cinvio terms and conditions
Please read these terms of service (“terms and conditions” or “terms”) carefully as they form a contract between you and cinvio. Subject to section 6 below, for the purposes of these terms, “you” means your organisation as identified during the registration process with cinvio while “we” and “cinvio” both refer to cinvio BV.
1. Description of cinvio services
cinvio provides a payment platform that facilitates trade between you, as user, and the transporters that offer their services in B2B logistics via our platform (“cinvio partners”). In particular, under these terms, cinvio offers you a digital wallet to which you can load electronic money and from which you can subsequently instantly pay the cinvio partner you are buying services from.
2. Regulatory status of cinvio
cinvio’s services as described in these terms involve the issuing of electronic money and the offering of related payment services. cinvio is registered with the National Bank of Belgium as an entity that is allowed to provide those services in the framework of a limited network.
3. Role of cinvio in your transactions with cinvio partners
Through our platform, we merely facilitate the payment for the logistical services you are buying from our partners. cinvio is not a party to the actual transactions between you and those partners. Any communications or representations, whether verbal or written, made with regard to the logistical services are solely between you and the cinvio partners. Accordingly, cinvio does not accept any liability for the logistical services you purchase through our platform. Similarly, we accept no liability for transactions that are completed, but which are disputed or reversed at a later stage on the basis of the agreement between you and the service provider.
4. User conditions
We only offer our services to legal entities (that is, organisations with legal personality) that have registered with cinvio pursuant to the procedure described in section 6 below.
Our services are free-of-charge for you, as user. The costs of the services are borne by the cinvio partners.
To be able to pay cinvio partners using our digital wallet solution, you must have an account with us. You (that is, for the remainder of this section 6, “you” as “first user”, the natural person representing your organisation for the purposes of registering with cinvio) can create an account by submitting the online registration form that is available here (link embedded).
You will be asked to provide certain information about you and your organisation as part of the registration process, including the name of your organisation, its seat address, its registration/VAT number as well as your name and your email address. Upon your submission of all required information, we will verify the legal status of your organisation When cinvio approves your application you will receive an email requesting you to complete the registration and set your password. Your email address will serve as your user ID.
As first user, you represent that (i) you are capable of entering into this agreement on behalf of your organisation, and that (ii) all information you are providing to cinvio as part of the registration process is complete and truthful. You also guarantee that you will keep the information registered with us up to date.
You can allow authorised users within your organisation, including the first user mentioned in section 6 above, to access your cinvio account in compliance with these terms and solely for your benefit. The first user can add authorised users in the cinvio account interface. You will be fully liable for any use of our services by your authorised users.
You can only pay cinvio partners with your cinvio account if you have funds in that account. To fund your cinvio account, an authorised user must transfer funds to cinvio’s safeguarding account (as defined in the last paragraph of this section below). One can do this manually using the “top up your balance” function available from the cinvio account interface. When confirming this funding instruction, you allow your account holding payment service provider to transfer funds to Stichting Mollie Payments, which is a separate entity that our intermediary payment service provider Mollie B.V. (“Mollie”) uses for safeguarding purposes. Mollie will transfer those funds, in turn, to our safeguarding account. In exchange for the funds received on our safeguarding account, we will credit an equivalent amount of electronic money to your cinvio account. Should an authorised user withdraw a funding instruction, we will have a claim against you to refund the amount of electronic money we may have already issued on the basis of that funding instruction.
The balance in your cinvio account represents the amount of electronic money available for paying cinvio partners from your account. cinvio will at all times hold the equivalent amount of that balance on the account it opened in its name with a Belgian credit institution and that is dedicated to safeguarding user funds (“cinvio’s safeguarding account”).
To pay a cinvio partner using your cinvio account, provided your account has a positive balance, one can either click the “pay with cinvio” button within the cinvio partner’s account interface or select the cinvio partner in the cinvio account interface. In the latter case one will be directed to the relevant partner’s interface to confirm the sale. Either way, when confirming the sale and the related payment, you give permission to the cinvio partner to instruct cinvio to charge your cinvio account for the agreed purchase price, and you give cinvio permission to carry out that instruction. Accordingly, we will transfer the equivalent of the purchase price in electronic money from your cinvio account to the cinvio account of the relevant cinvio partner (less the service fee we charge the cinvio partner).
When paying a particular cinvio partner for the first time, an authorised user will first need to pair your cinvio account with your account with that cinvio partner.
10. Withdrawing funds from your cinvio account
Provided your account has a positive balance, you can instruct us to withdraw funds (that is, redeem electronic money) from your cinvio account into your linked bank account (see section 8 above). An authorised user can do so at any time by using the redemption functionality in the cinvio account interface. Upon receipt of the request to withdraw a certain amount, we will instruct our bank to transfer the equivalent amount from our safeguarding account to your funding source. We will do so by the end of the next business day at the latest. The withdrawal will be completed as soon as the payment schemes on which our respective banks rely allow.
