WeChat payment service agreement
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This agreement is jointly signed by Tenpay Payment Technology Co., Ltd. (hereinafter referred to as "Tenpay" or "the Company") and you (hereinafter referred to as "the merchant"), and has the legal effect of a contract.
Before using WeChat payment service (hereinafter referred to as "this service"), you should carefully read and abide by this agreement Tenpay Service Agreement Both parties confirm that Tenpay Service Agreement is an integral part of this Agreement and has the same legal effect. In case of conflict with this Agreement, this Agreement shall prevail.
You must carefully read and fully understand the contents of each clause, especially the clauses on exemption or limitation of liability, dispute resolution and application of law. The clauses exempting or limiting liability may be displayed in bold, and you should read them carefully. Unless you have read and accepted all the terms of this agreement, you have no right to use this service. When you use this service, you will be deemed to have read and agreed to the restrictions of this agreement. If you have any questions about this agreement, you should consult customer service.
Whereas:
You wish to access the WeChat payment service and have read and accepted the Tenpay Service Agreement. Both parties confirm that the Tenpay Service Agreement is an integral part of this agreement and has the same legal effect. In case of conflict with this agreement, this agreement shall prevail.
Both parties sign this agreement based on the principle of equality and voluntariness.
1、 Definition
Unless otherwise specified, the following terms are defined in this Agreement:
1.1 WeChat: Refers to the cross platform communication tool provided by Shenzhen Tencent Computer System Co., Ltd. (hereinafter referred to as "Tencent"), which supports the participation of one or more people and sends voice, SMS, video, pictures and text and other instant messaging services. It consists of relationship chain expansion tools, convenience tools, WeChat public accounts, open platforms and other software systems and services.
1.2 WeChat public platform: It refers to the Internet technology service platform provided by Tencent for you to release information and allow you to communicate and interact with users (website: https://mp.weixin.qq.com ）。
1.3 WeChat public account: It refers to the account you registered on the WeChat public platform and used to log in to the WeChat public platform. (hereinafter referred to as "public account").
1.4 WeChat payment service: It refers to the monetary fund transfer service provided by Tenpay to the payees and payers by relying on WeChat and WeChat public platform and/or jointly with cooperative institutions. (hereinafter referred to as "the Service")
1.5 Users: It refers to the natural person who uses WeChat payment service to purchase goods or services from you.
1.6 WeChat payment merchant account: It refers to the electronic bookkeeping configured by Tenpay for you to record your identity information, transaction information and fund balance, and you can send transaction instructions by it. It is a Tenpay account type in Tenpay Service Agreement. The WeChat payment merchant account will be bound to the legal bank account provided by you, and Tenpay will make corresponding capital deduction and collection for your bank account according to your transaction instructions and relevant agreements. (If you are a financial institution or other institutions engaged in financial business, the WeChat payment merchant number configured by Tenpay to you is only an in transit fund account, and you cannot send payment instructions by it. The fund transfer must be directly conducted through the bank accounts of both parties.)
1.7 WeChat payment merchant platform (hereinafter referred to as "merchant platform"): It refers to the merchant management software system provided and maintained by Tenpay (website: https://pay.weixin.qq.com ）, you should submit the corresponding data and information through the system to open the service. After successful opening, you can use WeChat payment merchant account management and marketing promotion and other related functions through the system. The specific functions are subject to the actual provision of the system, and the system will be adjusted, increased or decreased according to the needs of Tenpay. If you use the merchant platform, you should also comply with WeChat Payment Merchant Platform Use Agreement 。
1.8 Merchant platform login account: It means that you can log in to the merchant platform and operate the account of the WeChat payment merchant account. After you successfully apply for the WeChat payment merchant account, Tenpay will send an email to your contact email specified in this agreement to inform you of your merchant platform login account and initial password. You can modify the initial password in the merchant platform, You can also set multiple auxiliary login accounts and corresponding login passwords for the login account in the merchant platform as required, and configure corresponding operation permissions for the auxiliary login account to query and operate the WeChat payment merchant account. (Merchant platform login account and its affiliated login account, hereinafter collectively referred to as "Merchant platform login account")
1.9 Settlement: It refers to the behavior that Tenpay will account the transaction funds to your WeChat payment merchant account within a certain period after the user purchases your goods or services, and withdraw the funds to your bank account according to the agreement and your settings.
1.10 Technical specifications for WeChat payment access: It refers to Tenpay's posting on WeChat payment merchant platform (website: https://pay.weixin.qq.com ）Technical specification documents and materials related to access to WeChat payment on, including but not limited to interface specifications, security specifications, access guidelines, guidance documents, etc. (hereinafter referred to as "access technical specifications").
2、 Service content
2.1 Scenarios and functions of this service. Tenpay provides you with money transfer services. When users purchase your goods or services, they can complete transactions through this service. The specific application of this service includes but is not limited to the following scenarios: 1) Payment with payment code: payment with payment code is a mode in which the user displays the "swiping barcode/QR code" in the WeChat wallet to the merchant system for scanning and then directly completes the payment; 2) Native payment: Native payment is a mode in which the merchant system generates a payment QR code according to the WeChat payment agreement, and the user uses WeChat to "scan" to complete the payment; 3) JSAPI payment: JSAPI payment is that the user opens the merchant's H5 page in WeChat, and the merchant calls the WeChat payment module to complete payment by calling the JSAPI interface provided by WeChat payment on the H5 page; 4) APP payment: APP payment, also known as mobile payment, is a mode for merchants to complete payment by integrating the open SDK in the mobile application APP and calling the WeChat payment module; 5) H5 payment: refers to that the merchant displays goods or services on the mobile website outside the WeChat client. When the user uses WeChat payment on the aforementioned page, the merchant initiates this service to call the WeChat client and guide the user to use WeChat payment; 6) Applet payment: Applet payment is a payment product specifically defined for use in applets. You can apply to activate one or more of the above payment scenarios, and Tenpay will review and decide the type of payment scenarios to activate.
