This section sets out important information about these terms and conditions (“Terms”), including who they apply to, and how and when they apply.

Parties to these Terms

We are bonpay SA, a company incorporated in Switzerland with its registered office at Avenue de Tivoli 2, 1007 Lausanne, Switzerland (“Metaco”, “we”, “us”). These Terms create a binding contract between you and Metaco.

If you access or use our Websites or Services (as defined below) on behalf of a company, you represent that you are authorized to accept these Terms on behalf of your company, and all references to “you” in these Terms also refer to your company.

When and how these Terms apply

These Terms apply whenever you:

  • access or use our websites, including the websites at metaco.com, metaco.cloud and its subdomains and any other websites that link to these terms and conditions (together, “Websites”), or any content available on or through them; or
  • access our developer sandbox, APIs and related documentation or any other software or services made available free of charge to members of our developer community (together, “Services”).

By accessing or using our Websites or Services, you agree to be bound by these Terms. If you do not agree to these Terms, you must not use our Websites or Services.

We may amend these Terms at any time by publishing updated terms on this Website. Please check back regularly as, by continuing to use our Websites or Services, you agree to be bound by any amendments to these Terms.

Our Policies

In addition to these Terms, your use of our Websites and Services is also subject to the following policies:

  • Our Privacy Policy, which sets out how we use any personal data that we collect from you through our Websites or Services; and
  • Our Cookie Policy, which sets out how we use cookies and other technologies to collect information from your web browser.

Other important information about these Terms

These Terms, together with any policies or other documents referred to in these Terms, constitute the entire agreement between you and bonpay in relation to your access to and use of our Websites and Services and supersede all previous agreements, negotiations and discussions.

If any provision of these Terms is or becomes illegal, invalid or unenforceable, that will not affect the legality, validity or enforceability of any other provision of these Terms.

No delay or failure by us in exercising or enforcing any right or remedy under these Terms will constitute a waiver of such right or remedy or prevent us from exercising or enforcing that right or remedy in the future.

You may not assign or transfer your rights, benefits or obligations under these Terms to any other person without our prior written consent. We may assign or transfer our rights, benefits or obligations under these Terms to any of our group companies without your consent, provided we inform you of such assignment by e-mail or by a notice published on this Website.

Our group companies and suppliers may directly enforce and rely on any provision of these Terms that confers a benefit on or rights in favour of them. Other than this, no other third party shall have any rights under or in connection with these Terms.

These Terms shall be governed exclusively by the laws of Switzerland and any dispute arising out of or in connection with these Terms or your use of our Websites and Services shall be subject to the exclusive jurisdiction of the courts of Switzerland.

USING OUR WEBSITES AND SERVICES

This section sets out the terms and conditions that apply to all of our Websites and Services (“General Terms”). These General Terms are supplemented by additional terms relating to specific parts or aspects of our Websites and Services, which are set out in the following sections of these Terms.

Your permission to use our Websites and Services

You are permitted to access and use our Websites and Services, provided that you comply with all applicable laws and these Terms, respect the rights of others (including privacy and intellectual property rights), and don’t interfere with or disrupt the security, integrity or performance of our Websites or Services.

You must not:

  • use our Websites or Services in any way, or for any purpose, that is prohibited by law, constitutes a criminal offence or might give rise to civil liability;
  • use our Websites or Services to send spam or distribute malware, to impersonate any other person, or to distribute material that is offensive, obscene, abusive, bullying, threatening or defamatory or that otherwise infringes the rights of others;
  • attempt to introduce malware or gain unauthorized access to any part of our Websites or Services, their related networks or systems, or any software or data stored on them, or to access or use other people’s user accounts;
  • perform any kind of security or performance testing or benchmarking on our Websites or Services without our express written consent; or
  • exploit our Websites or Services for commercial purposes or to build competing products or services.

If we determine that you have failed to comply with these Terms or have otherwise acted inappropriately, we may withdraw your permission to access or use our Websites or Services and take legal action against you.

