Agreements

Vauban Payment Terms & Conditions

 1 – Terms and conditions

The use of Vauban Technologies Limited’s trading as Vauban (Vauban) payments services is subject to the following payment terms and conditions. You acknowledge that you have read, understood and agreed to these terms. We may occasionally update our policies and it is your responsibility to check this page for updates.

2 – Payment Terms and Conditions

2.1
These Payment Terms and Conditions (the Payment Terms and Conditions) establish a general basis for the legal relations between Vauban Technologies Limited and its client (the Client). These Payment Terms and Conditions stipulate the general principles for the business conducted between the Client and Vauban and are part of the Service Agreements concluded between Vauban and the Client.

2.2
These Payment Terms and Conditions shall be applicable in respect of all contractual relations established prior to and continuing on the date of entry into force of the Payment Terms and Conditions. The Client confirms that the Payment Terms and Conditions have been examined and agrees with them and undertakes to follow them at all times.

2.3
As part of the registration and before using the payment services of Vauban, the Client must read, agree with and accept these Payment Terms and Conditions and other applicable Service Agreements and other terms applicable to Vauban’s services and products.

2.4
The headings and subheadings below are for reference only and do not limit the scope of any section. Should the context so require, words in singular have the same meaning in plural, and vice versa. Should there be any contradiction or ambiguity between the Payment Terms and Conditions, or any other agreement concluded between Vauban and the Client and other language texts of mentioned documents, the text of these Payment Terms and Conditions shall prevail.

2.5
The Client reserves the right to request a copy of the Payment Terms and Conditions at any time by contacting Vauban using the contact details provided or by visiting the website at https://carta.com/uk/en/.

3 – Information on the service provider

3.1
Vauban Technologies Limited, a company registered in England and Wales with company number 11128704 and address of Censeo House, 6 St. Peters Street, St. Albans, England, AL1 3LF.

3.2
Vauban Technologies Limited is an FCA approved EMD Agent (Firm Reference Number: 825317) of Currencycloud. Currencycloud, a company registered in England with company number 06323311 is authorised and regulated by the Financial Conduct Authority as an Electronic Money Institution (Firm Reference Number: 900199). You can check the Financial Services Register here.

3.3
Funds on the Client’s accounts are not protected by the financial services compensation scheme (FSCS) or other similar deposit guarantee instruments. Instead, when the Clients’ funds are posted to the Client’s account, e-money is issued in exchange for these funds, by Currencycloud. In line with regulatory requirements, Currencycloud safeguards the Client’s funds. This means that the money behind the balance seen in the Client’s account is held at a reputable bank, and most importantly, is protected for the Client in the event of Currencycloud’s, or Vauban’s, insolvency. Currencycloud stops safeguarding the Client’s funds when the money has been paid out of the Client’s account to the Client’s beneficiary’s account.

4 – Our services

Working with Vauban, the Clients will get access to the following payment services as provided by Currencycloud:

  • Opening accounts
  • Collection of funds
  • Domestic and international bank transfers
  • Foreign exchange transactions

These services may be suspended or removed at any time and for any reason with or without notice by Vauban.

5 – Client Orders

5.1
The orders given by the Client must be unambiguous and executable. The Client shall confirm all operations performed via email and such confirmation shall be deemed as the Client’s consent to the performance of the respective operation.

5.2
In connection with any payment operation, the Client shall provide Vauban with accurate, complete, clear information. Vauban being authorised to act based on the information contained in the Payment Order. Vauban has the right to request documents deemed necessary to ensure compliance with legal requirements and Vauban’s procedures. The Client is responsible for obtaining all necessary authorisations and approvals, as well as for providing Vauban with the documents required for the execution of the payment operation, in a timely manner.

5.3
Vauban will enable the Client to make payment operations only based on the consent of the persons authorised by the Client.

5.4
The limits of amounts for execution of payment operations set by Vauban, the cut-off times, the exchange rate or interest rate used by Vauban shall be subject to change without prior notice and shall be immediately applied.

5.5
The Client ensures that its orders are prepared, confirmed and submitted in accordance with the applicable legislation, the Payment Terms and Conditions and other relevant requirements, customs and practices applicable to that order. By submitting an order, the Client unconditionally and irrevocably consents to the payment operation to be made under the given order.

5.6
Payments are processed according to the rules of the national or international payment systems, which mention different execution times depending on the currency, amount, country of the payment’s beneficiary, date and time of presenting the Payment Order. Payment Orders are accepted for processing within the cut-off times set by Vauban and get sent within the deadlines provided by the legislation in force.

6 – Restrictions on use of services

Carta will be entitled not to execute a Payment Order if it has a suspicion that it has not been duly authorised by the Client or that the Client’s general security procedures have been infringed and/or the security elements of the payment instrument used were lost/stolen/disclosed to unauthorised persons/inadequately used, Vauban shall initiate any verification action in this respect, subject to the applicable legislation in the field.