2.2 Service Restrictions. This service can only be used for goods or services declared and approved on the merchant platform, and each order cannot exceed the limit specified by Tenpay. You understand and agree that Tenpay has the right to adjust your trading limit according to the type of goods or services you operate and the risk status of your business activities.
3、 Rights and obligations of Tenpay
3.1 Construction of payment system. Tenpay is responsible for the construction, operation and management of the payment system and ensuring the security of the system.
3.2 Transaction inquiry. Tenpay has set up an online transaction query system and query interface to provide you with merchant information management and transaction information query services.
3.3 User certificate. Tenpay provides you with the "user certificate" service. The "user certificate" will record your identity information, the operation authority of the WeChat payment merchant account, and the digital signature file when you submit payment instructions to Tenpay.
3.4 Verification of payment instructions. Tenpay verifies the authenticity and validity of your payment instructions according to your merchant platform login account, login password and user certificate. When your merchant platform login account, login password and user certificate pass the verification, it is deemed that you operate the WeChat payment merchant account, and Tenpay can execute payment instructions without verifying other information.
3.5 Transaction dispute handling. Tenpay only provides you with monetary fund transfer services. Disputes between you and users or other subjects shall be handled by you. Tenpay has nothing to do with it, except for fund transfer service disputes caused by Tenpay system failure.
3.6 Merchant operation review. Tenpay has the right to regularly or irregularly review your business type, as well as the goods and services sold through this service. If you violate Article 2.2 of this agreement or engage in business activities that do not comply with the relevant national laws and regulations, Tenpay has the right to suspend or terminate the provision of services.
3.7 Transaction Stalls. If you have no transaction record within 6 months from the date of opening an account, or have not used this service for 180 consecutive natural days to generate transaction amount, Tenpay has the right to suspend the service and require you to verify your identity again. If you do not cooperate or your identity verification fails, Tenpay has the right to terminate this agreement without assuming any legal liability. If there is no transaction at your acceptance terminal or collection code for three consecutive months, Tenpay has the right to suspend the service and ask you to verify your identity again. If you do not cooperate or your identity verification fails, Tenpay has the right to stop providing collection services for you. If there is no transaction in your acceptance terminal or collection code for 12 consecutive months, Tenpay has the right to stop providing you with collection services.
3.8 Delayed Settlement. When Tenpay discovers that you may have money laundering, terrorist financing, fraudulent transactions, credit card cash out, malicious bankruptcy or other illegal acts, or Tenpay discovers that you have transactions with suspicious transaction characteristics such as centralized transfer in and decentralized transfer out or controversial transactions, Tenpay can delay the settlement of the corresponding funds in your WeChat payment merchant account, Tenpay can delay the transfer to your designated bank account and payment account. For the funds with delayed settlement and transfer, Tenpay will not resume the settlement and transfer of such funds until the suspicion of violation of laws and regulations is eliminated. If your behavior causes losses to Tenpay, you should also be liable for compensation.
3.9 Authentication and Authorization. Your use of this service means that you agree to Tenpay to collect, record and use the relevant information and data generated during your use of this service, including but not limited to the identity information, account information and transaction information of you and your legal representative and responsible person, and submit the above information to state organs, financial institutions and other enterprises and institutions for identity verification and authentication. Tenpay has the right to collect, store and verify the audio and video data of your legal representative and responsible person as required. In order to better provide services, Tenpay and its affiliated companies have the right to collect, record and use the above information and data within the scope permitted by law.
3.10 Tenpay has the right to carry out risk management on your business, continuously monitor and analyze the transaction amount, number, type, time, frequency, payee, payer and other characteristics, and improve the suspicious transaction monitoring model. If Tenpay finds that the transaction amount, time and frequency are inconsistent with the business scope and scale of the merchant, it has the right to take measures against you, such as delaying capital settlement, setting collection limits, suspending bank card transactions, and withdrawing the acceptance terminal (closing the online payment interface).
3.11 The company has the right to assess whether your system access to WeChat payment and use of WeChat payment related services meet the technical specifications of WeChat payment access and Tenpay requirements. If Tenpay finds that your system construction and operation do not conform to the technical specifications of WeChat payment access, or your system has hidden dangers and risks in stability, security, business continuity and confidentiality, Tenpay has the right to notify you to check and rectify within a time limit to make your system meet the technical specifications of WeChat payment access and the requirements of this Agreement; If you fail to complete the inspection and rectification within the time limit, Tenpay has the right to take measures including but not limited to delaying fund settlement, setting collection limit, suspending or terminating the provision of services to you.
