Terms & conditions

Introduction

We realise that regulations are not the most pleasant reading to read. However, it is worth reading this document to know:

what the User can expect from the OpenApp,
what the rules are for the use of the Application and the OpenApp Wallet (which in legal language is called a „Payment Instrument”),
how problems and disputes will be resolved,
what obligations the user of the Application has.

Service Provider

The entity with which the User concludes the Contract is:

OpenApp Pay Sp. z o.o. registered in the Register of Entrepreneurs maintained by the District Court for the City of Warsaw in Warsaw (KRS: 0000842899; NIP: 9512501827), Grzybowska 62 Street, 00-844 Warsaw (after this: „OpenApp” or the „Company”).

The Company is a Small Payment Institution („MIP”), entered in the register of payment institutions kept by the Polish Financial Supervision Authority under number MIP132/2022. The institution supervising the activities of OpenApp in the provision of Payments is the Polish Financial Supervision Authority.

Definitions used

The following is a list of terms that have a specific meaning, the knowledge of which will facilitate the understanding of the entire document:

Partner	Entrepreneur who runs an online shop that allows shopping in his shop using the Application
Application	OpenApp mobile application installed on a mobile phone, which enables shopping and the use of other functionalities referred to in the Terms and Conditions
Authorisation	the User’s consent to execute a Payment confirmed by the same verification mechanism that the User uses to unlock his/her phone (e.g., PIN, face ID, touch ID)
BOK	customer service office
Payment Instrument	the rules defined by OpenApp used by the User within the Application to make a Payment. Payment Instruments are: OpenApp Wallet, Child Wallet and Shared Wallet
User Account	the User’s individual account on the Application, uniquely linked to the User’s telephone number
Payment	payment for goods and services purchased from Partners, transfer between User Wallets, transfer of funds to a bank account
Agreement	agreement between the User and OpenApp, which defines the principles of provision by OpenApp of the services described in the Terms&Conditions, concluded for an indefinite period
Wallet	wallet enabling the execution of payments within the Application
Wallet for a child	A wallet shared with one person under the age of 13. All Payments made from this Wallet are the responsibility of the Legal Guardian
Shared Wallet	A Wallet shared by several Users, each of whom is entitled to use the Wallet under the conditions specified in the Terms&Conditions
Legal guardian	a statutory representative who has full legal capacity, which may be: a parent, legal guardian or curator of a person under 18 years of age
Privacy Policy	the rules of processing the Users’ personal data in the Application Terms and conditions
Terms & Conditions (T&C)	these regulations
Complaint	a request addressed to OpenApp in which the User informs about a problem with OpenApp services.
Identity verification	confirmation of the User’s identity using the tools available on the Application
QR code	a graphic code that is scanned or an element of the graphic interface in the Mobile Application
User	a person who has a User Account on the Application, i.e. persons under the age of 18 who have obtained the consent of a Legal Guardian and persons over the age of 18 with full legal capacity
Payment Instruction	directed to OpenApp a statement of the User containing an instruction to make a specific Payment

The User Account
- User Account is uniquely assigned to a telephone number.
- The process of activating a User Account requires the following:
  - downloading the Application to a mobile phone;
  - entering the phone number and its verification using the verification code;
  - providing the email address and its verification using the verification code;
  - to provide a User name which will be visible in the Application for other Application Users
  - to confirm the age of the User;
  - to declare that the User has read and accepted the Terms of Use and the Privacy Policy.
- In the case of persons under the age18, activation of the User Account requires the Legal Guardian’s consent, including the Agreement (by scanning the QR code displayed in the User Account activation process).
- In the case of persons under the age of 13, the Contract with OpenApp is concluded directly by the Legal Guardian, who at the same time agrees that when this User reaches the age of 13, this User will independently conclude the Contract with OpenApp. This will result in the following:
  - the need for that User to accept the Terms and Conditions; and
  - the change of the Wallet for the Child to the Wallet Osoby, które w procesie aktywacji Konta Użytkownika podadzą błędną datę urodzenia i będą potrzebowały ją zmienić, muszą skontaktować się w tym celu z BOK.
- The Agreement’s conclusion and the Wallet issuance occur when the User receives confirmation in the OpenApp Application of creating the User Account.
- There is a required limit on the funds accumulated within the Wallet, Shared Wallet and Child Wallet at any time. Information on the current limits is available in the Application. If you fund your Wallet with an amount that causes the limit to be exceeded, OpenApp may refund the excess to the bank account or payment card used to fund your Wallet.
- The creation and use of an OpenApp User Account are free of charge.

