Clause 1. Principle and conditions
1.1Merchant agrees to appoint OMISE to receive the payments of goods and/or services from its customer. A customer of Merchant may make a payment for goods and/or service via OMISE system.
1.2Merchant is an offer or of sale of goods and/or service by offering information and details of such goods and/or services via Internet and/or via any other electronic channel as agreed with the Banks to the holder of Visa Credit card and/or Master Credit card, JCB, Discovers, Debit Card and/or Bill payment (hereinafter referred to as the “Card holder”). The Card holder can choose to make a payment for goods and/or services via its credit card or bill payment. However, the goods and/or services which Merchant offers to sell must not violate the public moral, laws or regulations of government or may have any effect to the image of OMISE or impair the reputation of OMISE.
In case Merchant breaches or does not comply with the above-mentioned Terms and Conditions and it appears that Merchant sells or provides its services which is regarded in category of medicines, order or organizes any gambles or provides any service in relation to pornography or dating services or sells cigarettes and narcotics or sells and/or renders services related to software, computer programs, song, movies (which such Merchant does not own the Copyright or does not duly have the rights to do so or any future goods and/or services which may violate the laws, public morals, regulations stipulated in the first paragraph in the future, Merchant agrees that OMISE has its own rights to immediately terminate and cease from acting as service provider for Merchant as provided in Clause 4. In case there is any loss occurred from the said action, Merchant agrees to indemnify for any loss of OMISE within 7 days from the date of notification of OMISE to Merchant.
In case OMISE has any loss or is requested to be responsible to any third party because Merchant does not act in accordance with or does not comply with the regulations, rules or any laws or whether because of any default of Merchant, Merchant agrees to be responsible for any expenses or losses in all respect. In this regard, OMISE shall not participate in any action and OMISE reserves its right to immediately terminate this Memorandum with Merchant.
1.3Merchant shall receive a purchase order and deliver goods and/or services (as a case may be) as per instruction from the Card holder in accordance with commitment that makes on any advertisement via any communication ways as provided in Clause 1.2 and Merchant shall be responsible for such expenses and shall do any action by itself. OMISE is irrelevant from the said action.
1.4Merchant shall ask the Card holder to fill its credit card information on the Website and OMISE shall collect any credit card information of the Card holder.
1.5Merchant agrees and acknowledges that in order to provide services for receiving payment of goods and/or services from the Card holders via Website, OMISE will directly send the information regarding the list of goods and/or services of Merchant to the Bank. The Bank shall separate the list of goods and/or services, which OMISE daily sent to Bank and transfer an amount of payment to OMISE account of Merchant as agreed by Merchant. Merchant agreed that the Bank is entitled to deduct a fee as determined by OMISE and is entitled to collect the VAT that Merchant must pay by deducting the amount of money before transferring such money to the account.
1.6Merchant agrees to be responsible for list of purchase order of goods and/or services that the Card holder uses the services via OMISE system and OMISE transfers the amount of money to the account of Merchant as if Merchant has directly provided its service to the Card holder, including the list of services that the Bank Issuer or the Card holder rejects afterwards.
1.7Merchant shall deliver goods with a proper standard package as advertised. The Card holder shall receive the goods in proper manner, full amount and such goods shall not have any defects. Merchant shall collect the documents regarding the acknowledgement of delivery of goods, guarantee documents or any evidence of receipt of goods of the Card holder at least 18 months. However, OMISE shall not be responsible for any defects of goods and services.
1.8In case Merchant requires that the payment of good and/or services shall be made in the foreign exchange rate, Merchant agrees that the Bank may transfer the money in Baht and in the foreign exchange rate as at the date that the Card holder does the payment transaction and OMISE has confirmed such transaction with the net amount after deducting fee and VAT as required by OMISE.
1.9Merchant acknowledges that in case the payment of goods and/or services is made via system of OMISE, Merchant shall have the statement that the Card holder agrees to pay via its credit card number that it has informed the Bank and OMISE earlier.