3.12 In order to ensure transaction security, prevent transaction risks, maintain a good transaction ecosystem and safeguard the legitimate rights and interests of users, Tencent will manage the delivery progress and status of your orders in specific scenarios according to the management requirements such as the Operation Specifications of WeChat Small Program Platform; If your merchant account is associated with a specific category of applet or other specific scenarios, you agree that Tenpay has the right to take management measures on the transaction funds of your corresponding orders according to the transaction status information provided by Tencent to Tenpay and the relevant provisions of this Agreement, and the specific measures shall be subject to the service notification information sent to you by Tenpay; According to the Operation Specifications for Small Transaction Programs, you confirmed that you have agreed to Tencent's intervention and handling of transaction disputes between you and users, and that Tencent has the right to instruct Tenpay to deduct corresponding funds from the remaining funds of your merchant account to users, so as to maintain the normal transaction order of the small process and protect the rights and interests of platform users, You confirm that you have no objection to Tenpay's implementation of Tencent's aforementioned instructions. If there is any dispute, you and Tencent will settle it.
4、 Your rights and obligations
4.1 Account opening and identity verification. When you apply to open a WeChat payment merchant account, you should truthfully provide Tenpay with relevant business qualification information, including but not limited to business license, tax registration certificate, organization code certificate, legal representative or person in charge's own identity certificate, audio-visual information, telephone number, etc The relevant qualification certificates shall also be provided for the business activities that are exclusively controlled or need to obtain the national pre administrative license. You should guarantee the accuracy, authenticity and integrity of the above materials submitted. You should notify Tenpay in advance if the above information changes, or if you move, close down, change your domain name or contact number, or Tenpay has the right to suspend the service depending on the specific situation. All complaints and disputes caused by your failure to notify in time should be borne by you. Tenpay has the right to require you to supplement and submit relevant information and materials according to national laws and regulations, rules and regulations, industry norms and policy requirements. If you fail to submit or pass Tenpay's verification within the time limit, Tenpay has the right to terminate this agreement or suspend all or part of the functions of your WeChat payment merchant account.
4.2 Account use and cooperation in patrol inspection. You shall not use the WeChat payment merchant account, the technical interface, security protocol and certificate provided by Tenpay for purposes beyond the scope of this agreement, nor lease or transfer them to a third party. You are not allowed to fake the transactions of other merchants as your own transactions to settle with Tenpay. You should fully understand and clearly understand the relevant legal responsibilities and disciplinary measures for renting, lending, selling and purchasing your account, and promise to open and use your account in accordance with laws and regulations. You are obliged to cooperate with Tenpay and its outsourcing service institutions to carry out patrol inspection in accordance with the regulatory provisions and the relevant guidelines of the China Payment and Clearing Association.
4.3 It is forbidden to store user sensitive information. You shall not store the user's bank account password, bank card track information or chip information, bank card verification code, validity period and other sensitive information, and shall not disclose the user's credit card information and debit card information.
4.4 Account safekeeping and loss reporting. You should properly keep your WeChat public account, merchant platform login account, WeChat payment merchant account and its password, as well as SMS verification code, API Key, API certificate, etc. All behaviors under WeChat public account, merchant platform login account and WeChat payment merchant account are regarded as your behaviors. If you need to report the loss of your WeChat public account, merchant platform login account, and WeChat payment merchant account, you should contact the customer service personnel in time and operate according to the guidance of the customer service personnel. If the customer service personnel require you to provide written proof materials for the next step of loss reporting, you should submit the written proof materials in time. If you find that the WeChat payment merchant account has been stolen, you should immediately report the loss to Tenpay. If your WeChat payment merchant account is stolen due to your poor management, all losses shall be borne by you.
4.5 Stop payment and cancellation. Due to the real-time and unchangeable nature of Tenpay system, any payment instruction you send to Tenpay is irrevocable or unchangeable after Tenpay executes. Once the payment order is executed by Tenpay, you may not request to stop payment, change or revoke it.
4.6 Standard use. Without the written authorization of Tenpay, except for the domain name registered at the time of applying for H5 payment, you are not allowed to display links, pop ups, or H5 payment related content and derivatives on any webpage or APP page.
4.7 Merchant system security and maintenance. You should be responsible for the establishment of your own hardware platform and bear the relevant equipment costs and communication costs. You should build and run your own computer system and ensure the stability, security and business continuity of your own system in strict accordance with this service and the merchant platform's access technical specifications. You should verify the authenticity of the signature in the WeChat payment request and response packet during the WeChat payment transaction, and ensure the security and confidentiality of the payment information data transmission process. You should clarify the specific requirements of various technical details such as data transmission protocols, security mechanisms, hardware requirements and physical connections to Tenpay, and properly handle various transaction anomalies fed back by Tenpay. Tenpay has the right to upgrade and change the system, interface, access technical specifications, etc. irregularly according to the needs of operation, business, security and technology, and notify you. You should continue to pay attention to the notice on access technical specification, system, interface upgrade, change, etc. issued by Tenpay, and verify whether your system needs to complete the corresponding upgrade and transformation within the notice period, so as to ensure that your system continues to meet the technical specification of WeChat payment access and the requirements of our company. Otherwise, all losses caused thereby will be borne by you.
4.8 Real transaction background. The service transaction you promise to launch is based on real transactions, and you shall not use this service to engage in false transactions.
4.9 Save order information. You should guarantee the legality, authenticity, accuracy and completeness of the order information. When you accept the user's order, you must record the following information, including but not limited to: user name, mobile phone number, product name, product number, product unit price, total asking price, and delivery information of the ordered product. You should provide Tenpay with detailed, authentic and credible transaction fields, including but not limited to order number, product name, product description, etc., as required by Tenpay. You shall also properly keep relevant transaction data and vouchers, including but not limited to orders and relevant documents signed by users when accepting goods, for at least three years from the date of transaction or the date of termination of this Agreement. Within the validity period of the agreement and within three years from the date of termination of the agreement, you should deliver the relevant documents to Tenpay within two working days by letter or fax after receiving the notice of Tenpay.