OpenApp Wallet:
- The wallet allows payments to be made.
- The Wallet may be used by persons at least 13 years of age.
- Using the payment methods available in the Application, the User may, at any time, top up the Wallet or make a refund to the bank account indicated by the User.
- The loading of the OpenApp Wallet and the return of funds may be performed from a bank account maintained by banks authorised by the Polish Financial Supervision Authority (all retail banks operating in Poland).
- The currency handled by OpenApp for Payments made is the Polish currency (PLN).
- In the case of crediting the Wallet by bank transfer, the specified recipient of the transfer must be the Account User (name and surname match). OpenApp reserves the right to return the recharge to its sender if there is a discrepancy in this data.
- To continue to use the Wallet, at the latest when the balance of the Wallet has been exceeded, i.e. an amount of PLN 600.00 or with a single Payment of an amount of PLN 150.00, the User will be asked to verify his/her identity, which OpenApp is obliged to do under the law, including anti-money laundering and anti-terrorist financing regulations.
- Identity verification will occur using a secure identity confirmation tool, e.g., myID (www.mojeid.pl) or other tools available on the Application. The functionality of myID or other identity confirmation tools may retrieve and authenticate the User’s personal data, including but not limited to name, surname, PESEL number, nationality, identity document number and series. During the identity verification process, the User must also provide information regarding his or her status as a politically exposed person.
- If the verification of the User’s identity is not possible or the User does not consent to the verification, or if it turns out as a result of the verification that the continuation of the Services is not possible under the law, OpenApp may refuse to continue to provide the Services, including blocking the possibility to use the Wallet and terminate the Agreement by the procedures provided for in these Terms and Conditions, of which OpenApp will notify the User via email.
- In cases arising from the Terms and Conditions or the law (e.g. as a result of bailiff proceedings or court decisions), as well as in the case of the need to ensure the security of the Wallet, OpenApp may block the funds stored in the Wallet or refuse to make a Payment.
- In addition, OpenApp shall have the right to refuse to execute a Paymentift if it ascertains or becomes materially doubtful about the correctness or authenticity of the submitted Payment Order or the User’s identity.
- OpenApp shall inform the User of the blocking of funds or the blocking of the Wallet in the Application at the earliest possible date unless such notification is not permitted by law. If the Wallet is blocked, the User’s funds shall also remain blocked until the reason for the block is clarified.
- The User has the right to change the individual settings via the Application regarding the e-mail address used for communication with OpenApp, and the telephone number. Making changes may be linked to the need for additional authentication
- The Usage of an OpenApp Wallet is free of charge.

Shared Wallet
- Any User over the age of 13 may create a Shared Portfolio.
- The User creating a Shared Wallet becomes its administrator (owner).
- Only the owner of the Portfolio may:
  - transfer the function of administrator to another User;
  - delete the Shared Portfolio.
- Each User of the Shared Wallet may use all the funds accumulated in the Shared Wallet regardless of which User has credited the Shared Wallet.
- When a Shared Wallet is removed by its owner, the other Users of that Shared Wallet will receive notification of the removal along with information that they can download their payment history within the next 48 hours.
- The usage of an OpenApp Shared Wallet is free of charge.

Child Wallet
- The Legal Guardian of a person under 13 owns the Child’s Wallet.
- The Legal Guardian is fully responsible for all actions of the person under 3, including Payments made, as if they were their own.
- A Wallet for a Child may be set up by the Legal Guardian, who becomes the owner of the Wallet.
- Only the owner of the Wallet for a Child may invite other Users over the age of 13.
- Only the owner of the Wallet for a Child is entitled to contact and submit Complaints to OpenApp, as well as to delete the Wallet.
- The only User entitled to use the Order and Pay Service from Wallet for Child is a person under 13.
- The usage of an OpenApp Child Wallet is free of charge.

„Order & pay” service
- The service allows purchasing products or services using a QR Code in the online shop.
- For the service to function correctly, the User must permit to access the camera on the phone.
- As part of the service, the User can:
  - select and change the delivery method following the online shop’s offer;
  - request an invoice;
  - enter a discount code available in the respective online shop;
  - select and change the payment method according to the offer of OpenApp.
- The Service allows for the processing of anonymous orders by not transmitting any User data to the Partner or logistics operator when the chosen delivery method and the Partner’s requirements allow for this.
- For anonymous transactions, OpenApp generates a unique, anonymous email address assigned to the User and the Partner, which is used to communicate with the User. OpenApp sends the Partner’s message to the User without any modification. OpenApp may use the messages sent by the Partner to update the status of the order in the Application.
- The usage of the Service is free of charge.

