Paytrail Plc, Business ID 2122839-7 (“Paytrail”), may provide payment services and closely related services, in accordance with Section 1, paragraphs 2, 4, 6 and 7 of the Payment Services Act (30.4.2010/290), to merchants engaged in the online distance selling of products or services to consumers and businesses. These General Payment Terms and Conditions for Merchants (the “General Terms”) apply to all agreements between Paytrail and the Merchant regarding agreements made by the Merchant with their customers for the sale of products or services based on online bank payments, debit cards and credit cards and other such payment methods supported or provided by Paytrail via its payment services. Paytrail will make payments in accordance with the Customer’s payment order to the seller of the product or service, that is, the payee company.


For the purposes of these General Terms, the following definitions shall apply:

  • Customer: A consumer, company or organization that purchases Products and concludes an agreement with the
  • System: The Paytrail system described below in section
  • Merchant: A company or organization that sells its Products to Customers through distance selling and has entered into an Agreement with Paytrail. The Merchant is the seller of the products and services and the Customer’s
  • Card Scheme: Mastercard, Visa or any other card payment scheme that Paytrail offers and promotes at any given time via the
  • Consumer: A Customer who is a private individual and who purchases a substantial quantity of Products for their private
  • Sales: The sale of Products by Merchant to
  • Party or Parties: Paytrail or the Merchant respectively, or both Paytrail and the Merchant
  • Service: Paytrail services are described in section 3
  • Agreement: The agreement made in writing (or electronically) between Paytrail and the Merchant, regarding Paytrail’s payment services. These General Terms form an integral part of such an
  • Rules: all current and future terms, conditions and stipulations of the agreement, as well as the instructions issued by the issuers or providers of Card Scheme and applicable to the Services and the
  • Product: Any products or services or combination thereof, which is delivered to the Customer in accordance with the terms of the agreement between the Merchant and the


Paytrail shall provide the Merchant with a System that Customers and the Merchant may utilize in accordance with the service description. The service description is available on

Paytrail’s website. Paytrail also grants the Merchant the right to market the System for the purpose described above.

In addition, Paytrail grants the Merchant the right to use Paytrail’s trademarks and product names in accordance with Paytrail’s instructions and stipulations as required and solely for the purpose of cooperation between the Parties under this Agreement.

The Merchant is the seller of the Products as agreed in the Sales agreement. Under no circumstances shall Paytrail be liable for the payment of the Customer’s debts to the Merchant, or for any of the Customer’s obligations towards the Merchant. Paytrail does not own or assume any liability for the Products. Paytrail shall provide customer service to Customers only in relation to the payment service provided by Paytrail for Merchants. If the service includes service level requirements, a separate annex thereof shall be drawn up for the Agreement.

Except as otherwise expressly stated in these General Terms, Paytrail gives no warranties with respect to the System or the Service and does not make any representations regarding the System or the Service (e.g. regarding their suitability for any particular purpose).

Paytrail may provide the Merchant with instructions and advice regarding the use of the Services and the System. The Merchant shall comply with said instructions and advice, as Paytrail deems necessary at any given time.

All information generated by the Customer’s activities in the System or Service shall be the property of Paytrail and may be used by Paytrail to provide payment services, with certain provisions concerning the Customer’s or Merchant’s confidential information, which is subject to Section 7 of these terms.

Paytrail has the right to use the Customer’s information received from the Merchant in order to provide the payment service and facilitate the Customer’s payment transaction. Paytrail has no right to disclose customer data to a third party without the express consent of the Customer.

Paytrail shall comply with the applicable laws.


The Merchant shall provide Paytrail with all necessary

information, approvals, commitments, authorizations and other actions as defined by Paytrail at any time to enable Paytrail to provide the Service and make the System available to the Merchant. The Merchant understands and agrees that if the Merchant fails to comply with such specifications, Paytrail may be unable to provide the Service, or may only be able to provide the Service in part or with a delay, in which case Sales related information may not be processed correctly or in a timely manner.

The Merchant is required to update the platform using the Services, together with the platform provider if applicable, to the recommended Paytrail System interface within 6 months of Paytrail’s notification of the interface upgrade and request that the Merchant integrate the updated Paytrail System interface. If the Merchant has not begun integration of the updated interface by the deadline, despite Paytrail’s request, Paytrail reserves the right to terminate the Agreement immediately upon the expiry of the 6 month period.