4.10 Third party online trading platform. If you operate a third-party online trading platform, you should not use this service to engage in illegal payment and settlement business, and should be equipped with corresponding systems, personnel and perfect systems. You should identify the identity information and business qualifications of the secondary merchants, collect and keep their business licenses, tax registration certificates, organization code certificates, legal representative identity certificates, etc. If the secondary merchants are engaged in business activities that are exclusively operated or controlled by the state or need to obtain the state's previous administrative permit, they should also provide the relevant qualification certificates. You should ensure the accuracy, authenticity and integrity of the above materials submitted by the secondary merchants. At the same time, you should also collect, save and transmit the transaction order information of the secondary merchants to Tenpay, including but not limited to: user name, mobile phone number, product name, product number, product unit price, total asking price, and distribution information. You shall also properly keep the transaction data and vouchers of the secondary merchants, including but not limited to the orders and relevant documents signed by the user when accepting the goods, for at least five years from the date of transaction or the date of termination of this Agreement. Within five years from the validity of the agreement and the date of termination of the agreement, you should reply to Tenpay by letter or fax within two working days after receiving Tenpay's notice on the inquiry notice and order adjustment requirements. For the risk transactions proposed by Tenpay, you should effectively identify and trace the transactions of its secondary merchants according to Tenpay's requirements, and implement measures to suspend business management when necessary. At the same time, you should bear all risk losses caused by the poor development and management of the secondary merchants. You should ensure that the secondary merchants will not develop the next level merchants.
The third party online trading platform refers to an information network system that provides web space, virtual business premises, trading rules, trade matching, information release and other services for both parties or multiple parties to carry out trading activities independently in online commodity trading activities.
Secondary merchants refer to natural persons, enterprises and institutions that sell goods or services on the third-party online trading platform you operate.
4.11 Risk prevention of third-party online trading platform. If you operate a third-party online transaction platform, you need to monitor and manage the authenticity and legitimacy of the transaction behavior of the secondary merchants. You should prevent the secondary merchants from using Tenpay to engage in illegal activities such as credit card cashing, money laundering, and false transactions. If secondary merchants use Tenpay to engage in illegal activities such as cash out of credit cards, money laundering and false transactions, Tenpay has the right to terminate this agreement and investigate your liability for breach of contract.
4.12 Anti cash out and anti money laundering. You shall not take the initiative or assist the cardholder to carry out illegal business activities such as credit card cash out, money laundering, transaction splitting, etc., and shall not have serious risk behaviors such as false application, malicious bankruptcy, etc., otherwise, Tenpay has the right to suspend or terminate the provision of services under this Agreement, and submit your information to the People's Bank of China, the Ministry of Public Security and relevant regulatory authorities.
4.13 Physical and virtual. When you need to use this service to operate both physical and virtual goods or services, you should apply for a WeChat payment merchant account for physical and virtual goods or services respectively. You should not use the same WeChat payment merchant account to operate both physical and virtual goods or services. Otherwise, Tenpay has the right to terminate this agreement and investigate your liability for breach of contract.
Physical goods refer to physical goods that need logistics distribution or goods or services that need to record and verify consumer identity information; Virtual goods or services refer to goods or services that are not physical objects and do not record the buyer's identity information, and do not need logistics distribution.
4.14 H5 Payment. If you use H5 payment, you promise that: 1) except for the domain name registered at the time of applying for H5 payment, you shall not display links, pop ups or H5 payment related content and derivatives on any H5 webpage or APP page; 2) You promise not to use the content, interface and derivatives related to H5 payment to others.
4.15 Safety rules. You shall not take reverse engineering measures to crack Tenpay's computer systems and programs, and shall not copy, modify, compile, integrate and tamper with the aforementioned systems and programs (including but not limited to source programs, object programs, software documents, data running in local computer memory, data from client to server, server data, etc.), The original functions of the software system of any service provided by Tenpay shall not be modified or added.
4.16 Number of transfers and limit setting. You can set the daily cumulative transfer limit and number between payment account and payment account, payment account and bank account in the merchant platform or relevant system. If the limit and number exceed the set limit, Tenpay will no longer handle the transfer business. Tenpay has the right to adjust your cumulative transfer limit and number of transactions according to your business risk and Tenpay's own risk control needs. If you do not accept Tenpay's unilateral adjustment, both parties can terminate this agreement without assuming responsibility for each other.
4.17 You should earnestly safeguard the legitimate rights and interests of consumers, and should not take discriminatory measures against consumers who use different payment methods.
4.18 Other obligations you should comply with:
(1) It is not allowed to use the purchase slip, purchase settlement slip, business acceptance signboard and terminal machines and tools beyond the scope of Tenpay approval, nor to use them for a third party outside the scope of the agreement;
(2) The WeChat payment interface shall not be entrusted or transferred to a third party;
(3) It is not allowed to recruit personnel without original ID card as cashiers, and it is not allowed to let untrained and qualified cashiers operate the acceptance terminal;
(4) For gold jewelry stores, jewelry stores, famous brand watch stores, gold and silver coin stores and other high-risk stores, you must install video monitoring facilities to clearly record the payment process, and keep the video data for at least 3 months;
(5) Check the original user ID card for WeChat payment transactions with a single transaction amount exceeding (including) 50000 yuan;
(6) Accept WeChat payment according to the agreement, and shall not refuse to accept WeChat payment within the validity period of the agreement;
(7) It is not allowed to initiate transactions on behalf of other merchants, nor resell, lease and accept terminals (network payment interface) and bank settlement accounts;
(8) Do not require other merchants to initiate transactions on their behalf, and do not use acceptance terminals (network payment interfaces) and bank settlement accounts for resale and lease;
(9) Properly keep transaction data information, ensure that only authorized personnel have access to it, and establish a sound internal settlement management system;
(10) Do not impose any surcharges or additional fees on users, or provide services below the cash payment level;
(11) It is not allowed to alter the signed amount, separate order operation, cash out, transfer, accept the credit card listed in the stop payment list, use it beyond the authorized limit, not carefully check the signature and validity of the credit card, and return the goods in cash.