Content of our Websites and Services

We make reasonable efforts to make sure that our Websites and Services remain useful and relevant. However, we do not guarantee that the content of our Websites and Services is accurate, complete or up-to-date and we do not accept any responsibility for any errors or omissions.

We may change the content of our Websites and Services, or add or discontinue Websites or Services, at any time.

No information published on the Website and Services constitutes a solicitation or offer, or recommendation, to buy or sell any investment instruments, to effect any transactions, or to conclude any legal act of any kind whatsoever.

Third party content and websites

Our Websites may include information and content relating to third parties and third-party products and services, and links to third party websites and resources. We do not recommend or endorse any of the third parties or third-party products or services mentioned on our Websites and we are not responsible for, and have no liability to you in connection with, any third parties or third-party products or services.

You agree that you will not use any third party materials in a manner that would infringe or violate the rights of any other party and that bonpay is not in any way responsible for any such use by you.

Intellectual Property

The content of our Websites and Services is protected by copyright, trademark and other intellectual property rights and laws. We own, or are licenced to use, all copyright, trademarks and other intellectual property rights in the content of our Websites and Services.

You may use the content of our Websites and Services only as permitted by these Terms, but we and our licensors retain all intellectual property rights in the content.

All trademarks, logos and other marks shown on our Websites and Services are the property of their respective owners. You do not obtain any rights to use the ‘Metaco’ name, or any other brand names, trademarks or logos of bonpay and its group companies under these Terms.

Usage statistics and feedback

We may collect certain usage statics and feedback relating our Websites and Services, including information on how the Websites and Services are being used. This information is aggregated and does not contain your personal data, or data that you provide to us.

If you choose to give us any feedback or suggestions in relation to our Website or Services, or the other products or services made available by bonpay and its group companies, we may freely use and share your feedback and suggestions free of charge and without restriction.

Disclaimers and liability

Our Websites and Services are provided “as is” and “as available” without warranty of any kind. Any use of our website or service is at your discretion and risk. To the extent permitted by law, Metaco, its group companies and suppliers disclaim all representations, warranties and conditions of any kind in relation to the Websites and Services, whether express or implied, including but not limited to warranties of merchant ability, fitness for a particular purpose, satisfactory quality and non-infringement.

To the extent permitted by law, Metaco, its group companies and suppliers shall not be liable to you under any theory of liability (including negligence) for any damages or losses of any kind arising from or in connection with your use of our Websites or Services or reliance on any information that you obtain through them, including any loss of data, data use, business, profits, revenues or business interruption, howsoever caused and whether or not Metaco, its group companies or suppliers have been advised of, or should have been aware of, the possibility of such damages or losses.

Contact us

To contact us, please make use of the Contact Us section on this Website.

Partners

The Partners page of the Website consists of selected third parties who provide software and services that are complementary to, or integrate with, our own software or services (“Partners”). We publish information about Partners and their products and services (“Partner Information”) on the Website. Partner Information may include links to third party websites and resources operated or provided by Partners.

You acknowledge that Partner Information is provided to us by our Partners and that each Partner is solely responsible for the accuracy, quality and completeness of its Partner Information. We do not verify the information contained in any Partner Information provided by Partners. Any information relating to a Partner’s products or services should be checked with the relevant Partner prior to purchase.

We accept no responsibility to you in relation to Partner Information, or any third party websites or resources linked or referred to in Partner Information.

Intellectual Property

All copyright, trademarks, logos and other intellectual property rights in the Partner Information are owned by the relevant Partners or their licensors.

You agree that you will not use Partner Information in a manner that would infringe or violate the rights of any other party and that  bonpay is not in any way responsible for any such use by you.

Partner products and services

We do not endorse or recommend Partners, or any of the products or services made available by Partners that are mentioned on the Website.

If you choose to purchase products or services from a Partner, you do so at your own discretion and risk under a separate contract between you and the Partner. In particular, you acknowledge and agree that:

  • we are not party to any transaction between you and a Partner, and we have no authority to negotiate or conclude any such transaction with you on behalf of a Partner;
  • we have no responsibility to you whatsoever in relation to any products or services provided by Partners (including the availability, quality, functionality or performance of those products or services); and
  • except as expressly set out in a separate written contract, we do not provide support, maintenance or helpdesk services in respect of products or services provided by Partners.

