire which needs to be submitted by the Client to the Institution as a way of expressing the will to open an Account and enter into the business relationship with an Institution.
3. Beneficial Owner – shall mean any natural person who owns the Client (a legal person or a foreign undertaking) or controls the Client, and (or) the natural person on whose behalf a transaction or activity is being conducted. The Beneficial Owner shall include:
  1. in case of a legal person: (i) the natural person who owns or manages the legal person through direct or indirect ownership of a sufficient percentage of the shares or voting rights in that legal person, including though bearer shareholdings, or through control via other means, other than public limited liability companies whose securities are traded on regulated markets that are subject to disclosure requirements consistent with the EU legislation or subject to equivalent international standards. A shareholding of 25 % plus one share or an ownership interest of more than 25 % in the client held by a natural person shall be an indication of direct ownership. A shareholding of 25 % plus one share or an ownership interest of more than 25 % in the client held by an undertaking, which is under the control of a natural person(s), or by multiple undertakings, which are under the control of the same natural person(s), shall be an indication of indirect ownership; or (ii) the natural person who holds the position of senior managing official if no person under sub-point (i) is identified or if there is any doubt that the person identified is the Beneficial Owner;
  2. in case of a trust: (i) the settlor; (ii) the trustee; (iii) the protector, if any; (iv) the natural person benefiting from the legal person or entity not having legal personality, or where such a person has yet to be determined, the group of persons in whose main interest that legal person or entity not having legal personality are setup or operate; (v) any other natural person exercising ultimate control over the trust by means of direct or indirect ownership or by other means;
  3. in the case of a legal person which administers and distributes funds, an entity similar to a trust – the natural person holding an equivalent position to that referred to in paragraph 2.3.2 of this definition.
4. Business Day – shall mean any day other than Saturday or Sunday or a public holiday in the Republic of Lithuania. The Institution keeps the right to inform the Client in advance about other days that are not Business Days.
5. Business Relationship – shall mean a business, professional or commercial relationship between the Client and the Institution which is connected to their professional activities and which is expected, at the time when the contact is established, to have an element of duration.
6. Client – shall mean a natural or legal person that is contracting with the Institution for the provision of its Services.
7. Client Account – shall mean the result of the registration in the System (as defined below) during which the data of a person is recorded, the System username is assigned to him and his rights in the System are defined. Client Account is used to access Accounts and use Institution’s Services.
8. Electronic Money – shall mean electronically stored monetary value which is issued on receipt of funds from Client deposited/transferred to the Account managed by the Institution on behalf of the Client for the purpose of making payments.
9. EEA – the European Economic Area.
10. EU – the European Union.
11. Fees – shall mean the charges payable by the Client to the Institution for the Services (as defined below). Fees can be found on the Institution’s website www.nandipay.com or can be agreed upon by the Client and the Institution individually.
12. Institution – UAB Nandi Finance.
13. Party – shall mean either the Institution or the Client.
14. Payer – shall mean a natural or legal person submitting a Payment Order (as defined below in the paragraph 2.16).
15. Payment Instrument – shall mean any personalised device and (or) set of procedures agreed between the Client and the Institution and used by the Client (Payer) to initiate the Payment Order.
16. Payment Order – shall mean an order (payment transfer) from the Payer to the provider of payment services to execute a Payment Transaction.
17. Payment Transaction – a money transfer initiated by the Payer.
18. Recipient – shall mean a natural or legal person indicated in the Payment Order as a recipient of the payment initiated by the Payer.
19. SEPA – the Single Euro Payments Area.
20. Service – shall mean the payment services and other services provided by the Institution as described in these Terms and Conditions and its annexes.
21. Service Agreement – shall mean an agreement on provision of the Services between the Institution and the Client, including the Payment Account Agreement, Electronic Service Provision Agreement and other agreements for provision of separate Services provided by the Institution and any other transaction on the basis of which the relationship between the Client and the Institution has arisen, changed or expired, which establishes the terms and conditions of provision of Services and is integral part of Terms and Conditions (irrespective of whether this is established in the specific agreements).
22. System – shall mean the Institution’s online payment platform that is used to provide Services for the Client.
23. Terms and Conditions – has a meaning specified in the paragraph 1.1.
24. Unique Identifier – shall mean a combination of letters, numbers or symbols to be provided by the Payer to the Institution to identify unambiguously the Recipient and/or the payment account of the Recipient for a Payment Transaction.
25. Website – shall mean the Institution’s website accessible via link provided in the paragraph 1.2.1 of these Terms and Conditions.
26. Member State – means a Member State of the European Union as well as a state of the European Economic Area.
ESTABLISHMENT OF THE BUSINESS RELATIONSHIP. CLIENT IDENTIFICATION
1. In order to start using the Services of the Institution, the Client shall submit to the Institution an Application for opening of an Account as well as the required documents and carry out identification of the Client, his representative (where applicable) and the Beneficial Owner.
2. The Institution shall be entitled to dismiss an Application of a new Client without specifying any reasons; nevertheless, such dismissal must always be justified by substantive reasons which may not be disclosed to the Client by the Institution.
3. The Client shall confirm that at the moment of submission of the Application he provided correct data about himself and that later, when the provided data will be changed, he shall immediately, but no later than within 3 (three) Business days provide the correct data. Any losses arising out of provision of false data shall fall within the Client.
4. In the cases and under the procedure provided for in the Terms and Conditions or the System, the Client shall confirm the Client Account, the provision of the new Service or a part of the Service, carry out identification of the Client so that the Institution could commence or continue provision of the Services.
5. Before establishing the Business Relationship with the Client, the Institution shall establish the identity of the Client, the Beneficial Owner and the representative (where applicable) in accordance with the Terms and Conditions, the procedure for the prevention of money laundering and terrorist financing of the Institution and its annexes, the laws and other legal acts of the Republic of Lithuania. The Institution shall be entitled to request that the Client repeatedly carried out the identification procedure where the Client has already been identified.
6. The Institution shall establish the identity of the Client and the representative thereof remotely or not remotely. The Client shall agree that for the purposes of remote identification of the Client or the representative thereof the Institution shall be entitled to use the services of its partners.
7. The Institution shall be entitled to request for such data and/or documents on the basis of which the Client could be identified and/or relevant information on the Client required for proper provision of the Services of the Institution could be obtained. The Client shall agree to provide all necessary information, data and documents required for establishing the identity of the Client, the origin of the funds or assets. The specific data and/or documents to be provided shall be indicated in the notice of the necessity for performance of the authentication procedure addressed to the Client.
8. The Institution shall reserve the right to obtain information, data or documents provided for identification of the Client and the representative thereof or verify the authenticity of such information, data or documents in the databases operated by third parties. The costs incurred by the Institution at the moment of such receipt or verification, upon request of the Institution, shall be covered by the Client if the Client accepts this during the identification process.
9. The Institution shall reserve the right to close or restrict the Client’s Account if the Client does not satisfy the requirements set forth in paragraph 3.7 hereof or the Institution cannot verify the authenticity of information, data or documents provided for the purposes of identification of the Client or the representative thereof.
10. The Institution shall establish the identity of the Client or a representative thereof as follows:
  1. in the case of a natural person, according to valid identity document with a photograph, signature, name and surname, personal identification number and/or date of birth (if available, personal identification number or any other unique sequence of symbols assigned to the person intended for the identification of the person), number of the document, citizenship and other data evidencing the identity of the Client;
  2. in the case of a legal person, according to the documents of incorporation, an extract from the Register of Legal Entities stating its name, legal form, place of registration and registered office, legal entity identification number (legal entity registration number or another code assigned in the Register of Legal Entities), the law applicable to the legal person and according to other documents and data supporting the identity of the legal person;
  3. in cases where the Client requests for information on his Client Account and/or the funds in the account or performed Payment Transactions, entered into contracts or other services received or to be received by phone or e-mail, according to the Client’s personal identity data indicated in the agreements between the Institution and the Client, the details of such agreements, the identity validation tools or according to other data known to both Parties;
  4. in case where the Client uses the System, his identity shall be established and the Client’s Payment Order shall be approved according to the identity validation tools issued by the Client and/or known only to the Client and to the Institution. Thus, the approved documents or Payment Orders shall be deemed to be equivalent to the documents signed by the Client in terms of their legal force.
11. The Institution shall be entitled to refuse to accept from the Client any personal identity documents which, in the opinion of the Institution, are easy to forge or documents which do not contain sufficient data for identification of the person.
12. A legal representative of the Client having appropriate powers shall be entitled to enter into transactions in the name of the Client using the funds and other assets held at the Institution, use, operate and dispose of such assets without the participation of the Client. The legal person shall carry out all actions through its manager or other duly authorised representatives.