4.19 Protection of consumers' legitimate rights and interests:
(1) You should practically ensure that the degree of protection for the rights and interests of financial consumers in the process of daily business development meets the requirements of existing laws, regulations and regulatory provisions. If you fail to fulfill the obligation to protect the rights and interests of financial consumers and cause losses to financial consumers, you should be liable for compensation to financial consumers. If this causes losses to the company, you should also compensate for the company's losses.
(2) You should earnestly safeguard the legitimate rights and interests of users and ensure that users using various payment methods enjoy consistent and fair treatment. You should not transfer or transfer in disguised form the service fees charged by Tenpay to users using specific payment methods. You should not conduct misleading sales, force tying, or repeatedly charge users for the same payment service item when users use related payment services The user shall not be unreasonably refused to use the payment method that has been opened, and the user's right of independent choice and fair transaction shall be effectively guaranteed. In order to enrich the types of payment services, the company can jointly provide payment services for users and merchants in some scenarios, and provide users with more alternative payment methods on the premise of ensuring the safe and stable operation of the platform, user data security and user experience. You should not unreasonably refuse users to use the payment methods they choose.
(3) You shall, in accordance with the applicable laws and regulations, the requirements of the regulatory authorities and the reasonable requirements of the Company, earnestly assume the obligation to protect the personal information of financial consumers, and handle the personal information of financial consumers in accordance with the principles of legality, legitimacy and necessity. Unless otherwise agreed by financial consumers or otherwise stipulated by laws and regulations, you shall not collect personal information of financial consumers unrelated to payment services, collect personal information of financial consumers in improper ways, force the collection of personal information of financial consumers in disguised form, or refuse to provide products or services on the ground that financial consumers do not agree to deal with their personal information, Effectively ensure the information security right of financial consumers.
(4) You should, in accordance with applicable laws and regulations, requirements of regulatory authorities and reasonable requirements of the Company, truthfully and fully disclose to users the content that has significant interests with users in the process of using relevant services, such as activity rules, product or service requirements and conditions, organization and brand information, rights and obligations of all parties, consultation and complaint channels, etc, We will ensure that financial consumers have the right to know.
(5) If you provide marketing promotional materials to the Company, you should ensure that all marketing promotional materials provided to the Company comply with laws and regulations and regulatory requirements, and do not infringe the rights of any third party. If the Company provides you with marketing promotional materials, you shall not tamper with the relevant marketing promotional materials provided by the Company, and financial consumers shall avoid misunderstanding that the Company is confused with your brand.
(6) If the Company receives complaints or reports from financial consumers in the process of providing you with relevant payment services, you should fully cooperate with the Company in handling complaints or reports from financial consumers, including but not limited to providing evidentiary materials and performing the obligation of explanation.
4.20 Merchant's Independent Option. Tenpay will be committed to protecting the merchants' independent choice. Merchants have full independent rights to choose third-party payment services other than WeChat payment. Tenpay will not interfere with the merchants' independent choice in any illegal way.
4.21 Merchants shall not use technical means to shield, intercept, modify and other improper behaviors on the products or services legally provided by the company, so as to prevent or interfere with the normal use of the products or services legally provided by the company.
4.22 You know that in some bank card transaction scenarios, consumers can apply to the aforementioned institutions or the company for refusing to pay a certain transaction amount on the bill (hereinafter referred to as "refusal to pay") within a certain period after payment (specific provisions of bank card organizations, banks or other cooperative institutions shall prevail). When your transaction amount involves refusal to pay, Our company may take measures such as delayed settlement for the corresponding amount in your WeChat payment merchant account (including but not limited to the transaction amount and possible arbitration fees of bank card organization). In order to protect your legitimate rights and interests, the company will notify you to submit the corresponding vouchers in time through the in station letter, etc. You should provide the relevant vouchers as required within 2 working days after receiving the notice. If the refusal of payment is established because you cannot provide relevant vouchers within the agreed time or the submitted vouchers are judged invalid or ineffective by the bank card organization, bank or other cooperative institutions, you must compensate for all losses caused by this within 3 working days after receiving the notice from the company, including but not limited to cardholder losses, the company's losses and arbitration fees, Our company has the right to transfer corresponding funds from your WeChat payment merchant account. If it is still not enough to compensate, we can continue to claim compensation from you.
5、 Service fees and transaction settlement
5.1 Service charge for WeChat payment (tax included)
5.1.1 When you use this service, you should pay WeChat payment service fee (hereinafter referred to as "payment service fee") to Tenpay.
5.1.2 Tenpay will deduct a certain rate of payment service charge from each transaction, and the rate of payment service charge shall be subject to the record approved by the merchant platform; During the cooperation process, you may enjoy the preferential rate given by Tenpay within a certain period because you meet the relevant preferential conditions. When you no longer meet the preferential conditions or the preferential period expires, Tenpay has the right to restore the rate to the original rate, which is subject to the approval record of the merchant platform.