Authorised users should take reasonable steps to prevent your cinvio account and your accounts with cinvio partners from being misused. They must maintain adequate security of all devices, IDs, passwords and codes they use to access those accounts. They must immediately notify us in accordance with section 17 below if they become aware of, or suspect, any loss, theft or misuse of those accounts and/or related passwords. Pursuant to section 15 below, you are responsible for damage or loss arising from the loss, theft or misuse of the cinvio account and/or related passwords until cinvio is made aware of it. The same goes for damage or loss arising from the loss, theft or misuse of your accounts with cinvio partners to the extent the damage or loss ensues from a payment instruction provided from within those accounts.
12. Acceptable use
Authorised users must not use our services to harm others or the services. They shall solely use the services in the manner and for the purpose expressly permitted by these terms.
13. Refusal to execute a payment instruction
We will refuse to execute a payment instruction if your cinvio account balance is not sufficient.
14. Account suspension
We may suspend your access to, or use of, our services for (i) the actual or suspected violation of these terms, (ii) the use of the services in a manner that may cause cinvio to incur legal liability or disrupt others’ use of the services, (iii) the suspicion or detection of any malicious code, virus or other harmful code by you or in your account, (iv) the use of excessive storage capacity or bandwidth, (v) objectively justified reasons related to the security of the cinvio account, (vi) the suspicion or detection of unauthorised or fraudulent use of your cinvio account, (vii) scheduled downtime and recurring downtime, or (viii) unplanned technical problems and outages.
We will inform you of the account suspension and of the reasons for it pursuant to section 17 below. We will do so before the account is suspended if possible, and at the latest immediately after that. We will however not inform you if that would be justified by objectively justified security considerations. We will unblock your cinvio account as soon as the reasons for its suspension no longer exist.
We will rectify any incorrectly executed payment transaction provided that you notify us of the error without delay and in any event within 60 days following the value date of the debit/credit. We will rectify the transaction by the end of the business day following the day on which we become aware of the error or are notified of the error.
We will however not be liable for any additional damages that may arise due to the incorrectly executed payment transaction unless in case of fraud or gross negligence on our behalf or on behalf of any of our developers or outsourcees. As long as we do not receive a notification from you pursuant to section 11 above, we will also not be liable for any unauthorised transactions resulting from the loss, theft or misuse of your cinvio account, your accounts with cinvio partners and/or related passwords, unless in case of fraud or gross negligence on our behalf or on behalf of any of our developers or outsourcees.
16. Intellectual property
You acknowledge that we exclusively own the service provided under this agreement. That includes, but is not limited to, the content of our websites, text, graphics, links, buttons, logos, and images, as well as all other patents, copyrights, trademarks, trade secrets, service marks, logos, and product and service names (the "intellectual property"). You agree not to display, use, copy, or modify the intellectual property in any manner. You further agree not to: (i) engage in or use any automated devices, data mining, robots, scraping or similar data gathering or extraction methods to access or use our service; (ii) modify, copy, frame, scrape, rent, lease, loan, sell, distribute or create derivative works based on the service, in whole or in part, except for information that you legally upload to the service; (iii) remove or alter any author, trademark or other proprietary notice or legend displayed on our websites or printed pages of those websites; or (iv) infringe cinvio’s or any third party's copyright, patent, trademark, trade secret or other intellectual property rights, or rights of publicity or privacy.
The technology and software underlying the service or distributed in connection with the service are the property of cinvio, its affiliates and service providers, as applicable (the "software"). Under these terms, we grant you a non-transferable, non-sublicensable, and non-exclusive right and license to use the object code of any software on your device(s) solely in connection with the service, provided that you agree not to copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, or otherwise transfer any right in the software. Any rights not expressly granted in these terms are reserved by us.
You acknowledge that we may send you communications regarding the cinvio services through your account, email or other means. Those communications include but are not limited to (a) notices about your use of the services, including any notices concerning violations of use, (b) updates, including when a new cinvio partner joins our platform, and (c) payment confirmations. You may opt out of some of those communications.
Any notification required from you on the basis of these terms (see in particular sections 11 and 19) shall take the form of an email to the following address: email@example.com.
18. Changes to these terms
We may make changes to these terms from time to time, in our discretion. We will communicate those changes to you in accordance with section 17 above. Your continued use of our services following the communication of any changes to these terms implies your acceptance of those changes. The latest version of the terms is available on our website at any time (www.cinvio.com/terms-and-conditions).
These terms will remain in effect until your cinvio account is closed. Any authorised user with the required corporate powers can close your account at any time. We can close your account at our convenience by providing you with two months’ prior notice. We can also close your account with immediate effect for breach of these terms.
When your cinvio account is closed, these terms as well as your access to our services terminate immediately, except to the extent and for so long as we need to deal with the account closure and to comply with legal requirements. We may cancel any pending transactions.
20. Governing law and jurisdiction
These terms are governed by and construed in accordance with the laws of Belgium. The courts of Antwerp (Malines) shall be competent to resolve on any dispute that may arise under this agreement.
21. Entire agreement
22. Transfer of rights
You must not transfer or assign any of your rights or obligations under these terms to a third party without cinvio’s explicit consent. cinvio may transfer or assign this agreement or any right or obligation under this agreement to an affiliated entity at any time.
The failure of cinvio to exercise or enforce any right under these terms will not constitute a waiver of that right.
If any part of these terms would be held invalid or unenforceable by a court of competent jurisdiction, that portion will be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions will remain in full force and effect.