13. The Client’s representative shall be entitled to represent the Client if the representative provides the Institution with a document evidencing the granted powers (contract, power of attorney etc.). The document evidencing the powers shall meet the requirements of form and content established in the laws and other legal acts.
14. For the purposes of fulfilment of its duty to identify the Beneficial Owner, the Institution shall be entitled to request the Client to provide a valid list of shareholders of the legal person represented by him, information on the management structure and other documents. When providing the aforementioned documents the Client shall be obliged to certify that they are relevant and accurate and that the specified shareholders hold shares not in their own name, but in the name of third parties (and if so, the afore-mentioned circumstances must be additionally indicated specifying the third parties who actually hold the shares).
15. The Institution shall be entitled to request that the Client, i.e. a natural person, carried out the actions by himself and not through his representative. Such requirement of the Institution may be set for substantive reasons (where the Institution has contradictory information on the Client’s representative or his intentions or where the representative’s behaviour raises reasonable doubts about proper representation to the employees of the Institution) with a view to protecting the legitimate interests of the Client and/or the Institution.
16. The Institution shall accept only such documents evidencing the powers of the Client’s representatives submitted to it which clearly and unequivocally specify the Client, the Client’s representative and the powers conferred upon the Client’s representative. The Institution shall be entitled to refuse to accept the documents not meeting the conditions set out in this paragraph.
17. The Institution shall be entitled not to satisfy the requests of the Client’s representative and/or not to execute the Payment Orders on a temporary basis with a view to verifying the documents evidencing the powers of the Client’s representative.
18. The Institution shall have the right to request from the Client additional information and/or documents related to the Client or the operations performed by him, and to request the Client to fill in and periodically update the Know Your Client Questionnaire. All documents and information shall be drawn up and provided at the expense of the Client. If the Client fails to provide additional information and/or documents within the time limit specified by the Institution, the Institution shall be entitled to fully or partially suspend provision of the Services provided to the Client.
SIGNATURE OF THE CLIENT
1. The agreements concluded in the name of the Client, the requests, Payment Orders and other documents submitted by the Client shall be signed by the Client or his representative and, where the Client is a legal person, endorsed with a seal if the Client (legal person) must have the seal.
2. The Institution shall be entitled to request that the Client or his representative signed the documents in the presence of an employee of the Institution. In cases where the documents are not signed in the presence of an employee of the Institution, the Institution shall be entitled to request that the signatures of the Client or his representative in the document were attested by a notary.
3. Where the Client uses electronic channels and/or Payment Instruments, the requests, applications, agreements, Payment Orders, other different documents to be signed which are provided by the Client to the Institution were endorsed by one or several identity validation tools identifying the Client specified by the Institution. The documents and Payment Order endorsed by the aforementioned identity validation tools shall be deemed to be of the same legal force as the documents bearing a hand-written signature and, in case of legal persons, as the Client’s documents endorsed by the seal and shall be accepted as means of evidence in adjudication of disputes between the Institution and the Client before courts and other institutions.
4. The Client shall agree that the identity validation tools specified and approved at the moment of identification of the Client (e-mail address, telephone number, etc.) may be separately and collectively used for signature of the agreements and other documents between the Client and the Institution; the documents signed in this way shall be deemed to be of the same legal force as the documents bearing a hand-written signature and shall be accepted as means of evidence in adjudication of disputes between the Institution and the Client before courts and other institutions.
REQUIREMENTS FOR PROVIDED DOCUMENTS
1. For the purposes of conclusion, performance and termination of agreements, the Client shall be obliged to submit the original documents specified by the Institution or copies of the documents certified by a notary unless otherwise specified by the Institution.
2. In case of establishing the Client’s identity in a remote manner, the authenticity of the documents submitted by the Client electronically shall be verified. Documents shall be verified when the Institution attests authenticity of the documents on the basis of the received original documents or copies of the documents certified by a notary submitted by the Client or when the Institution receives extracts from the respective acceptable registers where the data in such extracts correspond to the data in the documents submitted by the Client.
3. The Institution shall assume that the documents submitted by the Client are authentic, true, valid and correct. If the Institution has reasonable doubts about the authenticity or correctness of the documents provided by the Client (for example, the Client furnishes the Institution with documents not meeting the requirements established in the legal acts and/or by the Institution), the Institution shall be entitled not to fulfil the requests/orders provided by the Client and/or request that the Client provided additional documents.
4. If the documents provided by the Institution are executed abroad, the Institution shall be entitled to request that they were certified by Apostille or legalised under the procedure established in the legal acts, except for the cases where the international treaties concluded between the Republic of Lithuania and the respective foreign country provide for otherwise.
5. The documents provided by the Institution shall be drawn up in the Lithuanian, English language or any other language acceptable to the Institution. If the documents provided to the Institution are drawn up in a foreign language, the Institution shall be entitled to request that they were translated into the Lithuanian, English language and/or another language indicated by the Institution, the translation was signed by the translator and the authenticity of the signature was attested by a notary.
6. Having accepted the documents drawn up in a foreign language from the Client, if necessary, the Institution shall be entitled to organise translation of the documents into the Lithuanian or English language and the Client must indemnify the Institution against the incurred costs.
7. All costs of drawing up, delivery, approval and translation of the Client’s documents provided to the Institution shall be borne by the Client.
8. The Institution shall be entitled to keep and store the copies of the documents certified by a notary provided by the Client and, if possible, the original documents provided by the Client. If the Institution fails to keep the original documents provided by the Client or copies of the documents certified by a notary, the Institution shall be entitled to make and store copies of the Client’s documents provided to it.
ONLINE PROVISION OF ELECTRONIC SERVICES
1. The Client shall be enabled to place orders by electronic computerised communication tools and, thus, manage the funds in the Account; to this end, the Client Account shall be created for the Client in the System and the Electronic Service Provision Agreement shall be signed.
2. The Client Account shall be personal and only the holder, i.e. the Client, shall be entitled to use it (login to it). When the Institution registers the Client in the System and creates the Client Account, the Account which is operated in accordance with the principle described in Section 8 and Section 9 hereof shall be automatically assigned to him.
PRICE OF THE SERVICES OF THE INSTITUTION AND SETTLEMENT PROCEDURE
1. In consideration for Services provided by the Institution, the Client shall pay to the Institution a commission fee in amount fixed by the Institution. The Client shall certify that he/she has carefully familiarised himself with the Fees of Services applicable to the Client and relevant to him.
2. If the Institution reduces the Fees of provision of the Services, the changed Fees shall be applicable to the Client irrespective of whether the Client was notified thereof or not but only if the Fees have not been changed in the manner stated in Section 13 hereof.
3. Fees will be specified to the potential Client when a request to open the Account at the Institution is approved by the Institution or otherwise agreed with a potential Client. All the fees will be sent to the potential Client via e-mail and the Account will be opened only after the potential Client agrees with applicable Fees.
4. The Fees will be deducted from the Client’s Account in accordance with the Fee payment schedule provided by us.
5. Account maintenance fee is charged on a monthly basis.
6. The Account maintenance fee is paid in Euros.
7. The Client shall be obliged to ensure that an amount of money sufficient for payment/deduction of the Account maintenance fee is on the Account. If there is an insufficient amount of funds in Euros to pay the Account maintenance fee, the Institution has a right to exchange money in the Account in another currency to Euros by applying the Institution’s exchange rate. The Institution will apply exchange rates based on market rates quoted on the System. The exchange rates can change in real time to due to market conditions.
8. Payment Transaction of the Client may be subject to conversions. If the Client makes payment from his/her Account denominated in one currency to an account denominated in another currency, the Client could be subject to a conversion. For every currency conversion, the Institution will apply the current wholesale exchange rates which are updated regularly. The applied exchange rate will be provided to the Client before the confirmation of the Payment Transaction. The Institution shall not be liable to provide an exchange rate in case when the Client receives a payment in currency other than his/her Account is denominated held within Institution. In such case the payment amount will be converted according to a currency rate valid at the payment receipt date.
9. The Institution shall have the right to deduct the Fees from the Account of the Client. By accepting these Terms and Conditions, the Client authorises the Institution to deduct such Fee from the Account of the Client. Unless otherwise agreed between the Parties, Payment Transaction Fee will be charged when the respective Payment Transaction is executed. If the Account balance is insufficient to cover the Fees, the Client agrees that the Fee for the executed Payment transaction or rendered Services will be deducted on any other day when the balance of the Client’s Account is sufficient.
