Apron

Apron Payments Ltd – Get Paid - Customer Terms and Conditions

  1. THESE TERMS AND CONDITIONS

    1. These are the terms and conditions (the “GPS Terms and Conditions”) governing the service (the “Get Paid Service”) through which Apron Payments Ltd (“Apron”) will enable you to issue payment links to your customers (“Customers”) for settlement of invoices you have issued to them. These GPS Terms and Conditions form an annex to the agreement governing your use of the Apron Platform (the “Platform”).

  2. USING THE GET PAID SERVICE

    1. The Get Paid Service is a service offered by Apron to you as a user of the Platform that allows you to generate and send payment links (“GPS Links”) to your Customers for the settlement of invoices you have issued to them. The GPS Links generated using the Get Paid Service will allow your Customers to elect to pay their invoice either:

      1. by bank transfer, by using the services provided by Plaid Financial Ltd (“Plaid”) as a payment initiation service provider as set out in clause 3; or
      2. by card, using the services provided to us by our partner card service provider (the “Card Service Provider”) as set out in clause 4.
    2. In order to sign up to and use the Get Paid Service, you must have and remain signed up to Apron’s terms of service for the provision of an Apron Platform Account (a “Platform Account”) and you must have provided at least one payment method acceptable to Apron for the settlement of subscription fees, charges, and recoveries owed by you to Apron (“Stored Payment Methods”).
    3. Invoices settled through GPS Links will be settled by payment to your Nominated Bank Account (as defined in Apron’s terms of service for the provision of a Platform Account) in the manner set out in sections 3 and 4 below.
    4. If your application is successful, we will open a Get Paid Service Account in your name (the “GPS Account”). The GPS Account will be accessible through your Platform Account. We have the right to decline the request to open the GPS Account without providing reasons for doing so and with no right to any compensation.
    5. If, in our absolute discretion, we suspect or have reason to suspect money laundering or any other illegal activities, we may cease to provide you with access to the Get Paid Service, your GPS Account or any other services under the Terms and Conditions without any explanation or notice and inform relevant law enforcement agencies or other relevant authorities of our suspicions and the reasons for them. This is in order for us to comply with our legal and regulatory obligations. We also reserve the right to disable your access to the Get Paid Service, your GPS Account at any time if we consider that your GPS Account is being used in a way that is a material breach or persistent breach of these GPS Terms and Conditions.
    6. Where you are required to provide us with personal information or any other information in order to register for the Get Paid Service or satisfy any eligibility criteria or other ongoing requirements (including in relation to any regulatory requirements), you agree that any such information you provide will be accurate, complete and current and that you will promptly provide us with any changes or updates to this information.
    7. We will notify you that your application to use the Get Paid Service has been approved and by using the Get Paid Service you will be deemed to have accepted these GPS Terms and Conditions.
    8. We may, before approving your application to use the Get Paid Service or at any time thereafter, require the deposit of funds (in such amount as we determine from time to time) as a reserve (a “Reserve”) on account of any future chargeback or other liabilities that may arise in connection with the Get Paid Service. If any Reserve requirement is later reduced or cancelled (whether by decision of Apron, in accordance with these terms, or upon termination of your use of the Get Paid Service), Apron shall reimburse any remaining Reserve amount to you subject to settlement or release of all actual, contingent, or potential liabilities to which it may otherwise have been applied.

  3. PAYMENTS BY BANK TRANSFER

    1. Although not a party to the GPS Terms and Conditions, Plaid provides services by agreement with us that are essential to the Get Paid Service, specifically in respect of the settlement of invoices using GPS Links by bank transfer.