The Merchant is solely responsible for its service, including the service’s definition, design, implementation, maintenance and, in particular, the related data protection and data security. The Merchant is also responsible for the functionality and features of the service, such as any age, nationality, industry or jurisdictional restrictions.

If Paytrail has reason to suspect a breach of data security or compromise of card information via the Merchant’s service, Paytrail reserves the right to initiate an investigation by PCI Forensic Investigator at the Merchant’s expense.

The Merchant represents and warrants that all Sale agreements are executed, valid, and Products are marketed, sold and delivered to Customers in compliance with the Sales agreements and applicable law.

The Merchant agrees to handle any potential refunds of Sales related payments, or to handle related claims and create refunds. In addition, the Merchant shall indemnify and hold Paytrail harmless against all expenses, costs, damages, interests incurred by Paytrail based on the Sale or the Sale agreement, misuse of Sales related payment devices, or incorrect or old Customer information (e.g. change of account information for recurring payments).

In accordance with the applicable law, the Consumer or the Customer may have the right to withdraw from the Sale agreement by notifying the Merchant. If the Sale is cancelled, invalidated or becomes void by virtue of the law and Paytrail is obligated to return the Customer’s payment to the Customer, the Merchant shall compensate Paytrail for all such payments. This applies, for example, to a situation where the Merchant does not deliver the ordered product or service, or otherwise acts in violation of the Consumer Protection Act or fair trading practices.

Paytrail is entitled to offset any amount the Merchant is liable for from the payments that Paytrail receives due to Sales and which Paytrail would otherwise be obliged to remit to Merchant.

The Merchant shall compensate Paytrail for any expenses and losses incurred by Paytrail in the event the Customer disputes the Sale.

The Merchant shall comply with applicable law, Rules and any instructions published by Paytrail.

The Merchant assumes all risk and damage liability arising from the Customer’s possible insolvency, or other lack of creditworthiness. This liability is not subject to any limitation of liability that may be expressed elsewhere in the Agreement or these General Terms and survives any termination of the Agreement.

The Merchant agrees to enter into agreements and commitments with third parties enabling Paytrail to provide the Services and the System for the Merchant. The Merchant shall bear the costs associated with procuring and maintaining such third-party agreements. The Merchant acknowledges and agrees that Paytrail does not have the authority to negotiate, facilitate or allow changes to these agreements.

Paytrail is entitled to withhold, in whole or in part, any collected payments due to Sales if Paytrail deems such necessary considering the risk of chargebacks, reversed payments, penalties under the Rules and other further (future) obligations of the Merchant under the Agreement, provided that they are plausible and foreseeable to occur.

The amounts withheld will be held for such period of time as is consistent with the Merchant’s liability for reversal of Sales transactions. No interest is be paid on the withheld amounts by Paytrail.

Without prejudice to the right of the Merchant to appeal a reported chargeback or reversed payment with the acquiring bank or financial institution, the Merchant explicitly agrees to accept any such reported reversed payments, penalties or other fees and expenses reported by Paytrail provided that Paytrail notifies the Merchant of any such amount.


Paytrail shall provide maintenance and technical support for the System in the manner specified by Paytrail at any given time.

Paytrail’s goal is to ensure that the System and the Services are available on Paytrail’s infrastructure all the time. However, Paytrail is not liable for any damages to the Merchant or the Customer caused by:

  1. force majeure reasons (including but not limited to Internet traffic disruptions) or,
  2. disruptions in Paytrail’s suppliers’ services (including but not limited to disruptions in online payment services of banks). Furthermore, Paytrail shall not be liable for any damages to the Merchant or the Customer caused by any downtime of the System and/or the Services during any maintenance, support or technical assistance activities or when suspected illegal activities are investigated and


The Merchant agrees to pay Paytrail for i) payments made by the Customer to the Merchant for Sales; (ii) the right to use the System and Services; and (iii) other payments as per Paytrail’s applicable price list. The price list is available on Paytrail’s website.