10. If the deduction of the Fees results in a negative Account balance, the Client will be required to repay such negative balance by transferring sufficient funds into his/her Account. Failure to do so is considered to be a breach of these Terms and Conditions and will result in applying a late payment interest of 0.05 % of the overdue amount per day. Repayment of the negative balance is due immediately without a notice. However, the Institution reserves a right at any time to send reminders that the Client needs to upload funds. The Institution reserves a right to charge the Client expenses the Institution has reasonably incurred in connection with any debt collection or enforcement efforts. The Client agrees, and the Institution is entitled to deduct the Fees from other accounts of the Client at the Institution.
OPENING OF THE ACCOUNT. TERMS AND CONDITIONS OF ISSUANCE AND REDEMPTION OF ELECTRONIC MONEY
1. An Account shall be opened for the Client for an indefinite period of time.
2. When applying for an IBAN account, an initial transfer may be required for the Client’s Application to be reviewed. The Institution may apply such fee only in certain cases and the Client will be informed about such fee before Application processing. The Application processing fee will be deducted from the initial transfer and the remaining funds will be made available in the Account. The Application processing fee or no fee is determined by the type of IBAN account the Client has applied for and the personal or business category he has been assigned by the Institution.
3. In order to activate the Client Account, the advance payment for the Account maintenance fee may be applied. The amount of said advance payment will be specified in the Fee schedule. Where the advance payment is applied, the Account maintenance fee applicable to the Client will be deducted from the transferred advance payment at the end of each month.
4. The Account shall enable the Clients to transfer and hold money intended for transfers on the Account, carry out local and international money transfers, receive money to the Account, pay for goods and services and perform other operations directly related to money transfers. Aforementioned services can be provided only within a scope of the Services actually provided by the Institution.
5. The Client’s money held on the Account shall be considered as Electronic Money which the Institution issues after the Clients transfers money to his Account. After the Client transfers money to the Account, having received the money, the Institution shall credit it in the Client’s account, thus, issuing Electronic Money at the nominal value. The aforementioned Electronic Money shall be attributed to the Client and held on the Client’s Account.
6. The nominal value of electronic money shall correspond to the value of the amount of the money transferred to the Account (less the standard commission fee applicable to the specific payment method).
7. The Electronic Money held on the Account shall not constitute a deposit and the Institution shall not, in any circumstances, pay any interest for the Electronic Money held on the Account and shall not provide any other benefits associated with the period of time for which the Electronic Money is held.
8. At the Client’s request, the Electronic Money held on the Client’s Account may at any time be redeemed at its nominal value.
9. The Client shall express his request for redemption of Electronic Money by generating a Payment Order for transfer of the Electronic Money from his Account to any other account specified by the Client or withdrawal of the Electronic Money from his Account by other methods supported by the Institution and indicated in the System. The Institution shall have the right to apply limitations for redemption of Electronic Money which are provided for in other internal acts of the Institution made available on the Website.
10. No specific conditions for redemption of Electronic Money which would differ from the standard conditions for transfers and other Payment Transactions performed on the Account shall be applied. The amount of redeemed/transferred Electronic Money shall be chosen by the Client.
11. No additional fee for redemption of Electronic Money shall be charged. In the event of redemption of Electronic Money, the Client shall pay the usual commission fee for the effected money transfer which shall depend on the method of transfer of Electronic Money chosen by the Client. Standard Commission for transfer of money shall be applicable.
12. If the Client terminates the Service Agreement and applies with the request for closing his Account and cancellation of his Client Account in the System, or if the Institution terminates provision of the Account Service to the Client and cancels the Client Account in the System in the cases provided for in the Service Agreement, the money held on the Client’s Account shall be transferred to the bank account or the electronic payment account in another system indicated by the Client. The Institution shall have the right to deduct the amounts due to the Institution (the commission fee for provision of Services due to the Institution and costs including, but not limited to fines and indemnification of losses incurred by the Institution as a result of a breach of the Service Agreement committed by the Client) from such repaid money. In the event of a dispute between the Institution and the Client, the Institution shall be entitled to retain the money which is the subject of the dispute till the dispute is solved.
13. If the Institution fails to repay the money to the Client due to reasons beyond control of the Institution, the Client shall be notified thereof. The Client shall immediately indicate another account or provide additional information necessary for repayment of the money (effecting of a payment).
USAGE OF INSTITUTION’S ACCOUNTS
1. When an Account is opened for the Client, the Client Account shall be automatically created for the Client and the level of use of the services (limits of the Transactions) shall be set as specified by the Client in the Special Part of the Electronic Service Provision Agreement.
2. The Client shall be entitled to manage the Account by electronic computerised communication tools by logging in to the Client Account with his login name, the password and confirming by the one-time password received by SMS or other second factor authentication method.
3. The payment transfers from the Client’s Account may be made:
  1. to another Client of the System;
  2. to the bank accounts of Lithuania, EU and foreign countries (a. except for the foreign countries to which payment transfers cannot and/or is forbidden be made; b. depending on a scope of the Services actually provided by the Institution);
  3. to the accounts of other electronic settlement systems indicated in the System.
4. Within a scope of the Services actually provided by the Institution, money on the Account may be held in multiple currencies. The Client who holds money on the Account in several currencies shall assume the risk of depreciation of the money on the Account due to exchange rate developments.
5. If no Payment Transaction is performed in the Client’s Account for more than 6 months, the Institution may charge a fee for support of the inactive Account which is specified in the Fee schedule. Money transfers from the Account of the Client to a bank account or an electronic payment account in other systems belonging to the Client and money transfers from a bank account, card or another electronic payment system to the Account may be subject to the rates of the respective services set by the bank or such system.
6. The list of banks and electronic payment systems to which money transfers can be made as well as the commission fee applicable for transfers and transfer terms shall be made available on the Website or shall be provided individually directly to the Client.
7. The price of the Services shall be deducted from the money held on the Client’s Account. If the amount of money on the Client’s Account is lower than the amount of the Payment Order and the price of the Service, the payment shall not be effected.
8. When a transfer other than a SEPA transfer is performed and the Client transfers money from his Account to accounts opened in banks or other electronic payment institutions, the Institution may be indicated as the Payer. Alongside with the payment transfer the Recipient shall be given the following information which in dependent on technical capacity can be transferred in one or several of the following ways:
  1. detailed information about the Payer-Client is given in the field of the primary Payer if such system is supported by the relevant e-banking or payment system;
  2. detailed information about the Payer-Client is given in the field of payment purpose.
9. If the Client indicates false data (Unique identifier) of the Recipient, but the Payment Order with such provided data is effected (e.g. the Client indicates a wrong account number which belongs to a person other than the intended Recipient), the Institution shall be deemed to have properly fulfilled its obligations and shall not repay the transferred amount to the Client, however the Institution must make all reasonable efforts to trace the payment transaction and must seek to recover the funds involved in the payment transaction.
10. The Client shall be obliged to effect Payment Orders precisely according to the instructions indicated in the System. If the Client makes an invalid transfer, invalid account crediting or indicates invalid payment transfer data and requests to revise the payment, additional fees indicated in the System shall be charged.
11. If the Client notices that some money not belonging to him was transferred to his Account, he shall be obliged to immediately notify the Institution. The Client shall not be entitled to dispose of the money not belonging to him and transferred to him by mistake. If money is credited in the Client’s Account by mistake or in other cases devoid of legal basis, The Institution shall be entitled and, in such cases, the Client shall give his irrevocable consent to debit such money from his Account without the Client’s instruction. If the amount of money on the Client’s Account is insufficient for debiting the money credited by mistake, the Client unconditionally commits to repay the money credited in the Account by mistake within 3 (three) Business Days from receipt of the request from the Institution.
12. The Client shall be entitled to increase the limits of the payment transfers from the Account. The Client shall be entitled to establish the limits at his own discretion and choose the limits applicable for him by logging in to his Client Account; nevertheless, the Institution shall be entitled to limit the amount of the limits.
13. The Client shall be entitled to check the outstanding balance and history on his Account by logging in to the Client Account where he may find information on all charged commission fees and other amounts debited from the Account during the chosen period of time.
14. The Service Agreement of services between the Client and the Institution establishes general daily limits, monthly limits or other specified limits that can be changed (increased or reduced) upon request of the Client, upon submission of such request by the System (request to change transaction limits in the System). Limits set by the Client upon request may not exceed the maximum allowed limits.
15. The additional transaction confirmation limit is a separate service at the Client’s request and at the risk of the Client. An additional transaction confirmation limit may be applied at the request of the Client, when the requested transaction limit exceeds the maximum limits set for the Payment Orders submitted. Such additional operations validation limit may be established for a period not shorter than the end of the Business Day following the submission of the Payment Order and after the expiry of this Term, the limits of the operations must be changed to the previously existing operating limits.