5.1.3 In case of national policy adjustment or policy adjustment of the People's Bank of China or cooperative institutions, Tenpay has the right to adjust the payment service rate and notify you accordingly. If you do not raise a written objection to the adjusted payment service rate within five working days after receiving Tenpay's notice, the adjusted rate shall prevail. If both parties cannot reach an agreement on the rate change, this agreement can be terminated.
5.2 Error
All parties confirm and agree that if there is a minor error in the rate settlement due to the rounding of two decimal places, all parties will accept it.
5.3 Transaction settlement
5.3.1 Tenpay will account the remaining transaction amount to your WeChat payment merchant account after deducting the payment service fee.
5.3.2 Your withdrawal account is the bank account of the same name submitted by you when applying for this service or the bank account of other units with legal fund management relationship. If the transaction funds cannot be withdrawn to the bank account submitted by you on time due to your or the bank's reasons, Tenpay will not assume any responsibility.
5.3.3 If you need to change the withdrawal account or authorize settlement, you should sign a supplementary agreement with Tenpay or make self-service modifications on the merchant platform. If you change your account or designate the payee but fail to notify Tenpay in time, you shall bear the additional costs or any losses incurred.
5.3.4 For the transaction occurred on T day, if you have not made special settings or operations, Tenpay will withdraw the transaction amount after deducting the service charge to your bank account according to the period approved and recorded by the merchant platform, The time of payment arrival depends on the clearing cycle of the banking system (if you are a financial institution or other institutions engaged in financial business, Tenpay has the right to regularly clear the balance of your WeChat payment merchant account according to the time announced by the WeChat payment merchant platform, and withdraw the corresponding funds to your bank account. You should recharge the merchant account in time after it is cleared, so as not to affect the handling fee, refund and other fund settlement).
5.3.5 You can apply for changing the withdrawal rules according to the guidance of the merchant platform and Tenpay customer service, and the final approval record of the merchant platform shall prevail.
5.3.6 If you access the service for less than 90 days or the normal transaction for less than 30 consecutive days after access to the service, Tenpay does not provide T+0 capital withdrawal service, and Tenpay bookkeeps such transaction funds on your T day to the WeChat payment merchant account, you shall not transfer the transaction funds on T day. Whenever you access this service, Tenpay has the right to adjust the withdrawal cycle according to your business status, business changes and actual compensation, and notify you by email.
5.3.7 If your reconciliation data is inconsistent with Tenpay's, Tenpay's data shall prevail.
5.3.8 If you require Tenpay to issue an invoice, you should timely submit accurate and complete invoice information according to Tenpay's requirements before the first invoice, and Tenpay will issue you a VAT service fee invoice for the last month for the service charge of WeChat payment every month. If you require to issue special VAT invoices, you should submit relevant qualification materials to Tenpay.
5.3.9 In the digital RMB pilot phase, if users choose to use digital RMB payment in the transaction scenario supporting digital RMB payment, Tenpay can cooperate with the digital RMB operating agency to provide you with collection services, and Tenpay will exchange the digital RMB collection funds back into RMB through the digital RMB operating agency, And account the RMB transaction funds to your WeChat payment merchant account. In view of the fact that the digital RMB business is in the pilot stage, the above process may be adjusted due to changes in the applicable scenarios and functional iterations, and the specific service process provided by Tenpay shall prevail.
6、 Margin
6.1 Tenpay has the right to require you to pay risk deposit, and the amount of deposit shall be subject to the approval record of the merchant platform. During the validity period of this agreement, the risk margin funds are frozen in your margin account, and you may not unfreeze, withdraw or use them in advance.
6.2 Tenpay has the right to adjust the amount of security deposit you should pay according to your business status, business changes and actual compensation, and notify you by email to make up the amount of security deposit. If you fail to make up the amount of security deposit within five working days after receiving the notice, Tenpay has the right to suspend providing services for you. If you fail to make up the deposit within thirty days after receiving the above notice, Tenpay may unilaterally terminate this contract without any legal liability.
6.3 If you have not breached the contract in the process of using the public account and the service, and you take the initiative to cancel the service for one year without any complaint from any third party or transaction dispute, you should unfreeze the risk deposit of the deposit account, and you can withdraw the deposit principal on your own. Before that, you have no right to use the deposit principal, and the deposit will be returned to you without interest after unfreezing.
6.4 If you violate national laws, regulations, policies, decrees, or your commitment to the user or the agreement with Tenpay and cause damage to the user or Tenpay, Tenpay has the right to directly use the deposit you pay to compensate the user or Tenpay. If the deposit is not enough to compensate, Tenpay can directly deduct from the remaining funds in your merchant account, If the compensation is still insufficient, you can continue to claim compensation.
7、 Refund Terms
The refund in your transaction shall be handled according to the following rules:
7.1 When you make a refund request to Tenpay, you should have enough funds in your WeChat payment merchant account for refund. Tenpay has the right to directly deduct the refund amount from your WeChat payment merchant account to complete the refund. If you cannot refund due to insufficient funds, you should bear the consequences. When Tenpay processes the refund according to your refund request, if the refund fails due to bank reasons or user reasons, Tenpay can return the refund amount to your WeChat payment merchant account, and you can initiate a refund request again or process the refund yourself.