„Transfer to Application” service.
- The Service allows the transfer of funds between Users using the Wallet or the Shared Wallet;
- The usage of the Service is free of charge.

„Payment of bills” service
- The Service allows you to make Bill Payments to Partners (e.g. to electricity providers, telecommunications providers, etc.), using the Application.
- The Service enables:
  - a one-time Bill Payment after scanning the QR code placed on the bill (invoice) of its issuer (Partner);
  - activation and deactivation at any time of the automatic transmission of invoices directly to the Application with the possibility of automatic payment.
- Information about the payment made is transmitted to the Partner (invoice issuer) usually within a few minutes.

Our Users’ Obligations and Security Policy:
- The use of the Application is possible as long as the User complies with the rights enshrined in these Terms and Conditions and does not act to the detriment of OpenApp, in particular: does not infringe the intellectual property, does not attempt to break the security of IT systems, acts by the law and does not damage the good name of OpenApp.
- The User is obliged not to make the Application and the Wallet available to unauthorised persons and to protect his/her credentials,
- The User shall not enter or transmit through the Application or the Wallet content of a nature that contains or may contain unlawful content.
- To protect yourself from the risks, you are advised to use content provided via the Internet carefully and responsibly and to use measures to guarantee security (e.g., complex passwords, updating software, not opening content of unknown origin).
- Any technical problems related to the functioning of the Application, or the Wallet should be reported to the BOK electronically at the following address: kontakt@open-app.com.

Service availability
- OpenApp shall have the right to make necessary interruptions to the Services due to its upgrade works. OpenApp shall use its best efforts to make the interruptions referred to above as short as possible and least burdensome for the User.
- OpenApp will inform the User in the Application about the interruption of access to the Services provided.

Special security rules for Wallet
- In the event of loss, theft, misappropriation, unauthorised use of or access to the Wallet or the loss, theft, or misappropriation of a mobile phone with the Application installed, the User shall report this immediately:
  - on the email address: kontakt@open-app.com.
- Subject to paragraph c. – g. below, in the event of the occurrence of an unauthorised, non-executed or improperly executed Payment, OpenApp shall promptly, no later than the end of the business day following the day on which the unauthorised Payment is discovered or following the day on which it receives the notification referred to under a. above, refund to the User the amount of such Payment, except where OpenApp has reasonable and documented grounds to suspect fraud and informs the competent authorities set up for the collection of criminal offences. The refund shall be made by crediting the Wallet or card used in the Payment process.
- Until the notification referred to under a. above, the User shall be liable for unauthorised Payments up to an amount equivalent to 50 Euros, converted according to the average exchange rate announced by the National Bank of Poland, in force on the day the Payment is made, if the unauthorised Payment is the result of the use of a Payment Instrument or a mobile phone with the Application installed that has been lost, stolen or misappropriated, subject to the provisions of point g. below.
- The User shall also be liable in full for unauthorised Payments which he has caused intentionally or through gross negligence.
- From the notification referred to under a. above, OpenApp assumes liability for unauthorised Payments, unless the User has led them intentionally. If a notification is not possible for reasons attributable to OpenApp, OpenApp also assumes liability for unauthorised Payments, unless the User has caused them intentionally.
- If OpenApp does not require strong authentication of the User, OpenApp is not liable for unauthorised Payments unless it acted intentionally.
- The provisions of (c) above shall not apply if.:
  - The User had no means of ascertaining the loss, theft or misappropriation of the Payment Instrument with the Application installed prior to the execution of the Payment, unless the User acted intentionally;
  - the loss of the Payment Instrument with the Application installed prior to the execution of the Payment was caused by an act or omission of an OpenApp employee, subcontractor or associate of OpenApp.
- In the case of a missed or improperly made Payment, OpenApp shall, at the request of the User, take action to trace the Payment and notify the User of the result. The request and notification shall follow the rules set out in clause 14 of the Terms and Conditions.
- In the event of fraudulent activity using the Application or the Wallet, or suspected fraudulent activity, or security risks, OpenApp shall notify the User immediately, no later than 4 hours after the discovery of such event, together with an indication of the available measures you can take to limit the negative effects of such event. Notification shall be made in the Application or by email.

Relationship between users and partners (e-shops)
- The terms and conditions of cooperation between Users and Partners are regulated based on a separate agreement concluded during the use of the „Order and pay” service by declaring reading and accepting the regulations of the online shop and its privacy policy.
  OpenApp is not a party to this agreement and is not responsible for the non-performance or improper performance by the shop (Partner).