1.10For information of the Card holder, Merchant shall clearly specify the following information on Website:
- - Company’s name or Shop’s name;
- - Price of goods and/or services per unit;
- - Information of customer services which are the address, telephone number, email address;
- - District of Thailand where Merchant is located (Merchant must be located or situated in Thailand only);
- - Details of offered goods and/or services;
- - Conditions and terms for sale and purchase of goods and/or services;
- - Offered currency for sale of goods and/or services;
- - Policy for delivery of goods, method of delivery and delivery fee (if any);
- - Policy for cancellation, refund, exchange, return of goods and/or services (if any)
1.11Merchant shall sell its goods and/or services to the Card holder at the sale price which advertised to public and such price shall not be higher than sale price of goods and/or services that pay in cash and shall not have any other service fee, fee or other expenses in a same kind as the Card holder because of the Card holder has paid the payment via system of Bank and/or OMISE. In case there is any additional promotion such as to give discount, gift, privilege or premium for general customers, Merchant agrees to provide the same as those provided for the Card holder.
1.12In case there is any suspicious action on any purchase order of goods and/or services, Merchant agrees that OMISE and/or the Bank has its right to inspect or ask for any documents or additional details when requested.
1.13In case the Bank and/or OMISE has been informed by the Card holder or Bank Issuer that he/she does not purchase or ask for any services from Merchant, the Bank and Merchant shall prove such order and if the Bank and OMISE found that the mistake occurs from Merchant and cause the Card holder cancel to purchase order, Merchant agrees that OMISE can deduct the money from the account of Merchant which opened with OMISE or Merchant agreed to return the money that it withdraws from the said account to OMISE, including any other expenses in relation to the sale of goods and/or services such as shipping cost, insurance cost etc. to OMISE. In this regard, Merchant shall not claim to refuse its responsibility with OMISE.
In case the Card holder or Bank Issuer informs to the Bank and/or OMISE that he/she wishes to cancel his/her purchase order of goods and/or services within 45 (forty-five days) from the date of making the purchase order of goods or services or within 30 (thirty days) from the date of delivery of goods or services in written, and the Card holder can prove that he/she does not receive the goods and/or services or the delivery is late from the agreement or partly receive not in full amount as agreed or such goods or services have defected or does not the same purpose as agreed, Merchant hereby agrees that the Bank may cancel or cease the payment of the Card holder or in case that the Bank has deducted the money from the credit card of the Card holder, if such purchase is a domestic transaction, Merchant agreed that the Bank may return such amount of money to the Card holder within 30 days (thirty) from the date that the Card holder can prove to the Bank and OMISE. In case such transaction is an international transaction, the Card holder may, within 60 (sixty) days from the date that the Card holder can prove to the Bank and OMISE, Merchant agreed that OMISE can deduct the money from the account of Card holder which opened with OMISE including shipping cost, insurance fee to the OMISE. In this regard, OMISE and the Bank can immediately do such action without any requirement to inform the Merchant first and Merchant shall not claim to refuse its responsibility with OMISE in all respect.
In case the Bank shall return the amount of money to the Card holder in foreign currency, Merchant agreed that OMISE can deduct the amount of money from the account of Merchant in the amount equal to the amount of foreign currency that must be returned to the Card holder. The exchange rate shall be calculated on the date of deduction of OMISE.
1.14Merchant has its duty to keep all documents in relation to the sale, purchase and delivery of goods and/or services and such documents shall be sent to OMISE with in 15 (fifteen days) from the date of request. Merchant shall keep such documents at least 10 years from the date it received such documents as well as keep all evidence that the Card holder agreed that the Bank can deduct the money from their account until the Card holder cancel to receive service from Merchant or upon the termination of this Memorandum.
Merchant agreed to keep or reserve all information of purchasing or providing services occurred from electronic transaction on spaces of Merchant’s website at least 12 (twelve) months from the date of purchase of goods and/or services. In case that a customer or OMISE has any suspicious thing or wish to inspect the information, a customer or OMISE may request Merchant to send all related information to OMISE in anytime. In case OMISE cannot collect the money because Merchant does not send the information as requested. OMISE has its right to retain an amount of money that cannot collect, from the date that OMISE cannot collect until OMISE can collect such amount of money.