Disclaimers and liability

Partner Information on our Website and Serivces is provided “as is” and “as available” without warranty of any kind. Any use of Partner Information is at your discretion and risk. To the extent permitted by law, Metaco, its group companies and suppliers disclaim all representations, warranties and conditions of any kind in relation to the Partner Information, whether express or implied.

To the extent permitted by law, Metaco, its group companies and suppliers shall not be liable to you under any theory of liability (including negligence) for any damages or losses of any kind arising from or in connection with your use of the Partner Information or any transaction between you or your company and a Partner, including any loss of data, data use, business, profits, revenue or business interruption, howsoever caused and whether or not Metaco, its group of companies or suppliers have been advised or should have been aware of the possibility of such damages or losses.

Privacy

If you request further information about any Partner, or its products or services, using the form provided on the Website, we will use the personal data that you provide, and share it with the relevant Partner, in accordance with our Privacy Policy.

USING OUR WEBSITES AND SERVICES

This section sets out additional terms that apply to your use of bonpay developer community ("bonpay Docs") accounts, Services and software, including our community forums, developer sandbox, APIs, software development kits and other developer software or services that we make available to the bonpay developer community.

bonpay Docs accounts

We restrict access to some parts of our Websites and Services to authorised members of the bonpay developer community. If you do not already have a valid bonpay Docs account, you may apply for such an account using the contact us forms provided on the Websites.

We review every application for a bonpay Docs account and we only issue accounts to individuals who have a legitimate interest in being a member of our developer community. We reserve the right to decline your request for a bonpay Docs account and/or to terminate your account at any time at our sole discretion and without giving any reasons.

Where you apply for a bonpay Docs account, you must ensure that all registration information that you provide, including your contact details, are correct. You must promptly notify us of any changes to those details for as long as your account remains active. Any personal information that you provide to us in connection with your account will be used in accordance with our Privacy Policy.

The user name that you choose during registration will be visible to others when you post any messages or comments on the Websites. If you do not wish to be identified when posting on the Websites, please do not include personally identifying information in your user name. User names must comply with the requirements of these Terms relating to user content.

Your account is for your use only and you may not share your account with any other person or permit any other person to access or use your account. You are responsible for your account and for all actions taken using your account. You must maintain the confidentiality and security of your account and any security certificate, identifier, key or password connected to your account. If you believe the security of your account may have been compromised, you must notify us immediately at the contact details set out below.

If you wish to close your account, please contact us as set out below.

Our Confidential Information

You acknowledge that those parts of our Websites and Services to which access is restricted to authorised users contain information that is confidential, secret and valuable to bonpay and its group companies (“Confidential Information”). This includes articles, documentation and discussions relating to our products and services and any other information that we do not make publicly available.

If you are given access to our Confidential Information, you agree to:

  • keep our Confidential Information confidential and secure and not to disclose it to any other person (unless you are legally required to do so);
  • promptly notify us if you become aware of any unauthorised access to, or use or disclosure of, our Confidential Information; and
  • use your best efforts to assist us and our group companies in identifying, preventing and investigating any unauthorised disclosure or use of our Confidential Information.

Interactive Website features and user content

Our Websites may contain discussion forums, comment sections or other interactive features that enable you to post or submit your own content (including text, links, photos and content in any other format) to us or for publication on our Websites. By posting or submitting your content, you permit bonpay and its group companies to use and share your content free of charge and without restriction, and confirm that you have the legal right to do so.