If payment is missed or delayed by the Merchant, Paytrail has the right to deduct the amounts plus late charges in the form of interest and collections fees from the amounts that Paytrail would otherwise have been obliged to pay the Merchant for Sales that Paytrail has received from Customers.

In the event Paytrail determines that the Agreement exposes Paytrail to financial risk and a security is required to mitigate

this risk, upon written request by Paytrail, the Merchant shall provide Paytrail with a deposit valid as long as the term of the Agreement, in form of immediately available funds or a bank guarantee, which deposit may be used for any kind of contractual obligation of the Merchant.

Paytrail may change any of its price list and other fees by notifying the Merchant two months prior to the effective date of the changes by email, in writing or by posting a notice on the extranet site of Paytrail.


“Confidential Information” shall mean trade secrets, know-how and any and all other material, information and data of a Party, whether commercial, technical or other kind of and whether in oral, graphic, visual, written, electronic, machine readable or any other tangible or intangible form including, without limitation, any document, data, materials, trade secret, process, know-how, technique, design, product, prototype, drawing, diagram, program, source code, invention (whether or not patentable) or work in process, and any financial, supplier, operational, administrative, technical, product, customer, employee, investor or business information.

Neither Party shall disclose, copy, modify, alter, distribute or use the Confidential Information of the other Party unless such actions are expressly agreed in the Agreement.

However, neither Party shall be obliged to regard information as confidential:

  1. which, at the time the Party received the information, was in the public domain or otherwise publicly available, or subsequently enters the public domain or becomes publicly accessible, for reasons not attributable to the Party receiving the information;
  2. which was Confidential Information in the possession of the receiving Party prior to receipt of said information from the providing Party;
  3. which, is or was lawfully received by the Party in good faith from a third party on a non-confidential basis, provided that the source of the information was not bound by a confidentiality obligation with respect to such information;
  4. which is or was independently developed by or for the Party independently without directly or indirectly using the other party’s Confidential Information; or
  5. which is required to be disclosed pursuant to law, Court order or the rules of any governmental organization, provided that the Party uses all its efforts to limit the scope of disclosure and to give the other Party prior written notice of such required

Paytrail shall have the right publish the name of the Merchant after the Merchant has implemented the Service and/or has informed that Paytrail Service has been implemented on their website, e.g. by adding Paytrail in their terms of delivery or by implementing the Paytrail payment buttons on the website.

Paytrail is entitled to activate new payment methods in its System for use by the Merchant, with 30 days prior notice. The Merchant is obliged to notify Paytrail if the Merchant does not wish to use new payment methods.

In addition, Paytrail shall have the right to use the Merchant’s Confidential Information and Customer’s Confidential Information, and disclose said information to financial institutions, credit institutions, payment institutions and other such parties with whom communication is necessary to provide the Service and enable use of the System.

The Merchant undertakes to fully assist Paytrail in fulfilling its obligations set by the Card Scheme providers.

Paytrail is responsible for information security of the System and Services as well as for ensuring that they comply with all requirements of applicable laws.

The Merchant remains solely responsible in its capacity as the personal data controller relating to any and all personal data of the Customers.


Each Party is liable to compensate the other Party for damages it has caused. However, Paytrail shall not liable for any indirect or consequential damages, such as loss of profit, goodwill or data or cover purchase or financial costs and interests that are caused by any failures in or downtime of the Service or the System. Furthermore, Paytrail is not liable for any damages caused by the misuse of any methods of payment, including but not limited to cards, account information or the Service or the settling and remedying thereof.

The maximum limit of the liability of either Party is the invoiced amount of the Sale to which the damages directly relate to or 1,000€ depending on which amount is lower. However, the total aggregate liability of either Party may not exceed 5,000€.

Furthermore, the limitations in this section 8 do not apply if the damages have been caused by willful action or gross negligence or breach of section 7 or 4.

The Merchant understands and agrees that during the term of this Agreement and after its termination for any reason whatsoever, the Merchant shall continue to bear total responsibility for all reversed payments, penalties set out by the Rules, credits and adjustments resulting from transactions due to the Sales processed pursuant to the Agreement and all other amounts then due or which thereafter may become due under the Agreement. This responsibility is not subject to any limitation of liability that may be expressed elsewhere in the Agreement or in these General Terms.