16. The Client shall ensure that:
  1. The source of incoming money transferred to his Account is legal;
  2. The Client shall not use the services provided by the Institution for any illegal purposes including the Client’s commitment not to perform any actions and operations in order to legalise money received from criminal or illegal activities.
17. The Client may manage the Account and perform Payment Transactions from the Account by electronic computerised communication tools, by logging in to the Account.
18. The Client’s confirmations, orders, requests, notifications and other actions performed on the websites of third persons or in other places by logging in to his Account and, thus, identifying himself shall be deemed to be equivalent to conclusion of a transaction endorsed by an electronic signature.
19. Management of the Account by electronic computerised communication tools:
  1. in order to execute a Payment Transaction by computerised electronic means of communication, the Client shall be obliged to fill in a Payment Order in the System and provide it for execution confirming his consent to execution of the Payment Order by a onetime password received by SMS or other second factor authentication method;
  2. submission of a Payment Order in the System shall mean the Client’s consent to carry out the Payment Transaction and cannot be cancelled (cancellation of the payment shall be possible only in exceptional cases; nevertheless, the Institution shall not be held liable if cancellation of the Payment Order has failed). The Institution shall charge an additional fee for cancellation of the payment set in the rates. Information on execution of the payment shall be available in the Client’s Account.
  3. When filling in the Payment Order online, the Client shall be entitled to enter a future date. If on the indicated date the amount of money on the Client’s Account is sufficient, the Payment Order shall be effected. A transfer to another Account shall be effected at the beginning of the specified day (00:00 AM according to the time zone of the server GMT+2). A transfer to a bank account shall be effected within the time limits specified in the System.
  4. If the Payment Order is filled in incorrectly, the payment shall not be effected unless, in exceptional cases, the Institution corrects the details of the Payment Order and effects it under the normal procedure on its own initiative after revising the details of the transfer or having sufficient data to make an independent decision on the correctness of the content of the information.
  5. If the amount of money on the Client’s Account is insufficient for effecting the payment, the payment shall not be effected; however, the System shall attempt to effect the Payment Order for 5 (five) days following the receipt of the Payment Order. If during the aforementioned period the amount of money on the Account is not sufficient for execution of the Payment Order, the Payment Order shall be cancelled and no longer executed. If the amount of money on the Client’s Account is insufficient in one currency, but there is a sufficient amount of money in another currency, the payment shall not be effected until the Client converts the other currency into the currency of the payment.
  6. When filling in a Payment Order online the Client shall be entitled to establish the feature defining the conditions of execution of the Payment Order such as waiting for incoming money into the Account before stating executing the Payment Order.
MOMENT OF RECEIPT OF THE PAYMENT ORDER, REQUIREMENTS APPLICABLE TO THE PAYMENT ORDER AND REFUSAL TO EXECUTE THE PAYMENT ORDER
1. When the Client is the Payer, the Payment Order shall be deemed to be received by the Institution (the time limit for execution of the Payment Order shall start to run) on the day of receipt thereof reception, or, if the moment of receipt of the Payment Order is not a Business Day, the Payment Order shall be deemed to be received on the next Business Day.
2. The Payment Order which is received by the Institution on a Business Day outside the hour set by the Institution shall be deemed to be received on the next Business Day.
3. Payment Orders within the System shall be executed without delay (within a few minutes unless the Payment Transaction is suspended in cases set forth by applicable legal acts and the Service Agreement) irrespective of the business hours of the Institution.
4. The Institution shall be entitled to record and store any Payment Orders placed in any of the methods agreed on with the Institution and to record and store information on all Payment Transactions performed by the Client or according to the Payment Orders of the Client. The records mentioned in this paragraph may be presented by the Institution to the Client and/or third persons as evidence confirming the submitted Payment Orders and/or executed Payment Transactions.
5. The Payment Orders submitted by the Client shall meet the requirements for submission of such Payment Order and/or content of the Payment Order set forth in the legal acts or established by the Institution. The Payment Orders submitted by the Client shall be clearly, unambiguously worded, executable, contain the will clearly expressed by the Client. The Institution shall not be held liable for errors, inaccuracies, repetitions and/or contradictions in the Payment Orders submitted by the Client including but not limited to correctness of the details of the Payment Order submitted by the Client. If the Payment Order submitted by the Client does not contain sufficient data or contains inaccuracies, The Institution shall be entitled to refuse to execute such Payment Order or execute it according to the data given in the Payment Order irrespective of the nature of the inaccuracies in the Payment Order.
6. The Institution shall have the right to refuse to execute a submitted Payment Order if there are reasonable doubts that the Payment Order has been submitted not by the Client or an authorised representative of the Client, or the documents provided to the Institution are forged. If the Institution has reasonable doubts that the Payment Order has been submitted not by the Client or an authorised representative of the Client or that the documents submitted to the Institution are forged or doubts as to the legitimacy or content of the submitted Payment Order, the Institution shall have the right to demand that the Client additionally confirmed the submitted Payment Order and/or furnished the Institution with the documents evidencing the right of the persons to manage the money held on the Account or other documents indicated by the Institution by a method acceptable to the Institution at his own expense. In the cases mentioned in this paragraph, the Institution shall act with a view to protecting the legitimate interests of the Client, the Institution and/or other persons; thus, the Institution does not assume responsibility for the losses which may arise due to refusal to execute the submitted Payment order
7. The Client shall ensure a sufficient amount of money on his respective Account required for execution of the Payment Order of the Client.
8. Before executing the Payment Order submitted by the Client, the Institution shall have the right to request the Client to provide documents evidencing the legal source of money or other information or documents related to execution of the Payment Order. If the Client fails to provide such documents, the Institution shall be entitled to refuse to execute the Payment Order of the Client.
9. The execution of the Client’s Payment Order may be fully or partially transferred to third parties if it is required by the interest of the Client and/or the substance of execution of the Payment Order. The Institution shall be entitled to suspend and/or cancel execution of the Payment Order submitted by the Client if this is required by applicable legal acts or due to other reasons beyond the control of the Institution.
10. If the Institution refuses to execute the Payment Order submitted by the Client, it shall inform the Client thereof and create necessary conditions for familiarisation of such notification, except for the cases where such notification is technically impossible or this is forbidden by legal acts.
11. The Institution shall not accept and execute the Client’s Payment Orders for performance of transactions on the Client’s Account if money held in the Account is seized, the right of the Client to dispose of the money is otherwise limited, as well as where the transactions performed by the Institution are suspended in cases described by applicable legal acts.
12. If the money is repaid under the Payment Order due to reasons beyond control of the Institution (inaccurate data of the Payment Order, the account of the Recipient is closed etc.), the repaid amount shall be credited in the Client’s Account. The fees paid by the Payer for execution of the Payment Order shall not be repaid and other fees and costs related to repayment of money can be debited from the Client’s Account.
13. Submission and cancellation of the consent, Cancellation of the Payment Order:
  1. the Payment Transaction shall be deemed to be authorised only after the Payer gives his consent. The payment consent given to the agent of the Institution shall be deemed to be given to the Institution;
  2. the Client (Payer) can give his consent in the form and method established by the Institution or agreed between the Institution and the Client;
  3. the consent may also be endorsed by a one-time password assigned to the Client or by other identity validation means provided that such endorsement has been agreed between the Institution and the Client by a separate agreement. The consent endorsed by all methods provided for paragraph 10.13 hereof shall be accepted as means of evidence in adjudication of disputes between the Institution and the Client before courts and other institutions and the Client shall not be entitled to challenge the Payment Transaction performed by the Institution if the Payment Order was submitted in the way provided for in this paragraph.
14. The consent of the Client (Payer) shall be submitted till execution of the Payment Transaction.
15. The Client shall agree that, when executing the Payment Transaction, the Institution transferred the Client’s Personal Data directly related to execution of such Payment Order available to the Institution to third parties, i.e. the Payment Service Provider of the Recipient, the operator of the payment system employed for execution of the Payment Transaction, the Institution, agents of the Payment Service Provider of the Recipient.
16. The procedure for cancellation of the Payment Transaction shall be as follows:
  1. The Payment Order cannot be cancelled after it is received by the Institution, except for the Payment Orders provided for in paragraph 9.19.4 of the Terms and Conditions which may be cancelled not later than till the end of the Business Day of the Bank preceding the agreed date.
  2. Upon expiry of the time limit provided for in paragraph 10.16 hereof, the Payment Order may be cancelled only where this is agreed by the Client (Payer) and the Institution.