You must ensure that your content complies with the requirements of these Terms relating to the use of our Websites and Services. In particular, your content must be relevant to our Websites and Services and must not:

  • be false, misleading, or inaccurate;
  • contain advertising materials, spam, solicitation, or other commercially exploitive material;
  • violate the rights (including intellectual property or privacy rights) of bonpay or any other person;
  • defame, harasses, threaten, or stalk another (or threaten to do so) or be racist, hateful, vulgar, profane, pornographic or sexually explicit, obscene or otherwise offensive;
  • advocate violence or any illegal activity;
  • represent or suggest that bonpay or its group companies endorse your content or any other third party product, service or content;
  • contain or be connected in any way with the distribution of malware;
  • link to any other website containing content that infringes these requirements; or
  • be posted or submitted by any automated means.

We do not monitor or screen content posted or submitted by other users of our Websites and we take no responsibility for such content or for the conduct (online or offline) of any such users. Any views or opinions expressed by users of our Websites do not represent the views or opinions of Metaco, its group companies or their officers or employees. You may report any inappropriate content to bonpay by contacting us as set out below.

We may remove user-provided content from our Websites and Services at any time at our sole discretion.

Intellectual property infringement notification

We respect the intellectual property rights of others, and will respond expeditiously to claims of copyright infringement committed using our Websites or Services. If you are a copyright owner or agent, and you believe that any content on our Websites or Services infringes your copyrights, then you may submit a notice to our Chief Information Security Officer with the following information via mail or email:

  • Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works on the bonpay website are covered by a single notification, a representative list of such works.
  • Identification of the material that is claimed to be infringing or to be the subject of infringing activity that is to be removed or access to which is to be disabled.
  • Include a direct link (URL) to or other description of the exact location where each such material may be found.
  • Information reasonably sufficient to permit bonpay to contact you, including an address, telephone number, and, if available, an electronic mail address.
  • A statement you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.
  • A statement that the information in the notification is accurate, and under penalty of perjury, and that (a) you are the owner, or you are authorized to act on behalf of the owner, of an exclusive right that is allegedly infringed.
  • Your full legal name and your physical or electronic signature.

Please note that to be an effective notice under the US Digital Millennium Copyright Act all the information above must be included in your notice. Any person who knowingly materially misrepresents that material or activity is infringing may be subject to liability.

Please send any notice by mail to: Chief Information Security Officer, Avenue de Tivoli 2, 1007 Lausanne, Switzerland or by email to: security@metaco.com; Subject: Copyright infringement notification.

bonpay Developer Sandbox and Software

As part of our Services, we may make certain bonpay software products available to members of the bonpay developer community for evaluation purposes by means of a shared sandbox environment ("Sandbox"). We may also make software development kits and other developer software relating to bonpay products available to the developers for download ("Developer Software").

If you have a bonpay Docs account, you may use any Sandbox or Developer Software that we make available to you as part of the Services (including any related documentation), on a non-exclusive, non-transferable basis, solely for the purpose of evaluating bonpay products in connection with the internal business activities of the business or organisation for which you work. Any production or commercial use of the Sandbox or Developer Software (including any use for marketing or demonstration purposes) is explicitly prohibited.

You may not attempt to obtain, decompile, reverse engineer or otherwise derive the source code of the Developer Software, unless we make the source code available to you.

We do not provide any support, helpdesk or maintenance services in respect of the Sandbox or Developer Software. However, you are welcome to report any issues with our Services to us at the contact details set out below.

Where we make Developer Software available to download, you may only download one copy of the Developer Software (and any related documentation) for the purposes specified above. Unless expressly permitted by us in writing, you may not modify, reproduce, distribute, or create derivative works of such software or documentation.

Developer Software may be subject to its own separate licence terms, which may be found on the relevant Website or in the software distribution package (in which case those separate licence terms shall apply to your use of such software instead of these Terms).

You will defend, indemnify and hold harmless Metaco, its group companies and suppliers, from and against all claims, actions, proceedings, costs (including legal costs), expenses, damages or other losses suffered by Metaco, its group companies or suppliers arising out of your use of the bonpay Websites and Services, the Sandbox, Developer Software or any other Services in breach of these Terms.

For communications relating to the bonpay Docs accounts and Services, you can contact us:

By email at admin@bon-pay.com; or
By post at bonpay SA, Avenue de Tivoli 2, 1007 Lausanne, Switzerland, FAO: Chief Technology Officer.