Execution of Payments through the Wallet
- It is a condition for a User to make a Payment Instrument Payment that the User has sufficient cash value associated with that Payment Instrument.
- To make a Payment using a Payment Instrument, the User should Authorise the Payment. The execution of a Payment may require additional strong authentication of the User, each time if required by law.
- The Authorisation of a Payment implies the User’s unequivocal agreement to settle the Payment and to bear its costs. Payments made in the manner indicated above are irrevocable and irreversible from the moment OpenApp receives the notification of the Authorisation.
- The Payment will be processed by the end of the next business day following OpenApp’s receipt of a valid Payment Request for the respective Payment.
- Once the Payment has been executed, OpenApp will provide the User, by email, SMS or push messages, with information identifying the Payment and its amount, as well as information on the attempts made or failed to execute the Payment to allow the User to detect cases of unauthorised Payments.

Problem solving (complaints)
- The User shall have the right to:
  - the adequate quality of service provision;
  - make available to him/her the possibility of solving problems – filing a Complaint.
- If the User has doubts about the history of a Payment, and if the User has not accepted a Payment made, the User may file a Complaint within 13 months from the date the Payment was made or from the date on which the Payment should have been made. After this period, the User’s claims against OpenApp for unauthorised, undelivered, or improperly made Payments shall lapse, and the Complaint shall remain unconsidered.
- The Complaint should contain at least the following details: the User’s name, telephone number and email address; information about the claimed Payment and the incident. OpenApp reserves the right to ask for additional information concerning the Complained Payment.
- The User may submit a complaint in the form:
  - in writing by e-mail to kontakt@open-app.com or by using the contact form on the website www.open-app.com.
- OpenApp shall reply to complaints by e-mail within 15 days, provided that if the matter is particularly complex or depends on the action of other external partners, this period may be extended to 35 days, and the User will be informed thereof by e-mail.

Amendment of Terms & Conditions
- The regulations may be amended for important reasons, which include:
  - introduction of new or repeal or amendment of generally applicable legislation in the scope of the Payment Instrument or the Services provided,
  - extension of the change or limitation of the functionality of the Services, changes in the rules of use of the Services by the User, introduction of new services, abandonment of certain activities which are the subject of the Services provided to the User under the Agreement;
  - the need to adapt the Agreement to the requirements related to consumer protection;
  - issuance of court decisions or decisions, recommendations or recommendations of the National Bank of Poland, the Polish Financial Supervision Authority or other public administration bodies affecting the Agreement’s provisions or the Regulations.
- The User shall be notified of a change to the Terms and Conditions no later than two (2) months before the proposed effective date of the change, together with information on the reason for the change, the possibility and deadline for the User to submit a written statement of termination of the Agreement or to object to the change.
- The User shall be informed of the change to the Terms and Conditions in the Application through a push message and by posting the new content of the Terms and Conditions in the User Account, which the User shall be able to send to his/her/her email address.
- If, before the proposed effective date of the amendment, the User:
  - does not terminate the Agreement in writing or does not file an objection – the change is deemed to have been accepted and to be effective as of the effective date of the change;
  - submits a notice of termination of the Agreement – termination of the Agreement shall be effective as of the date of informing the User about the change, without incurring any fees;
  - files an objection to the changes but does not terminate the Agreement – the Agreement shall terminate on the day preceding the effective date of the proposed changes, without charge.

Withdrawal from, termination and dissolution of the Agreement:
- The User has the right to withdraw from the Agreement within 14 (in words: fourteen) days from the date of its conclusion, i.e. from the date of receipt of the confirmation of the creation of the User Account, without giving any reason. A model declaration of withdrawal from the Agreement is attached as Appendix No. 2 to the Terms and Conditions. To meet the withdrawal deadline, it shall be sufficient to send a written declaration of withdrawal from the Agreement by post before the indicated deadline (postmark date) or to submit a declaration of withdrawal from the Agreement by e-mail.
- The withdrawal from the Contract referred to above shall not be effective in respect of those Payments which have been made.
- The Agreement may be terminated by termination by the User or OpenApp.
- The User has the right to terminate the Agreement at any time by deleting the User Account on the Application. OpenApp shall confirm the User Account’s deletion and the Agreement’s termination in an email.
- OpenApp may terminate the Agreement at any time by giving two months’ notice.
- OpenApp shall terminate the Agreement in writing or another durable medium (in particular electronically), indicating the reasons for termination.
- In the event of termination of the Agreement by either party, the User shall be obliged to withdraw all funds accumulated in the Wallet in order to allow OpenApp to close the Wallet.
- Suppose all funds accumulated in the Wallet are not withdrawn within 48h after the User’s Account’s deletion or after the notice period’s expiry referred to under e. above, or at the latest upon delivery to OpenApp of the withdrawal notice referred to under a. above. In that case, OpenApp shall transfer the funds accumulated in the Portfolio to a separate, non-interest-bearing individual technical account. In such a situation, the User should provide OpenApp electronically by sending a message from the email address provided during registration or in writing with the number of his/her bank account to which OpenApp will transfer the remaining funds.