17. The Institution shall be entitled but shall not be obliged to check whether the Unique Identifier given in the Payment Order received by the Institution corresponds to the name and surname (title) of the Account holder. If the aforementioned Unique Identifier is given to the Institution for debiting money from or crediting money to the Account, the Payment Order shall be deemed to be properly executed if it has been executed by the indicated Unique Identifier. If the Institution carries out the aforementioned verification and establishes an obvious discrepancy between the Unique Identifier provided to the Institution and the name and surname (title) of the Account holder, the Institution shall have the right to refuse to execute such Payment Transaction.
18. If the Institution receives a Payment Order to transfer money to the payment account in the institution of some other Payment Service Provider, such Payment Transaction shall be performed by the Institution according to the Unique Identifier provided in the received Payment Order, i.e. the account number of the Recipient in IBAN format, except for the cases where the other Payment Service Provider does not use the IBAN account format. The Institution shall not be held liable for a failure to provide the Unique Identifier in the Payment Order and/or incorrectness thereof, and/or if the Payment Service Provider of the Recipient has set a different Unique Identifier for proper execution of such Payment Transaction (crediting of money in the payment account of the Recipient).
19. If there is a need and/or requirement applied by the other country, the Institution shall have the right to establish additional and/or other required information (e.g. name and surname/title of the Recipient, payment code) which shall be provided to the Institution for the Payment Order to be executed appropriately.
20. When executing Payment Orders initiated by the Client, the Institution shall transmit the information provided in the Payment Order to the Payment Service Provider (including Personal Data of the Client given in the Payment Order).
21. The time of receipt of a Payment Order:
  1. The time of receipt of a Payment Order shall be when the Payment Order is received by the Institution. If the time of receipt is not on a Business Day for the Institution, the Payment Order shall be deemed to have been received on the following Business Day. The Institution may establish a cut-off time near the end of a Business Day beyond which any Payment Order received shall be deemed to have been received on the following Business Day;
  2. If the Client initiating a Payment Order and the Institution agree that execution of the Payment Order shall start on a specific day or at the end of a certain period or on the day on which the Client has put funds at the Institution‘s disposal. In such case, the time of receipt of the Payment Order shall be deemed to be the agreed day. If the agreed day is not a Business Day for the Institution, the Payment Order received shall be deemed to have been received on the following Business Day.
22. Execution time of the Payment transactions to payment accounts:
  1. The Institution shall ensure that, after the time of receipt of a Payment Order, the amount of the payment transaction in euro executed in the Republic of Lithuania and to other Member States is credited to the payee’s payment service provider’s account at the latest by the end of the next Business Day, excluding the case referred to in paragraph 10.22.3. This period may be extended by a further Business Day for paper-initiated payment transactions;
  2. The time limit of execution of the Payment Transaction referred to in paragraph 10.22.1 shall apply to Payment Transactions executed in the Republic of Lithuania and to other Member States in the currencies of Member States outside the euro area, unless the Institution and the Client agree on a different time limit not exceeding 4 Business Days;
  3. Where credit transfers are executed in euro in the Republic of Lithuania, the Institution shall ensure that, after the point in time of receipt of a Payment Order, the amount of the Payment Transaction is credited to the payee’s payment service provider’s account on the same Business Day, provided that the point in time of receipt of the Payment Order is that Business Day by 12 p.m. Where the point in time of receipt of the Payment Order is after 12 p.m., the Institution shall ensure that the amount of the Payment Transaction is credited to the payee’s payment service provider’s account at the latest by the end of the next Business Day. In the case provided for in paragraph 10.21.2, Institution shall ensure that the amount of the payment transaction is credited to the payee’s payment service provider’s account on the day of execution of the Payment Order, and where the day of execution of the Payment Order is not the payment service provider’s Business Day – on the next Business Day;
23. The execution time limit for Payment Transactions other than specified in paragraph 10.22 may be different and may vary depending on Payment Transaction currency, jurisdiction and/or terms and conditions of the Institution’s bank partners.
PROHIBITED ACTIVITIES
1. When using the Services, the Client shall not:
  1. infringe the Service Agreement, any annexes thereto, laws and other legal acts including, but not limited to the legal acts related to money laundering and terrorist financing prevention;
  2. infringe the rights of the Institution and third parties to the trademarks, copyrights, trade secrets and other intellectual property rights of third parties;
  3. provide false, misleading or incorrect information to the Institution;
  4. refuse to provide information reasonably requested by the Institution;
  5. provide false, misleading or incorrect information about the Institution and cooperation with the Institution to third parties;
  6. transfer and/or receive money acquired in an illegal manner if the Client is aware or should be aware of this;
  7. refuse to cooperate with the Institution in investigation of violations and identification of the Client;
  8. use the Account and other services of the Institution by causing losses, responsibility or other adverse legal consequences to the Institution or other third parties;
  9. use Services from the country which is not acceptable to the Institution;
  10. spread computer viruses and assume other measures which could cause system malfunctions, damage or destroy information and cause other damage to systems, equipment or information;
  11. undertake any other deliberate actions which could disturb provision of Services to the Client or third parties or disturb proper functioning of the System;
  12. organise illegal gambling, illegal trafficking of tobacco products, alcohol, prescription medicines, steroids, guns, narcotic substances and the attributes related to narcotic substances, pornographic production, unlicensed lottery, illegal software and other items or products prohibited by the law;
  13. accept payments in an unregulated and/or unsupervised virtual currency and/or purchase, convert or otherwise dispose of it;
  14. provide financial services without a prior consent of the Institution;
  15. provide services which are prohibited by the law or in conflict with public order and good morals;
  16. log in to the System as an anonymous user (e.g. via public proxy servers);
  17. disclose passwords and other personalised safety features of Payment Instruments to third persons and allow other persons to use the Services in the name of the Client;
2. The Client shall reimburse all direct damages, fines and other monetary sanctions imposed on The Institution due to a failure to comply with the Terms and Conditions, including but not limited to paragraph 11.1 hereof.
3. The Client shall be held liable and commits to reimbursing any losses incurred by the Institution, other Clients and third parties due to the Client using the Services and violating these Terms and Conditions or the terms and conditions of the Service Agreements.
SENDING OF NOTICES OF THE PARTIES, COMMUNICATING AND CONSULTING OF CLIENTS
1. The Client shall certify that he/she agrees that the Institution gave notices to the Client by publishing them on the Website of the Institution or by providing in the System or by sending them by the e-mail address indicated by the Client in the Application or sending it by mail to the address indicated by the Client in the Application or sending an SMS message to the mobile phone.
2. The Client shall certify that a notification of the Institution given by any of the aforementioned methods shall be deemed to be properly given.
3. If such notices are not related to material amendments of the conditions of the Service Agreement, the Client shall be deemed to have received such notices within 24 hours from publication thereof on the Website of the System or sending to the Client by e-mail or SMS. If the notification is sent by mail, the Client shall be deemed to have received it 5 (five) Business Days from sending it, except for the cases where the Client actually receives the notification later than within the time limits provided for herein.
4. If a notification of the Institution is related to an amendment of the terms and conditions of the Service Agreement, the Client shall be given a 60 (sixty) days’ notice. It shall be considered that the Client has received the notification and the amendments of the terms and conditions of the Service Agreement come into effect within 60 (sixty) days from publication of such notification on the Website of the System, sending of the notification to the Client by e-mail or by other means indicated by the Client at the moment of registration (mail or SMS message with a link to the respective web page).
5. A 60 (sixty) days’ period of notice shall not be applicable and notices shall be given under the procedure established in paragraph 12.4 hereof if:
  1. The terms and conditions of the Service Agreement are amended due to changes in the mandatory requirements of the legal acts;
  2. The prices of the Services are reduced;
  3. A new service or a part of the service which may be used or not used by the Client at his own discretion becomes available.
6. Style or grammar corrections, rewording and moving of a sentence, paragraph or section of the Service Agreement for the sake of better clarity, provision of examples of articles and other changes which do not reduce or limit the rights of the Client and do not increase liability of the Client and do not aggravate his/her situation shall be deemed to constitute non-material amendments to the Service Agreement.
7. All notices of the Parties shall be sent in the English or Lithuanian language or the language in which the Service Agreement was present to the Client for familiarisation.
8. In case of changes, the Client must publish immediately update the contact details (telephone number, e-mail address and address of the Client) in his Client Account which could be used by the Institution to contact the Client or his representatives in an expeditious manner. If the Client fails to update the contact details on his Client Account, all consequences arising out of a failure to give notices of the Institution to the Client shall fall within the Client.
9. In order to protect the Client’s money against possible illegal activities of third persons, the Client shall also immediately notify the Institution of a theft or other loss of his personal identity document.