1.15Merchant shall not disclose any information of the Card holder and/or information system of OMISE and/or Bank to any other person and shall not use such information to conduct other business except obtaining written consent from OMISE. In case the Card holder has any loss and it appears that such loss originates from the event that Merchant gives information which is required not to disclose to any other person, whether intentionally or not, Merchant agrees to be responsibility for all loss happened.
1.16If any of Merchant wishes to change, amend, add the types of business and/ or goods and/or services represented by such Merchant and/or shop’s name and/or shop website’s name and/or selling process and/or to provide services via any communication ways and/or payment method via any mechanism, Merchant shall inform OMISE at least 30 (thirty) days prior the date of such change, amendment, addition.
1.17Merchant agrees that it shall not provide such service to other shop unless such Merchant informs OMISE and obtains the prior written consent from OMISE.
1.18Merchant agrees and acknowledges the services provided under the terms of this Memorandum, Merchant agreed to comply with the regulation, rule, charter or any requirement of the credit card company which the Bank is member, whether currently exist or to exist in the future. Thus, whenever, there are any changes on the contents of regulation, rule, charter or any requirement, Merchant agreed to provide the service under this Memorandum and automatically comply with the regulations, rules, charters or any requirements to be changed which OMISE shall inform from times to times.
1.19Merchant shall coordinate and immediately inform the information to OMISE, in case there is any event or information stipulated below:
1.19.1there may have a cheat, fraud, infringe or any illegal acts in relation to the use of credit card of the customer;
1.19.2Merchant found that a person who does the transaction is not the owner of the credit card which means such transaction is considered as a cheat by using other’s credit card to buy goods and/or service.
1.20In case that OMISE found that Merchant uses the payment channel provided in this Memorandum for repayment of any debt which such debt does not incur from the purchase of goods and/or services on the website under this Memorandum, including any losses incurred from the event that the customer has cancelled the order of goods and/or services because they do not receive such goods and/or services or such goods or services do not be delivered on time or such goods and/ or services do not incomplete or have any defect or incorrect, OMISE has its right to cease the transfer of payment of goods and/or services which must be provided to Merchant. In this regard, Merchant agrees that they will not raise any argument.
In such case, OMISE may request Merchant to pay the fines for such above reason at the rate of 20 (twenty) percent of total amount that the customer shall pay to Merchant.
1.21Merchant acknowledges that OMISE has its legal right and reserves its right over the Internet Operation network and all related program in relation to the receipt of payment under this Memorandum and OMISE has duly obtain the authorization under related laws. Merchant has no right to copy, amend, revise, use or publish. In case there is any infringement to this clause, it shall be deemed that Merchant violates the rights of OMISE and it shall pay for all loss cost.
1.22Merchant agrees and acknowledges that all total amount of payment that customer pay to OMISE is correctly agreed except for the case that Merchant claims to OMISE within 3 days from the date that OMISE inform to Merchant that such number is incorrect.
1.23Merchant agrees and acknowledges that the payment of the customer through OMISE system may be made by cheat or fraud and Merchant has the risk to meet such event. Therefore, Merchant agrees and accepts that there is a possibility in an occurrence of the said risks.
Clause 2. Collection of money via credit cards channel
2.1Merchant agrees that the Bank shall collect the payment from credit card’s holder only for the credit’s card holder who sends the required information to the Bank.
2.2Merchant has its duty to issue a receipt of payment to the customer of Merchant.
2.3In case that there is any refund of goods and/or cancellation of service or discount of any goods and/or services after the completion of payment, Merchant agrees to return the cash, promissory notes or any other instrument to the Card holders directly.
2.4In case that there is any refund of the price of goods and/or services to be transferred to credit card holder, OMISE may charge the fee for the refund of goods and/or service payment at the rate of 3.65 percent of total amount of each transaction, including VAT.
Clause 3. Miscellaneous
3.1Any delay or exemption in relation to the legal right of OMISE or under this Memorandum shall not be deemed that OMISE waives its right or grants any consent to Merchant on its default of this Memorandum.