    2. When you enter into Apron’s terms of service for the provision of a Platform Account and these GPS Terms and Conditions, you agree that:

      1. we are authorised to enter into an agreement with Plaid, acting as your agent, for Plaid to provide your Customers with payment initiation services enabling your Customers to settle invoices you have issued to them by bank transfer, and you accept and are bound by the Plaid Terms of Service; and
      2. we are authorised to give instructions (as provided for in the Plaid Terms of Service and in these GPS Terms and Conditions) and provide information concerning you to Plaid, and Plaid is entitled to rely on any such instructions or information without further enquiry;
      3. when a Customer uses a payment link generated by you using the Get Paid Service to settle an invoice you have issued to them by bank transfer, the Customer will be redirected to a separate platform where they will be able to gain access to the payment initiation services provided by Plaid under the Plaid Terms of Service (“Plaid Payment Gateway”). The Plaid Payment Gateway will allow Customers to send payments directly to your Nominated Bank Account. This service is termed “Payment Initiation Services”.
    3. When a Customer who has been sent a GPS Link elects to pay an invoice using Plaid’s Payment Initiation Services, the Customer will submit their payment instruction (including the amount, date of payment and, if relevant, a reference) directly through the Plaid Payment Gateway. We will provide Plaid with the details of the relevant payment and your Nominated Bank Account.
    4. Please note that we are not involved in the services provided by Plaid or the resulting payment transactions. As a result, any questions relating to the Payment Initiation Services provided by Plaid should be directed towards Plaid under the Plaid Terms of Service.
    5. You agree that Plaid may provide such information to us as is necessary for us to comply with our obligations to you under these GPS Terms and Conditions.

  4. CARD SERVICES

    1. We rely on the services of our partner card service provider (the “Card Service Provider”) in providing the Get Paid Service. The Card Service Provider provides services enabling your Customers to settle invoices using GPS Links by card (the “Card Service”).
    2. When a Customer who has been sent a GPS Link elects to settle an invoice using the Card Service, the Customer will be redirected to a separate platform provided by our Card Service Provider through which the Customer will submit their card details and payment instruction (including the amount, date of payment and, if relevant, a reference). The Card Service will allow the Customer to use a payment card to send payment for your invoice to us, which we will then aggregate with other payments you have received through the Card Service and transfer the total amount of these payments to your Nominated Bank Account on a daily basis.

    3. You acknowledge that you are the Customer’s counterparty under any transaction settled through the Get Paid Service. You shall effectively communicate a cancellation/refund policy to your Customers and you shall ensure that, if a Customer raises or threatens any dispute in connection with such a transaction, that dispute must be settled and resolved between you and the Customer without the involvement of Apron, and you shall indemnify Apron for any loss or damage that Apron incurs in connection with any such dispute. Without prejudice to the foregoing, if a Customer raises a chargeback:

      1. Apron will notify you of the event and may require an additional Reserve up to the amount of the chargeback plus its reasonable estimate of any dispute fees, scheme fines, and any other costs that may arise in connection with such chargeback (together, “Chargeback Costs”).
      2. Apron may request, and you shall provide in such timescales as Apron requires, any information that Apron considers reasonably necessary or relevant in connection with the chargeback request.
      3. Apron may submit such evidence in response to the chargeback request together with such further representations as Apron considers relevant.
      4. If the Customer succeeds in their chargeback request, you shall indemnify Apron for the Chargeback Costs incurred (including the amount refunded to the Customer), to be settled out of the relevant Reserve or other means.
      5. If the Customer does not succeed in their chargeback request, Apron will credit to you any Reserve made under point [4.3.1] above (after deduction of any Chargeback Costs actually incurred).
    4. If, in Apron’s discretion, it considers that the chargeback activity in connection with your use of the Get Paid Service is excessive or unreasonable, Apron may suspend or terminate your use of the Get Paid Service or impose conditions on it.

  5. OUR CHARGES

    1. In consideration of us offering you the Get Paid Service under these GPS Terms and Conditions, you will pay to us all applicable fees, costs and charges as specified and in the manner set out on the Platform at getapron.com/pricing.
    2. If you fail to pay any fees, costs or charges in accordance with this clause 5, we may suspend or restrict your access to the Get Paid Service provided under these GPS Terms and Conditions (in whole or in part) without prejudice to any other action that we may take.
    3. Any amounts not paid on the date on which they are due for payment in accordance with this clause 5 will be subject to a late payment charge as set out on the Platform at getapron.com/pricing.
    4. Furthermore, you irrevocably authorise Apron to take payment from any Stored Payment Method, to withhold from any receipts on your behalf from third parties under the Get Paid Service or other services provided by Apron or its affiliates, and/or to set off against any Reserve or any other amount due to you by Apron or its affiliates, for any amounts due (including, without limitation, any Chargeback Costs or any new or increased Reserve).