10. The Client may receive advice on all issues related to the System and compliance with the Terms and Conditions by sending his question to the e-mail indicated on the Website, reaching Client Care by telephone or filling in a request on the System. The Client’s notices related to these Terms and Conditions shall be sent by the e-mail address given on the Website or to the address of the Institution indicated in the Service Agreement. All notices shall be sent to the Institution irrespective of who is the direct provider of Services defined in the Service Agreement.
11. The Institution shall notify the Client of any known or potential technical failures of the System and the systems or equipment of third parties contracted by the Institution for provision of services which have an impact on provision of the Services in advance in accordance with the procedure provided for in paragraph 12.1 hereof.
12. The Institution shall be free to change the solution for technical integration of services at any time. A notice of any such changes which require corrections in the software of the Client shall be given at least 60 (sixty) days in advance. If any changes on the Client’s side are necessary, they shall be made at the Client’s expense
13. The Parties shall immediately notify each other of any circumstances relevant to the execution of the Terms and Conditions or the Service Agreements. The Client shall provide the documents substantiating such circumstances (e.g. change in the specimen signature of the Client or the representative of the Client, bankruptcy of the Client, initiation and opening of restructuring proceedings, liquidation, reorganisation or restructuring of the Client etc.) irrespective of whether such information is already transferred to public registers or not.
14. The Institution shall have the right to request that the documents concluded abroad were translated, legalised or apostilled, except for the cases where legal acts provide for otherwise.
15. All costs of conclusion, submission, approval and translation of documents provided to the Institution shall fall within the Client.
16. If the Client provides the Institution with documents which do not meet the requirements set forth in the legal acts and/or established by the Institution or the Institution has reasonable doubts as to authenticity or correctness of the provided documents, the Institution shall have the right to refuse to execute Payment Orders submitted by the Client, suspend provision of other Services and/or request the Client to provide additional documents.
17. The Client shall be entitled to familiarise himself/herself with a valid version of the Terms and Conditions and rates of the Services available on the Website at any time.
AMENDMENTS TO THE TERMS AND CONDITIONS
1. The Institution shall be entitled to unilaterally amend and/or supplement the Terms and Conditions and the Service Agreements in accordance with the notification procedure established in paragraphs 12.1-12.6 hereof.
2. The Client shall not be entitled to unilaterally amend the Terms and Conditions and/or the Service Agreements.
3. If the Client does not accept the amendments or supplements to the terms and conditions of the Terms and Conditions and/or the Service Agreements, he shall have the right to refuse provision of Services and terminate the Terms and Conditions before the date of the amendments or supplements proposed date of entry into force.
4. Use of Services by the Client after amendments or supplements to the Terms and Conditions and/or The Service Agreements shall imply the Client’s consent to the amendments or supplements to the Terms and Conditions and/or Service Agreements.
5. The Service Agreements shall be amended in accordance with the procedure established in the respective Service Agreements. If the procedure for amendment is specified in the Service Agreements, the procedure for making of amendments and notification of amendments provided for in the in the Terms and Conditions shall apply.
6. The Parties shall be entitled to agree on additional conditions not provided for in the Terms and Conditions or the Service Agreements or on the terms and conditions other than provided for in the Terms and Conditions and/or the Service Agreements by executing a separate written agreement. Such agreement shall become an integral part of the Terms and Conditions and/or the Service Agreements. At the request of the Client, the draft agreement shall be drawn up by the Institution and sent to the Client by e-mail (the agreement may also be concluded in the form of a declaration). If the Client accepts the provided draft, the Client shall sign the draft and forward a scanned copy of the document to the Institution by e-mail. The Institution shall be entitled to request that the Client sent the agreement with the original signature of the Client by mail. Such agreement shall come into force from the moment of forwarding the signed agreement to the Institution, i.e. the signature of the Institution on the agreement shall not be mandatory and the Institution shall not be obliged to send the signed agreement back to the Client.
SUSPENSION OF PROVISION OF THE SERVICES. TERMINATION OF THE TERMS AND CONDITIONS (CANCELLATION OF THE ACCOUNT)
1. The Institution shall, at its sole discretion and taking into account the specific situation, be entitled to unilaterally apply one or several of the following measures without a prior notice:
  1. suspend execution of Payment Transactions;
  2. fully or partially suspend provision of the Services to the Client;
  3. restrict the Client’s access to the Account;
  4. retain the Client’s money which is the subject of the dispute;
  5. block the Account (i.e. to fully or partially suspend Payment Transactions in the Account);
  6. refuse to provide Services.
2. The measures referred to in paragraph 14.1 of these Terms and Conditions may be applied in respect of the Client only in the following exceptional cases:
  1. if the Client breaches the Terms and Conditions, or a real risk that the Client may materially breach the terms and conditions of the Terms and Conditions or the Service Agreements arises;
  2. if the activities carried out by the Client using the Account may prejudice the business reputation of the Institution;
  3. if the Client fails to comply with the requirements of Section 11 of the Terms and Conditions;
  4. if further provision of the services may materially prejudice the reasonable interests of third parties;
  5. if due to objectively justified reasons related to safety of money on the Account, unauthorised or fraudulent use of money on the Account is suspected;
  6. if the Institution receives reliable information on death and/or liquidation of the Client;
  7. in the cases laid down in the legislation;
  8. in other cases provided in the Terms and Conditions or the Service Agreements.
3. The purpose of the restrictions set forth in paragraph 14.1 of the Terms and Conditions shall be to protect the Institution, third persons and the Client against potential monetary sanctions, losses and other adverse consequences.
4. The Institution shall immediately (within one Business Day) notify the Client of the measures set out in paragraph 14.1 hereof and of the possibility to recover the money belonging to the Client within 2 (two) Business Days from the moment of suspension of provision of the services, except for cases where provision of such information would prejudice the safety measures or is forbidden by the legal acts.
5. In case the Institution has reasonable suspicions that the Client is engaged in money laundering, financing of terrorism or other criminal activity through the Client’s Account or money laundering, financing of terrorism or other criminal activity may be carried through the Client’s Account, the Institution shall have the right to fully or partially suspend provision of the Services without providing the Client with any explanation or notification till reasonable suspicions are not fully denied or proven. In such cases the Institution also has the obligation to inform the law enforcement institutions.
6. If the Institution reasonably suspects that someone has hacked the Account of the Client, the Institution shall also have the right to partially or fully suspend provision of the Services to the Client without a prior notice to the Client and if needed, may report to the law enforcement institutions. In case of suspension of provision of the Services on the aforementioned basis, the Institution shall notify the Client and provide information on the actions which must be carried out by the Client to resume provision of the services to the Client.
7. The Institution shall cancel blockage of the Account when the reasons for blockage of the Account cease to exist.
8. The Account shall be blocked on the initiative of the Client if the Client submits the respective request to the Institution and informs the Institution that the money on the Account may be unlawfully used. The Institution shall be entitled to request that the oral request of the Client to block the Account is later confirmed in writing or in another way acceptable to the Institution. If the Account has been blocked on the initiative of the Client, the Institution shall have the right to cancel blockage only after receipt of the Client’s written request to this end, unless the Terms and Conditions state otherwise.
9. The Institution shall not be liable for the Client’s losses incurred as a result of suspension of provision of the services, blockage of the Account or other actions if the aforementioned actions were carried out under the procedure established in the Terms and Conditions or the Service Agreements and subject to the terms and conditions established in the aforementioned documents.
10. The Institution shall be entitled to retain the money of the Payment Transaction for the period of up to 5 Business Days or for a longer period of time specified in the legal act or the Terms and Conditions and/or the Service Agreements under the procedure prescribed in the law. The Client shall be entitled to unilaterally terminate use of the Services of the Institution under out-of-court procedure by giving a 30 (thirty) calendar days’ written notice to the Institution. If the Client terminates the Service Agreements, the Terms and Conditions shall also become null and void, the issued electronic money shall be repaid to the Client in the way chosen by the Client (in one of the ways provided for in the Terms and Conditions) subject to the limits of payment transfers in the Account.
11. The Institution shall be entitled to unilaterally terminate these Terms and Conditions and the Service Agreements and refuse to provide the services without specifying the reason by giving a sixty days’ notice to the Client by the means provided for in Section 12 of the Terms and Conditions.
12. At the request of the Institution, the Terms and Conditions and the Service Agreements may be terminated without delay if no transactions have been performed in the Client’s Account for the period longer than one year.
13. In case of termination of the Terms and Conditions, the Institution shall deduct the amounts payable by the Client to the Institution from the money belonging to the Client for the services provided by the Institution to the Client, the fines, penalties payable to the State or third parties, losses and other amounts incurred by the Institution or paid by the Institution through the fault of the Client. In cases where the amount of money in the Account (or Accounts) of the Client is insufficient for covering the payable amounts referred to in this paragraph herein above, the Client shall undertake to transfer the aforementioned amounts to the account indicated by the Institution not later than within 3 Business Days. If the Institution recovers a part of the amount paid to third parties, The Institution shall undertake to repay the recovered amounts to the Client.