3.2Merchant acknowledges that any execution under this Memorandum of OMISE shall be regarded that OMISE only facilitates the Merchant in accordance with the instruction of the Card holder only. Therefore, In case there is any fault, delay, defect, loss including quality of goods and/or services, in any case, Merchant agrees to be responsible for all fault, delay, defect, loss and quality of goods and/or defects and Merchant shall not claim for any loss or compensation from OMISE.
3.3Merchants shall be solely responsible for all applicable taxes, stamp duty, fees, expenses as required by laws and government authority.
3.4To prevent of any fraud, and/or in case that OMISE thinks fit, Merchant agrees to give the consent to OMISE to disclose information in relation to Merchant or business of Merchant which given to OMISE to any person. OMISE does not have further any duty to inform or ask for consent from Merchant. Merchant agreed that they will not ask for any consideration or loss from OMISE. However, the consent provided in this clause shall be deemed as mutual consent even this Memorandum is terminated.
3.5Merchant acknowledged that, in any case, OMISE cannot collect the payment for goods and/or services of Merchant, or Merchant has breach or not comply with the rule or regulation contemplated in this Memorandum or rule and regulation which shall be further applied in the future, and from the said events, OMISE is subjected any fine and/or any expenses (if any) requested by government authority and/or Visa International Service Association, MasterCard International Incorporated and/or other type of credit card and/or other sector that has duly rights to call for any fine. Merchant agrees to be responsible for the fine and/or loss occurred with OMISE in all respect and OMISE has its own right to deduct any loss and/or expense including all interests from the account of Merchant and/or any other account that Merchant opens with OMISE.
3.6In case that any information that Merchant gave to OMISE such as basic qualification of Merchant, status, financial statement including any representation given to OMISE and/or the Bank as per contemplated in this Memorandum or any related documents are incorrect and not comply with the fact or make any material misunderstanding, Merchant agrees that OMISE may consider that Merchant does not comply with the conditions of this Memorandum and OMISE has its own right to immediately terminate the services and in case there is any loss occurred from the said information, Merchant agrees to be responsible to OMISE.
3.7Merchant acknowledged and agreed that the appointment of OMISE to be recipient of payment under this terms of Memorandum shall not waive the duty of Merchant to pay valued added taxes which may incurred from the transaction as required by laws.
Clause 4. Termination of services
4.1This Memorandum becomes in full force from the date specified in this Memorandum onwards. Where the Merchant wishes to terminate the contract, it shall send the written notice to OMISE at least 60 days prior the effective date of termination of this Memorandum.
4.2Merchant agreed that OMISE may change, amend the contents of this Memorandum, whether all or in parts, whenever they think fit. However, OMISE shall inform the Merchant in advance.
4.3In case that Merchant fails to comply with conditions and agreement under this Memorandum, whether any clause, OMISE has its right to cease in providing services and shall not have any duty to inform in advance. In addition, this shall be deemed that the services under this agreement shall be terminated immediately.
4.4In case that this Memorandum becomes terminate, whether by any reason, it shall not be deemed that the duties of Merchant which does not comply with the provisions of this Memorandum is terminated until Merchant has resolved itself to comply with the provisions herein.
4.5If this Memorandum has been terminated, by whatever reason, Merchant agrees that OMISE still has its right to immediately deduct the money from the account of Merchant opened with OMISE for settling any debts under this Memorandum. Merchant agrees to remain such account at least 6 (six) months from the termination date of this Memorandum.
4.6In case OMISE wishes to terminate this Memorandum, OMISE shall send the written notice to Merchant at least 30 (thirty) days before the termination date.
Services fee for OMISE Direct
|List||Rate or fee (Excluding VAT 7%)|
|Fee for receiving payment via Visa, Mastercards.||3.65 % of value of goods and/or services|
|Withdrawal fee||1 to 2,000,000 THB/ 30THB
Above 2,000,000 THB/ 150THB
In this regard, OMISE reserves its right to change the rate of above fee as they think appropriate, from times to times, by sending advance notice to Merchant at least 30 (thirty) day.