The Merchant represents and warrants that i) the business carried on by the Merchant is a legitimate business and the Merchant is not engaged in any conduct or transactions which may be considered unlawful in any jurisdiction in which the Merchant conducts its business and that the Merchant has complied and will comply with all laws, regulations and requirements applicable to its business; and ii) it is not aware of any information which Paytrail would reasonably require and expect to be informed of for the purpose of making an informed assessment of the Merchant and its ability to perform its obligations under the Agreement; and iii) there is no claim, litigation proceeding or governmental investigation pending, threatened against or relating to the Merchant or businesses of the Merchant which does, or may reasonably be expected to, materially adversely affect the ability of the Merchant to enter into the Agreement or to carry out its obligations hereunder


The Merchant agrees to defend, hold harmless and indemnify Paytrail from and against all claims, liabilities, costs or expenses (including reasonable attorney fees as well as those necessary to successfully establish the right to indemnification) threatened, asserted or filed against Paytrail relating to or arising out of or in any way connected with the Sales or with a violation of the Rules by the Merchant. This liability is not limited by any limitation in liability that may be expressed elsewhere in the Agreement or these General Terms.

If any action is brought against Paytrail in which indemnity is sought from the Merchant, Paytrail shall:

  1. provide the Merchant prompt written notice of any such indemnified claim;
  2. permit the Merchant, through counsel mutually acceptable, to respond and defend such indemnified claim;
  3. provide the Merchant information and reasonable assistance at the Merchant’s expense to help the Merchant defend such indemnified

The Merchant shall reimburse Paytrail for any payments made or losses suffered based upon the judgment of any court of competent jurisdiction or pursuant to a bona fide compromise or settlement of indemnified claims. The Merchant shall not settle any indemnified claim on Paytrail’s behalf without first obtaining their written permission.


The Agreement is valid until further notice. The Merchant is entitled to terminate the Agreement by serving written notice to Paytrail whereupon the Agreement shall terminate at the end of the calendar month following the date of receipt of said notice. Paytrail is entitled to terminate the Agreement with one month’s notice period by serving a written notice to the Merchant.

Each Party has the right to terminate the Agreement with immediate effect if the other Party materially breaches any key terms of the Agreement.

In addition, Paytrail is entitled to terminate the Agreement, suspend or limit the provision of payment services or the scope thereof, effective immediately, also in any situation in which:

  1. Paytrail suspects that any violation of applicable law is occurring via the Service or System (e.g. fraud or money laundering);
  2. Paytrail deems that continued cooperation with the Merchant would be detrimental to the reputation of Paytrail or its partners;
  3. Card payment providers or other payment providers refuse to accept payment for certain types of distance selling (e.g. adult entertainment) susceptible to abuse, or otherwise;
  4. the number of chargebacks, reversed payments or other such transactions exceeds the number specified in the applicable Rules;
  5. the Merchant goes bankrupt or applies for bankruptcy or debt restructuring, or the Merchant becomes subject to other such proceedings, or the Merchant is insolvent or is under threat of insolvency;
  6. the Merchant sells its business, without providing Paytrail with prior notice thereof;
  7. the Merchant changes its name or the nature of its business, without providing Paytrail with prior notice thereof;
  8. in the event that a card acquirer, Card Scheme rights holder, clearing association, bank, regulatory, supervisory, governmental, legal or other law enforcement authority requires such actions of, or recommends them to, Paytrail; or
  9. there is a change or amendment to the Rules or applicable

Paytrail commits itself to promptly notify the Merchant of any such termination or refusal.

Upon any termination of the Agreement:

  1. all rights granted to the Merchant shall terminate immediately and the Merchant shall immediately cease to use and market the Services and System and at the Merchant’s expense return all of Paytrail’s material and other property to Paytrail, and permanently destroy any and all such materials that cannot be returned; and
  2. Paytrail shall cease to provide all Services and the System to the Merchant; and
  3. the Merchant shall immediately notify its Customers of the termination of the Service; and
  4. all payment obligations by the Merchant to Paytrail shall become immediately due and


All intellectual property rights to the Services and System, including the right to modify and assign said rights, shall solely belong to Paytrail.