14. Termination of the Terms and Conditions and the Service Agreements shall not release the Client from proper performance of all obligations to The Institution which have arisen till the date of such termination.
15. If the Institution terminates the Terms and Conditions and the Service Agreements concluded with the Client, the Client shall be obliged to choose the way of redemption of his electronic money.
16. If after termination of the Terms and Conditions and the Service Agreements with the Client by the Institution, the Client fails to choose the method of redemption of his electronic money, The Institution shall be entitled (but not obliged) to redeem the Client’s electronic money in one of the methods of redemption of electronic money which is possible at the moment of redemption of electronic money.
LIABILITY OF THE PARTIES
1. Each Party shall be liable for all fines, penalties, losses incurred by the other Party due to a breach of the Terms and Conditions by the Party at fault. The Party at fault shall undertake to indemnify the aggrieved Party against the direct losses incurred as a result of such liability.
2. In all cases, the liability of the Institution hereunder shall be limited in accordance with the following provisions:
  1. the Institution shall be held liable only for direct losses incurred as a result of a direct or material breach of the Terms and Conditions by the Institution and only for such losses which could have been reasonably estimated by the Institution at the moment of the breach of the Terms and Conditions;
  2. the amount of compensation for the losses caused by the Institution for the breach of the Terms and Conditions cannot exceed the average of the Commission for the last 3 (three) months paid by the Client to the Institution for the provided Services. The aforementioned restriction shall be applicable for all breaches committed during the month. If the average of 3 (three) months cannot be calculated, the compensation cannot exceed EUR 2‘000 (two thousand Euros);
  3. in all cases, the Institution shall not be liable for the loss of profit and income of the Client, loss of the Client’s reputation, loss or failure of the Client’s business, and indirect losses.
3. The limitations of liability of the Institution shall not be applicable if such limitations are prohibited by the applicable law.
4. The Institution shall not guarantee uninterrupted operation of the System because operation of the System may be influenced (hindered) by many factors which are beyond control of the Institution. The Institution shall make every effort to secure as fluent operation of the System as possible; however, the Institution shall not be liable for the consequences arising out of failures of operation of the System if such failures occur not through the fault of the Institution.
5. The System can be inactive due to reasons under control of the Institution and the Institution shall not provide any compensation if the System has been accessible for more than 99 % (ninety nine percent) of all time, calculating the average of at least 6 (six) months.
6. The cases where the Institution limits access to the System temporarily, but not longer than for 24 (twenty four) hours, due to the System repair, development works and other similar cases, and if the Institution informs the Client of such cases at least 2 (two) calendar days in advance, shall not be considered as malfunctions of the System.
7. The Institution shall not be liable for:
  1. withdrawal and transfer of money from the Client’s Account and for other Payment Transactions with money held on the Client’s Account if the Client has not protected his passwords and identification tools and, thus, they have become known to other persons, and also for illegal actions and operations of third persons performed using counterfeited and/or illegal documents or illegally received data;
  2. errors made by banks, payment systems and other third persons;
  3. consequences arising due to disturbances of fulfilment of any Institution’s obligations caused by a third party which is beyond control of the Institution;
  4. consequences which arise after the Institution legally terminates the Terms and Conditions, cancels the Client’s Account or restricts access to it, also after limitation/termination of provision of part of the Services;
  5. for goods and services purchased using the Account and for the other party which receives payments from the Account not executing the Service Agreement or another arrangement;
  6. default of own contractual obligations and losses if the default or damage has arisen as a result of fulfilling of the duties set forth in the law by the Institution.
8. The Client shall warrant that all actions of the Client in relation to performance of the Terms and Conditions are carried out in accordance with the applicable legal acts.
9. The Client shall be fully liable for correctness of the data and orders provided to the Institution and when filling in documents in the System.
10. If the Client denies authorising the Payment Transaction which has been carried out or states that the Payment Transaction has been carried out improperly, the Institution shall have the duty to prove that authenticity of the Payment Transaction has been confirmed, it has been properly registered and recorded in the accounts and it has not been affected by any technical or any other failures.
11. The Client shall bear all the losses that have arisen due to unauthorised Payment Transactions for the amount of up to EUR 50 (fifty Euros) if the losses have been incurred as a result of usage of a lost or stolen Payment Instrument; illegal acquisition of a Payment Instrument, if the Client has failed to protect the personalised security features (including the identity validation tools).
12. The Client shall bear all losses incurred as a result of unauthorised Payment Transactions if the Client has incurred them acting in bad faith, through his gross negligence or as a result of intentional non-fulfilment of one or several of the following duties of the Client:
  1. when using the Payment Instrument, to comply with the rules regulating issuance and usage of the Payment Instrument provided in these Terms and Conditions or annexes thereto;
  2. if the Client finds out about loss, theft, illegal acquisition or unauthorised usage of the Payment Instrument, and about the facts and suspicions that personalised security features of his Payment Instruments have become known to or may be used by third persons, he shall immediately, but not later than within 3 (three) Business Days notify the Institution or the subject indicated by the Institution in accordance with the rules regulating issuance and usage of the Payment Instrument provided in these Terms and Conditions or the Service Agreements;
  3. after receiving the Payment Instrument, to assume measures to protect the personalised security features of the Payment Instrument.
13. After the Client gives the notice referred to paragraph 14.8 hereof with the request to block the Payment Instrument, the Institution shall bear losses of the Client incurred as a result of the lost, stolen or illegally acquired Payment Instrument, except for the cases where the Client has not acted in good faith.
14. If the Institution does not create conditions for notification of a lost, stolen or illegally acquired Payment Instrument at any time, the Institution shall bear the losses incurred as a result of unauthorised usage of the Payment Instrument, except for the cases where the Client has acted in good faith.
15. The Client shall be obliged to verify information on the Payment Transactions performed on the Account at least once a month and notify the Institution of unauthorised or improperly carried out Payment Transactions and of any other errors, inconsistencies or inaccuracies in the statement of Account. The notice shall be given immediately, but not later than within 60 (sixty) calendar days from the day when the Institution, according to the Client, has performed the unauthorised Payment Transaction or has improperly performed the Payment Transaction. The Client, who is a Consumer must promptly notify the Institution not later than within 60 (sixty) calendar days from the day when the Institution, according to the Client, has performed the unauthorised Payment Transaction or has improperly performed the Payment Transaction and in any case no later than 13 (thirteen) months after the debit date.
16. If during the indicated period of time the Client does not submit the aforementioned notices, it is considered that he has unconditionally agreed to the Payment Transactions carried out on the payment account. The Client shall furnish The Institution with any information on illegal logins to the Account or other illegal actions related to the Account, and assume all reasonable measures indicated by the Institution with a view to initiating an investigation into the illegal actions.
17. The Party shall be relieved from the liability for failure to perform the Terms and Conditions if it proves that the Terms and Conditions have not been executed due to force majeure circumstances which are proven in accordance with the procedure established by the law. The Client shall notify the Institution of force majeure circumstances which prevent execution of the Terms and Conditions in writing within 10 (ten) calendar days from the day of emergence of such circumstances. The Institution shall notify the Client of force majeure circumstances by e-mail or on the Website of the System.
18. Institution’s liability for unauthorised payment transactions:
  1. The payer’s payment service provider (the Institution) shall refund to the payer the amount of the unauthorised payment transaction immediately, and in any event no later than by the end of the following Business Day, after noting or being notified of the transaction, and, if applicable, restore the debited payment account to the state in which it would have been had the unauthorised payment transaction not taken place except where the payer’s payment service provider (the Institution) has reasonable grounds for suspecting fraud and communicates those grounds to the supervisory authority in writing. The payer’s payment service provider (the Institution) shall also ensure that the payer does not incur any losses relating to interest payable to or receivable from the payment service provider;
  2. Where the payment transaction is initiated through a payment initiation service provider, the account servicing payment service provider (the Institution) shall refund to the payer immediately, and in any event no later than by the end of the following Business Day the amount of the unauthorised payment transaction and, where applicable, restore the debited payment account to the state in which it would have been had the unauthorised payment transaction not taken place;
  3. If the payment initiation service provider is liable for the unauthorised payment transaction, it shall immediately compensate the account servicing payment service provider (the Institution) at its request for the losses incurred or sums paid as a result of the refund to the payer, including the amount of the unauthorised payment transaction;
  4. Further compensation for losses may be determined in accordance with laws applicable to the Service Agreement concluded between the payer (the Client) and the payment service provider (the Institution) or the contract concluded between the payer (the Client) and the payment initiation service provider if applicable.