Intellectual property rights
- All the functionalities made available to the User, including the Application and the Wallet, in particular, their composition, graphics, logos, content and layouts, are subject to the protection of OpenApp’s exclusive rights.
- The Application software used by OpenApp to enable the use of the Application and its updates, together with the source code, is the subject of OpenApp’s copyright.
- Where such functionality exists within the Application, the User may download the material made available by OpenApp exclusively for personal use, which is not commercial in nature.
- Downloading or installing the Application does not acquire ownership of the Application by the User. OpenApp grants the User, as soon as the Application is installed or updated, a free, non-exclusive, non-transferable, and territorially unlimited licence to use the Application on the User’s terminal device, to the extent necessary for the correct use of the Application and the functionalities made available within it. OpenApp grants the licence only for the duration of the services provided using the Application.
- The licence granted to the User covers the following fields of exploitation
  - downloading the Application;
  - download an update to the Application;
  - to install the Application on your terminal device;
  - to use the Application on your terminal device in accordance with the functionalities of the Application.
- It is prohibited for the User to take any action that goes beyond the scope of the licence granted by OpenApp. In particular, it is prohibited to:
  - to attempt to decompile, disassemble or otherwise alter the source code of the Application software, to tamper with the source code or to make any changes to the Application which would be contrary to generally applicable law;
  - to use the Application in a manner that is in breach of the Terms of Use;
  - to authorise other entities to use the Application;
  - to lease, sell or copy the Application.
- Violation of the terms of use of the Application, including the terms of the license granted, may result in the blocking of the User’s access to the Application and in OpenApp’s termination of the Agreement in accordance with the provisions of the Terms of Use, which does not preclude OpenApp from taking any other legal action against the User for violation of OpenApp’s rights.

Final provisions
- The User should continuously check in the Application the correctness of the operations and the balance of the funds associated with the Payment Instrument.
- In the event of a change in the data necessary for the provision of services under the Agreement and necessary for the correct verification of the User, including: residential address, e-mail address, name and surname, series and number of the identity document or in the event of loss of the identity document, the User is obliged to immediately notify OpenApp of these situations, in writing or electronically. In the absence of such notification, the information transmitted to the previous address and containing the previous data shall be deemed to have taken effect.
- During the term of the Agreement, the User has the right to request at any time the provisions of the Agreement and the information set out in Article 27 of the Payment Services Act to be made available to the User, either on paper or on a durable medium. With the User’s consent, this information may be provided by e-mail or posted on the website.
- During the term of the Agreement, OpenApp will, at any time at the request of the User, make available to the User by e-mail, information concerning the Payment Instrument and the executed Payments.
- A court of competent jurisdiction of OpenApp shall settle any disputes arising from the Agreement.
- The Contract shall be concluded in Polish. The primary language for providing services under the Agreement, including the contact between the User and OpenApp, is Polish.

Annexes:

Annex 1 – Declaration of withdrawal from the Agreement.

Annex 1

Model declaration of withdrawal from a distance contract concluded based on the OpenApp Application Terms and Conditions.

………………………………………………..
place, city

Name of customer: ……………………………………………………………………
Address of customer: ………………………………………………………………………………..
Phone number/ e-mail address: ………………………………………………………….

Name and registered office: OpenApp Pay sp. z o.o. with its registered office in Warsaw, ul. Grzybowska 62, 00-844 Warsaw

This declaration should be sent by registered mail to: OpenApp Pay sp. z o.o. with its registered office in Warsaw, ul. Grzybowska 62, 00-844 Warsaw

DECLARATION
of withdrawal from a distance contract concluded based on the OpenApp Application Terms and Conditions

I, the undersigned ………………………………………., at this moment inform you of my withdrawal from the Agreement for the provision of services, including the Payment Instrument, concluded in electronic form (at a distance) on ………, concluded based on the Regulations of the OpenApp Pay Application.

I declare that I am a consumer within Article 221 of the Civil Code and entered into the contract with OpenApp Pay sp. z o.o. for purposes unrelated to business or professional activity.

………..……………………………………………………………
signature of the client making the declaration