7 – Limitation of Liability or Damages

7.1
Vauban, their employees, officers, directors, service providers will not be liable:

  • For losses or damages alleged to result from any delay in settling funds to your Payment Account;
  • If, through no fault of ours, sufficient funds have not been timely received by us to settle funds to your Payment Account;
  • For any deduction or loss resulting from negative banking interest rates.
  • For errors made by you, such as providing incorrect information to a payer or providing incorrect instructions to your bank in connection with delivering funds to the CurrencyCloud banking platform or via Vauban’s dashboard for settlement to your Payment Account;
  • For errors by your bank, such as the provision of incorrect bank account information for your bank account or a failure by the bank to properly direct funds to the CurrencyCloud banking platform via Vauban’s dashboard as instructed;
  • For losses or damage to you from our inability to complete a settlement of funds to your Payment Account because we are prohibited by law or for losses or damage caused as a result of actions taken due to our obligations under applicable law or order; and/or
  • Due to circumstances beyond our control (such as failure or interruption of telecommunications or data transmission systems) that prevent or affect the settlement of funds to your Payment Account, despite reasonable precautions that we have taken.

7.2
If the Client identifies an unauthorised or incorrectly executed payment operation, he will notify Vauban in order to correct it, as soon as possible, but not later than 48 hours from the date of debiting the respective payment operation.

7.3
Vauban is liable only in case of gross negligence, fraud or malicious infringement of its obligations and only within the limit of the effective direct loss suffered by the Client as a result of failing to perform the payment operation.

7.4
In no circumstances shall Vauban be liable for any indirect, unforeseeable or incidental losses incurred, such as loss of opportunity.

7.5
Notwithstanding anything in these General Terms and Conditions, and subject to clause 7.3, Vauban’s total liability for any claim to you relating to the payment services, whether arising in contract, tort or otherwise, shall in no circumstances exceed an amount equal to the total fees paid by you to Vauban within one year preceding the date that the cause of action arises.

8 – Complaints

What is a complaint?

You may have a complaint if they are unhappy with the provision (or failure of provision) of our services, or those provided by one of our suppliers, which has resulted in (or may result in) financial loss, material distress or material inconvenience. We take every complaint very seriously and will resolve most complaints within three business days.

When making a complaint, please outline the following information:

  • The date of the complaint
  • The nature of your complaint
  • The impact on your business
  • Your contact details
  • Any additional information

How do I complain?

Make a complaint: 

Email: Compliance@vauban.io

Send your complaint to:

Vauban Technologies Limited
186 Shoreditch High Street
London E1 6HU

We are your first port of call for any queries or concerns, including complaints. We will handle these complaints in line with our complaints process.

We work with Currencycloud, who ultimately provides you with regulated payments and e-money services. Currencycloud has certain obligations as a regulated financial services institution, including around complaints. We keep them informed of the complaints we receive from you regarding the regulated payments and e-money services they ultimately provide to you. They oversee how we handle complaints to ensure we do this to the standard required under the regulations. However, if for any reason your complaint regarding your payments and e-money services has not been acknowledged or dealt with by us, or if you have concerns about the way it has been handled, Currencycloud’s complaints information can be found here.

What happens when a complaint is made?

A member of the Compliance Team will confirm receipt of your complaint via email within 24 hours of receiving it, and will aim to resolve the complaint within three business days. On occasion, a complaint may need to be escalated and so the Compliance Team may extend the timeline to resolve the complaint by the end of 15 business days following receipt of the complaint. In exceptional circumstances, where we are unable to issue a final response within 15 business days of receipt of the complaint, we have up to a maximum of 35 business days from the date of receipt to issue a final response. If a complaint needs to escalated or falls under exceptional circumstances, you will be notified by the Compliance Team.

What if I am unhappy with the resolution?

If, for whatever reason, you are unhappy with our response, you can request further assistance from the relevant government body If you are resident in the UK you can contact the Financial Ombudsman Service (FOS) either by mail, using an online form or telephone. Further details and how to contact FOS can be found here.

9 – Definitions

Payment Account

A Payment Account opened by Vauban for the Client, and/or in relation to setting up an SPV on behalf of or in accordance with instructions from the Client, on the basis of executing a payment transaction.

Client

A natural or legal person who uses, has used or has expressed his, her or its wish to use the Services of Vauban.

Service Agreement

The agreement regulating the terms and conditions applicable to a certain Service. These will include Vauban’s Terms and Conditions, Vauban’s Payments Terms and Conditions, Vauban’s Privacy Policy, SPV Services Agreement, The Currency Cloud Limited’s Terms and Conditions and The Currency Cloud Limited’s Privacy Policy.

Services

Services provided by Vauban pursuant to a Service Agreement.

Client Credentials

The username and the password chosen by the Client or other credentials granted for the Client by Vauban or a third person.

Payment instrument

Means any procedures agreed between the Client and Vauban and used to initiate a Payment Order.

Payment Order

Instruction given by the payer/ beneficiary to Vauban via the Vauban dashboard requesting the execution of a payment operation.

Vauban’s Dashboard

Vauban’s dashboard available at https://carta.com/uk/en/login/.

Operation

The use of the assets on the Payment Account (e. g. drafting, confirming and submitting payment orders), concluding any agreement, granting any authorisation, exchanging information and documents, establishing limits and using any other services or functions of, or made available by Vauban.