DISPUTES BETWEEN THE CLIENT AND THE INSTITUTION
1. The Institution shall seek to settle all disputes with the Client under out-of-court procedure, promptly and on terms acceptable to Parties; thus, in case of a dispute, the Clients shall be, first of all, encouraged to address the Institution directly. Disputes shall be resolved by negotiation.
2. The Client shall be entitled to bring any claim or complaint regarding Services provided by the Institution by sending a notice by e-mail or via the System.
3. The claim shall specify circumstances and documents on the basis of which the claim has been brought.
4. If the Client refers to the documents which are not available to the Institution, the claim shall be submitted alongside with such documents or copies thereof.
5. Claims of the Clients shall be examined by the Institution free of charge.
6. If the Client believes that the Institution has infringed his/her rights or lawful interests arising from the relations associated to these Terms and Conditions, the Client has the right to appeal to court of the Republic of Lithuania (according to the headquarters of the Institution).
7. Where the Client believes that the Institution has infringed his rights or legitimate interests relating with the financial services provided by the Institution and/or contracts concluded with the Institution, the Client, in the first instance, must submit a written request to the Institution stating the circumstances of the dispute and his claim in maximum detail. The Client must apply to the Institution no later than within three months of the day on which he becomes or should have become aware of the infringement of his rights or legitimate interests. The Institution shall examine the written request and, no later than within 15 (fifteen) Business Days of the day of the receipt of the request, unless laws or other legal acts binding upon the Institution establish a different time limit, shall provide a detailed, reasoned and documented answer using Durable Medium. Where due to reasons that are out of control of the Institution the answer cannot be provided within 15 (fifteen) Business Days, the Institution shall provide a non-exhaustive answer within this time limit and shall state the reasons for the late answer and the time limit within which the Client will receive the answer and which, in any case, shall not exceed 35 (thirty-five) Business Days.
8. Where the Client, who according to laws should be considered to be a consumer, is not satisfied with the Institution’s answer or does not receive the answer within the time limit specified in paragraph 16.7 such Client shall have the right, within 1 (one) year of the day of applying to the Institution, to submit a request to the out-of-court dispute settlement institution – the Bank of Lithuania – in accordance with the procedure set out by the Law of the Republic of Lithuania on the Bank of Lithuania, the Law of the Republic of Lithuania on Consumer Protection and other legal acts (address: Žalgirio st. 90, LT 09303, Vilnius, internet website: www.lb.lt).
9. Appealing to the Bank of Lithuania does not deprive the Client of the right to appeal to the court as indicated in the paragraph 16.6 of these Terms and Conditions.
10. Natural person (the consumer) and legal person who have reasonable grounds to suspect that the Institution has breached certain provisions of the financial market legislation may submit claims regarding the Institution to the Bank of Lithuania. Claims to the Bank of Lithuania can be submitted by filing in a free-form application and sending it to Totorių st. 4, LT-01121 Vilnius, Email info@lb.lt (internet website: www.lb.lt), or to Žalgirio st. 90, LT-09303 Vilnius, Email pt@lb.lt (internet website: www.lb.lt).
11. More information regarding the claims can be found here: https://www.lb.lt/lt/kontaktai#group-464
12. The Client (the consumer) can apply to the Bank of Lithuania regarding the settling of a dispute if: the Client is a natural person using a certain financial service to meet personal, family or household needs; or the Client believe that the Institution has violated Client’s, as a financial service user’s, rights or legal interests arising from contracts or related relations.
13. The Client have the right to apply to the Bank of Lithuania or directly to court. The court judgement is binding, while the decision of the Bank of Lithuania is recommendatory in nature, non-binding to both the consumer and the Institution, and cannot be appealed. The Bank of Lithuania deals with disputes free of charge. Decisions regarding the subject matter of a dispute are public and published on the Bank of Lithuania website (in Lithuanian), without prejudice to the requirements for the security of personal data, state, office, commercial, bank, professional and other secrets protected by laws, as well as the consumer’s right to privacy.
14. The Bank of Lithuania does not investigate disputes, where: the dispute did not arise over a financial service; the Bank of Lithuania is not authorised to take a decision regarding the claim specified by the dispute participant applying; a dispute between the same parties, on the same subject matter and on the same basis is already being investigated (settled and with a final and binding decision) by the Bank of Lithuania, the court, the court of arbitration or another subject of out-of-court consumer disputes; the parties to the dispute have agreed on re-addressing the settlement of the dispute to another entity for settling consumer disputes out of court after the dispute arose; an application is made on behalf of the consumer by a person without due authorisation; the consumer applies to the Bank of Lithuania after expiry of the one-year term from the application to the financial market participant or did not apply to the financial market participant before; the consumer’s application does not meet the requirements for the content and form of consumer application and the deficiencies are not eliminated within the term set by the Bank of Lithuania; the dispute amount is less than EUR 10, except in cases when the dispute is relevant in the formulation of new consumer rights protection practices or there are other relevant circumstances.
15. Applications for dispute to the Bank of Lithuania can be submitted:
  1. Via the electronic dispute settlement facility E-Government Gateway By completing a Consumer Application Form and sending it to the Supervision Service of the Bank of Lithuania (Žalgirio st. 90, LT-09303, Vilnius, Email pt@lb.lt, internet website: www.lb.lt);
  2. By filling in the user’s application form and sending it to the Supervision Service of the Bank of Lithuania (Žalgirio st. 90, LT 09303, Vilnius, Email pt@lb.lt, internet website: www.lb.lt);
  3. By filing in a free-form application and sending it to the Supervision Service (Žalgirio st. 90, LT 09303, Vilnius, Email pt@lb.lt, internet website: www.lb.lt);
  4. More information regarding the disputes can be found here: https://www.lb.lt//lt/daugiau-apie-gincius-su-finansiniu-paslaugu-teikeju.
16. If the Client (consumer) choose to submit application to the Bank of Lithuania, it must be in the official language of the country, i.e. Lithuanian. When submitting an application, the following must be indicated: the Client name and surname, address. If the Client is represented by someone – the name and surname, address of the Client‘s representative; title of the Institution the Client is disputing with; information on the financial service contract the Client and the Institution‘s dispute is related to; copies of the Client‘s application to the Institution and annexes thereto; copies of the reply from the Institution and annexes thereof (if submitted); a copy of the agreement with the Institution; specific claim (e.g. I hereby request _____________ to pay _____________, I hereby request _____________ to accept _____________); explanation of the grounds for Client‘s claim; list of the attached documents. The application should be signed by Client or Client‘s representative.
FINAL PROVISIONS
1. Each Party shall confirm that it has all permits and licenses required under the applicable law that are necessary for the execution of these Terms and Conditions.
2. The headings, the sections and paragraphs of the Terms and Conditions shall be used solely for convenience of the Parties and cannot be used in interpretation of the provisions of these Terms and Conditions.
3. The Parties shall be personally liable for fulfilment of their tax obligations to the state or other entities. The Institution shall not be responsible for performance of the Client’s tax obligations or calculation and transfer of taxes applicable to the Client.
4. The Institution shall, in all cases, be an independent Party to the Terms and Conditions which does not control and does not assume responsibility for the products and services which are paid for using the Institution’s Services. The Institution shall not assume responsibility for performance of a transaction entered into by the purchaser, seller or another party and the Client.
5. The Client shall not have the right to assign his rights and obligations arising out of these Terms and Conditions to third parties without a prior written consent of the Institution. The Institution shall reserve the right to assign its rights and obligations arising out of these Terms and Conditions to third parties at any time without consent of the Client if such assignment of rights and obligations is not in conflict with the legislation.
6. If any provision of the Terms and Conditions is recognised as invalid, this shall not affect the validity of the remaining provisions of the Terms and Conditions.
7. The Terms and Conditions shall come into effect as provided for in paragraph 1.6 hereof.
8. The Terms and Conditions shall be published on the Institution’s website in English.
9. The Terms and Conditions have been originally drafted in the English language. In case of any discrepancy between the original text and translated versions, the text in the English language shall prevail.
10. The links to websites given in the Terms and Conditions and the Service Agreements governing provision of separate Services shall constitute an integral part of these Terms and Conditions and shall be applicable to the Client from the moment when the Client starts using the respective Service.
11. Accessibility of information and terms and conditions of the Service Agreement: at any time during the contractual relationship the Client shall have a right to receive, on request, the information on the terms and conditions of the Service Agreement as well as the payment service provision conditions on paper or on another durable medium.
12. The Service Agreement shall be governed by the law of the Republic of Lithuania.