Except as otherwise provided in these General Terms, the Merchant shall not be granted any rights to the Services or System or related materials.


The relationship between the parties is a relationship between independent actors and the Agreement does not constitute an employment relationship, agency, joint venture, agency relationship or other such relationship between the Parties, unless expressly agreed otherwise in the Agreement.

The Agreement constitutes the complete agreement between the Parties with respect to the subject matter hereof and supersedes all proposals, oral or written, all previous negotiations, understandings, and all oral and written agreements and all other communications between the parties with respect to the subject matter of the Agreement.

If any provision of the Agreement is held by a court of competent jurisdiction to be contrary to law, such provision shall be changed and interpreted so as to best accomplish the objectives of the original provision to the fullest extent allowed by law. The remaining provisions of the Agreement shall remain in full force and effect.

Failure by a Party to exercise its right under this Agreement shall not constitute a waiver of that Party’s future exercise of said right. Unless expressly stated otherwise, the rights of the Parties set forth in these General Terms are cumulative.

The Merchant may not transfer the Agreement to another party without Paytrail’s prior written consent. Paytrail has the right to transfer the Agreement to a third party in the same line of business.

Paytrail may use suppliers and subcontractors in performing the obligations under the Agreement.

Neither Party shall be liable for any delay or loss that is attributable to the occurrence of an unusual or relevant event which inhibits the fulfillment of the Agreement or occurs after the Agreement is made, which the Party had no reason to take into account when making this Agreement, which is independent of the Party or its subcontractor, and the inhibitory effect of which cannot be eliminated without disproportionate additional costs or unreasonable waste of time. Such events include, but are not limited to, war, insurrection, internal unrest, requisition or confiscation by a public authority for a public need, an import or export ban, a natural disaster, the interruption or disruption of public transport, data traffic or energy distribution, an industrial dispute or fire affecting Paytrail, or some other, similarly unusual hindrance, with a similarly profound impact on and independent of the Party or its subcontractor, or beyond the control of the Party or its subcontractor. Each Party shall promptly inform the other Party of the beginning and cessation of force majeure.

Any provision of this Agreement which, in order to be valid, must remain in force after the termination of this Agreement, shall so remain in force.


The Agreement shall be governed and construed in accordance the laws of Finland excluding its choice of law rules. Disputes arising out of the agreement will be settled in the District Court of Keski-Suomi as a first instance.


According to the definitions of the international Payment Card Industry, Paytrail is a payment service provider, MasterCard is a Payment Facilitator, and Visa is a Internet Payment Service Provider. The Merchant shall accept card payments under an agreement between the Acquirer and Paytrail. The Merchant understands that the Merchant is bound by the Card Scheme Rules. If the Agreement is in conflict with the Card Scheme Rules, the Rules shall prevail. The Merchant shall be responsible for any special fees required by the card scheme, such as an industry-specific registration fee.

The Merchant must comply with the PCI DSS standards applicable at any given time to the receipt of card payments, which are available at, including conducting a Self-Assessment Questionnaire as required by the standards and Paytrail’s instructions.

The Merchant acknowledges and agrees that acceptance of card payments online (in card-not-present transactions) involves a heightened risk of card misuse since the consumer and the Credit Card or Debit Card are not physically present when making the payment. Therefore, it is not possible for the Merchant to compare the consumer’s signature against the one on the Credit Card or Debit Card or otherwise identify the cardholder. The Merchant is advised to not accept a payment if there is any suspicion of fraud associated with the payment or the order. Upon request, Paytrail will provide additional information about fraudulent payments and their typical characteristics.


Acquirer: Any financial institution selected by Paytrail that provides the Merchant via Paytrail with facilities to accept payments from the Cardholder by processing transactions for the payment methods for which the Acquirer is authorized by the relevant Scheme Owner.

Card: Any form of Credit Card or Debit Card, which may be used by a Cardholder to carry out a transaction on the Cardholder’s account.

Cardholder: Any person who is issued a Card; possesses and uses the Card and, when required, whose signature appears on the Card as an authorized user.

Scheme Owner: The party offering and/or regulating the relevant payment method.