7.2 When refunding, Tenpay will not charge another transaction handling fee, but if the bank needs to charge another relevant fee from Tenpay, you should bear the fee, and Tenpay can deduct it from your transaction payment after paying the fee on behalf of you.
7.3 You are responsible for resolving and assuming the refund disputes or responsibilities caused by the user's refusal to pay the transaction funds.
8、 Confidentiality
8.1 Unless otherwise agreed in this agreement, without the written consent of one party, neither party shall disclose the contents of this agreement, user personal information, user payment information, interface technology, security agreement and certificate to a third party.
8.2 Each party shall be responsible for the confidentiality of trade secrets and technical secrets obtained in the performance of the agreement. Tenpay has the right to disclose your relevant business information in any of the following circumstances:
(1) The People's Bank of China, the Securities Regulatory Commission, the State Financial Supervision and Administration and other financial regulatory institutions require Tenpay to provide your relevant business information;
(2) The public security organ, the people's court, the people's procuratorate or the competent administrative organ requires Tenpay to provide your relevant business information;
(3) Users complain and ask Tenpay to provide your relevant business information, which Tenpay believes can be provided after verification.
The business information referred to in this agreement includes but is not limited to the transaction information between you and the user, such as transaction order number, transaction voucher, capital flow, etc.
8.3 Each party guarantees that its employees and agents fulfill the confidentiality obligations of this article.
8.4 The above confidentiality obligations shall be valid for five years after the termination of this Agreement.
9、 Liability for breach of contract
9.1 Any breach of the obligations agreed in this Agreement by either party shall constitute a breach of contract.
9.2 Tenpay has the right to unilaterally terminate this agreement and require you to bear the relevant liability for compensation in case of any of the following circumstances:
(1) Directly or indirectly involved in fraud, or renting, lending, selling, purchasing bank accounts (including bank cards) or payment accounts, or buying and selling POS machines (including MPOS), card readers and other acceptance terminals online, or suspected of committing other illegal and criminal activities;
(2) The business and financial conditions worsen and cannot operate normally, or the company is listed in the "List of Serious Illegal and Dishonest Enterprises" by the national enterprise credit information publicity system, or the registered address of the company does not exist or the business site is fictitious;
(3) You or your legal representative or person in charge are blacklisted by the China Payment Clearing Association, bank card clearing institutions, other state organs, enterprises and institutions, or have punishment records by state organs or industry associations;
(4) Implementing illegal operations, or violating this Agreement, Tenpay Service Agreement, WeChat Public Platform Service Agreement and other agreements, and refusing to correct after being pointed out, or failing to meet Tenpay's rectification requirements and objectives despite correction within a reasonable period of time;
(5) Refusing or deliberately delaying Tenpay's transaction inquiry, document retrieval inquiry or supervision requirements without reason;
(6) Entering bankruptcy proceedings, dissolution, and business license being revoked;
(7) Committing any act detrimental to Tenpay or Tencent's interests;
(8) Violating this Agreement or engaging in illegal business by using the services provided by Tenpay;
(9) Your software and hardware systems have security problems, or do not comply with the technical specifications and guidelines of WeChat payment access, and refuse to rectify after being notified by Tenpay;
(10) Risk event or abnormal transaction judged by Tenpay;
(11) Violating relevant rules and systems of Tenpay.
10、 Account cancellation
10.1 Tenpay has the right to cancel your WeChat payment merchant account and transfer the remaining funds in your WeChat payment merchant account to your bank account in case of any of the following circumstances, unless otherwise stipulated by law or this Agreement:
(1) You voluntarily apply for cancellation of WeChat payment merchant account;
(2) This Agreement is cancelled or terminated;
(3) You use this service to engage in illegal activities;
(4) You violate this agreement or other agreements signed with Tenpay.
10.2 No matter whether your WeChat payment merchant account is cancelled or not, Tenpay has the right to freeze and deduct the funds in your WeChat payment merchant account according to the legal provisions or the legal requirements of the state authorities.
11、 Disclaimer
11.1 The party who is unable to perform or fully perform this Agreement due to force majeure can be exempted from liability. Force majeure refers to objective circumstances that cannot be foreseen, avoided or overcome by the parties hereto. In addition, in view of the special nature of the network, if Tenpay fails to perform its obligations under this Agreement due to any of the following circumstances, including but not limited to:
(1) Hacker attack, computer virus invasion or attack;
(2) The computer system is damaged, paralyzed or cannot be used normally, resulting in the loss of information or records, and Tenpay cannot provide services under this agreement;
(3) Major impact caused by technical adjustment of the telecommunications department;
(4) The service is terminated due to government regulation;
(5) Other reasons not attributable to all parties.
11.2 In case of the above force majeure event, either party shall immediately notify the other party in writing of the event. Each party shall decide whether to continue to perform this Agreement according to the impact of the event on the performance of this Agreement.
12、 Risk tips and special agreements
12.1 All parties are fully aware of the current situation of "China's domestic e-commerce environment is not yet mature, e-commerce legislation and credit system are not yet perfect" and the risks in conducting e-commerce business, and all parties undertake to take reasonable risk prevention measures to avoid or reduce risks as far as possible.
12.2 In the process of this service transaction, you should actively prevent the risk of the bank card holder refusing to pay, and timely solve the problems in the transaction:
(1) In case of any circumstances in the transaction, including but not limited to untrue transaction, fraud, counterfeit transaction, cardholder account information disclosure, or your violation of national laws and regulations, or your violation of your commitment to users and your violation of the agreement with Tenpay, you shall bear all losses caused by the above circumstances;
(2) If the cardholder denies the transaction, the cardholder refuses to pay, centralized transfer in and decentralized transfer out and other suspicious situations occur in the transaction, you shall provide corresponding transaction vouchers to Tenpay in accordance with the requirements of Articles 4.8 and 4.9 of this Agreement. If you are negligent in providing vouchers, or the vouchers you provide do not meet the standards in the relevant industry, or you notify Tenpay in writing (including email notification) If you fail to stop suspicious transactions and control corresponding funds in time, you shall bear all losses caused by the above circumstances.
If you cause losses to Tenpay due to the above circumstances, Tenpay has the right to directly deduct the amount equal to the loss amount from your deposit, and you need to make up the deposit in time. If the deposit is not enough to compensate, Tenpay can directly deduct from the remaining funds in your merchant account. If the deposit is still not enough to compensate, Tenpay can continue to claim compensation from you.
12.3 In the process of payment transactions, you should strictly abide by the policies and regulations of the People's Bank of China related to online banking and credit card transactions, and should not conduct false transactions, illegal cash out, money laundering and other acts. You are not allowed to directly or in disguised form engage in Internet gambling, pornography platforms, Internet lottery sales platforms, illegal foreign exchange, precious metal investment trading platforms, illegal securities futures trading platforms, token issuance financing and virtual currency trading platforms, It is also not allowed to carry out illegal transactions such as asset management business through the Internet without the approval of the regulatory authorities and bulk commodity trading venues without the approval of the provincial government, otherwise Tenpay has the right to terminate providing payment and settlement services for them.
12.4 You promise that the source of the funds you recharge to the merchant account is legal and there is no ownership dispute. Otherwise, you should bear all losses and legal liabilities caused by the violation of the above commitment.
12.5 If according to the requirements of laws and regulations, your business should fulfill the real name requirements, you promise to use the payment function provided by Tenpay for real name business, otherwise, you should bear all losses and legal liabilities caused by violation of the above commitments.
13、 Intellectual property
13.1 The intellectual property rights of the content (including but not limited to trademarks, logos, web pages, words, pictures, etc.) provided by Tenpay in this cooperation belong to Tenpay.
13.2 Unless otherwise specified, the copyright, patent right and other intellectual property rights of the software system, technical interface, security certificate, etc. provided by Tenpay in this cooperation belong to Tenpay.
13.3 The above intellectual property rights are protected by law. Without the permission of Tenpay or relevant obligees, they cannot use or create relevant derivative works in any form.
13.4 Tenpay enjoys intellectual property rights over materials, promotional materials and code scanning equipment with WeChat payment words, logos, pictures and other information. You shall not replace, cover, daub, hide or destroy materials, promotional materials and code scanning equipment with WeChat payment words, logos, pictures and other information in the business premises or assist or allow others to do so, Otherwise, you should restore the original state and compensate for the losses according to the requirements of Tenpay. Tenpay has the right to require you to correctly display the words, logo, pictures and other information of WeChat payment according to Tenpay's requirements when using WeChat payment. If you do not display correctly, Tenpay has the right to require you to correct within a time limit. If you do not correct on schedule, Tenpay has the right to take measures against you, including but not limited to increasing the payment service rate Measures such as limiting some or all functions of merchant account.
14、 Change of Agreement
Due to changes in national laws and regulations, market development and other situations, Tenpay may amend this agreement. Tenpay will announce the revised agreement to you in advance through WeChat messages, emails, platform information or websites. If you do not agree with Tenpay's amendment to this agreement, you can immediately notify Tenpay in writing to terminate the service provided to you. Your continued use of the service means that you accept the amended agreement.
15、 Applicable Law and Dispute Resolution
15.1 The interpretation, application, dispute resolution and other matters of this Agreement shall be governed by the laws of the mainland of the People's Republic of China.
15.2 In case of any dispute arising from this Agreement, the parties shall negotiate in good faith. If the negotiation fails, the parties shall submit the dispute to the people's court with jurisdiction where Tenpay is located for litigation.
16、 Validity, automatic renewal and early termination of the agreement
16.1 The validity of this agreement is subject to the time confirmed by the merchant platform, and the validity period is one year. If neither party gives a written notice to terminate the contract one month before the expiration of the validity period, and neither party raises a request for rate change within the validity period of the agreement, this agreement will be automatically renewed for one year, with unlimited number of renewals; Except for the circumstances stipulated in Article 5.1.2 and 5.1.3 of this agreement, if Tenpay raises a request for rate change within the validity period of the agreement and notifies you in the form of WeChat message, email or merchant platform information, etc., if you continue to use this service within 30 days from the date of sending the information, Tenpay has the right to charge you a service fee at the changed rate from the date of expiration of 30 days, And deduct it from your pending settlement.
16.2 Each party has the right to terminate this Agreement in advance based on its own operational needs, without any legal liability. If it is necessary to terminate this Agreement in advance, the proposing party shall notify each party in writing or email one month in advance.
16.3 After the cancellation or termination of the agreement, the terms related to the deposit, refund and confidentiality shall remain valid, and the parties shall continue to comply with them.
16.4 After this agreement is revised and comes into effect, it will automatically replace the WeChat Payment Service Agreement signed by both parties previously, and replace the agreements, memoranda, statements or other obligations (whether written or oral, including various forms of communication) reached by both parties on the matters agreed in this agreement. Both parties agree that the latest version of this agreement shall prevail.
Tenpay Payment Technology Co., Ltd