Scheme Rules: The collective set of bylaws, rules, regulations, operating regulations, procedures and/or waivers issued by the Scheme Owners as may be amended or supplemented over time and with which the Merchant must comply when using the relevant payment method.


The Merchant must be located in the EU. The Merchant understands that the Scheme Rules apply to the Merchant as well as Paytrail since the Merchant is accepting card payments under the agreement between Acquirer and Paytrail. In case the General Payment Processing Service Terms and Conditions or their attachments for the Merchant and the Scheme Rules are in conflict, the Scheme Rules takes precedent.

The Merchant understands that Acquirers and/or Scheme Owners might eliminate the use of card payments, cancel certain payment methods, or change the characteristics thereof, or change the acceptance criteria under which they make them available. Therefore, Paytrail may be forced to block the Merchant from further use of a payment method or impose additional restrictions or conditions on its continued use as a result of such decisions by the relevant Acquirer and/or financial institution offering the payment method.

When possible, Paytrail will use reasonable efforts to give the Merchant prior notice of any such change or cancellation with respect to the payment method offered in the agreement between the Merchant and Paytrail. In these cases and at the Merchant’s request, Paytrail will use reasonable efforts to assist the Merchant in finding ways in which to regain the approval of the relevant Scheme Owner or Acquirer.

The Merchant is not authorized to accept card payments for goods or services that arise out of its own sales together with transactions of other providers bundled as a single transaction or have the aforesaid submitted by third parties as their own transaction (cross-selling).

The Merchant shall not use the Services for the payment of Products where it is illegal to offer or provide these to or from the relevant country and/or which are stated in Paytrail’s restricted services and products list. The list may be updated at Paytrail’s discretion when needed to ensure legal compliance, Scheme Rules compliance, to prevent high levels of chargebacks, and/or to reduce exposure to potentially fraudulent or illegal transactions.

The Merchant is and remains solely responsible for ensuring that the Products sold are in compliance with the Scheme Rules and applicable laws in its country of origin and the countries its customers are based in.

The Merchant accepts the obligation to provide Paytrail with all requested transaction related information. If the information is not provided, Paytrail reserves the right to suspend the payment transaction immediately.

At Paytrail’s request, the Merchant will without delay provide Paytrail with current and complete details of its offices (current address information), the company’s marketing names (“doing business as”), and a complete description of goods sold and services provided to consumers.

The Merchant is obliged to provide on its website the following information to a Cardholder for every transaction:

The official name of the Merchant, complete description of the goods sold and services offered, merchandise return and refund policy, customer service contact information, including email address and/or telephone number, address, delivery policy, the Merchant’s consumer data protection policy and all legally required information to be provided to the Cardholder in the

relevant jurisdiction. Based on the information provided, the Cardholder must understand that the Merchant is responsible for the transaction, delivery of the products or services sold, for customer service and dispute resolution applicable to the transaction. If the Merchant accepts any recurring transactions, the Cardholder must be informed how to stop receiving the goods and/or services and discontinue the charges.

In case of investigations by Paytrail, the Acquirers and/or the Card Schemes with respect to chargebacks, suspected fraud, or request for information from the Card Schemes, the Merchant will fully co-operate in the auditing of such records. The Merchant understands and approves that the transactions via Paytrail Account are not authenticated online (the 3-D Secure protocol is not followed upon the payment transaction).

Therefore the Merchant bears the responsibility for possible fraudulent transactions and their costs. The costs include the amount of the underlying transaction and any chargeback costs.

The Merchant agrees to display on its website all relevant logos of each Scheme Owner whose Cards can be used to complete transactions. The logos must be used only and exclusively in accordance with the Scheme Rules. If the logos used are in violation of the Scheme Rules, Paytrail reserves the right to require changes to the Merchant’s website.


Paytrail handles disputes, credits and consumer enquiries in regards to the acceptance of credit cards. Paytrail is responsible for the Acquirer for each transaction.

In regards to transactions, Paytrail is the actual contracting party with the Cardholder. This information must be clearly stated on the Merchant’s website. Paytrail will provide the Merchant with specific text to use and Paytrail will check that this information is on the Merchant’s website before card payments can be activated within Paytrail’s service as a payment method. For the sake of clarity, the Merchant’s website must also include Paytrail’s contact details.