Visa Debit Card Terms and Conditions
Article 1. Scope of Application
These Terms and Conditions shall apply to the use of the Visa Debit Card services ("Debit Services") provided by PayPay Bank Corporation ("Bank"). If a customer ("Customer") applies for the Debit Services, the Customer shall be deemed to have acknowledged and agreed to the following provisions as well as other terms and conditions of services separately specified by the Bank.
Article 2. Definitions
For purposes of these Terms and Conditions, each of the following terms has the meaning assigned to it:
- 1. "Debit User" means the Customer whose application for the use of the Debit Services is approved by the Bank.
- 2. "Merchant" means Visa Inc. (collectively, "International Card Company"), a merchant using services of a financial institution or credit card company (collectively, "Acquirer") that partners with an International Card Company as well as a financial institution or any other entity operating ATMs and cash dispensers designated by the Bank (or those of a financial institution or any other entity that partners with the International Card Company).
- 3. "Sale and Purchase Agreement" means an agreement between the Debit User and the Merchant, under which the Debit User purchases products or receives services provided by the Merchant (including to receive services for allowing the Debit User to withdraw funds in the amount specified by the Debit User at an ATM or cash dispenser).
- 4. "Debit User' s Obligations" means obligations the Debit User shall assume to the Merchant under the Sale and Purchase Agreement.
- 5. "Card" collectively means a plastic card with an IC chip ("IC Card") that has and provides a cash card function (which means the function defined under the Cash Card Terms and Conditions specified by the Bank, "Cash Card Function") and a function for entering into the Sale and Purchase Agreement or such card without an IC chip ("Non-IC Card"), which shall be issued by the Bank. The Sale and Purchase Agreement as well as the terms applicable to the individual Sale and Purchase Agreement shall be subject to these Terms and Conditions.
Article 3. Details of Debit Services
The Debit Services are the services in which the Bank performs the Debit User' s Obligations the Debit User shall assume under the Sale and Purchase Agreement between the Debit User and the Merchant by withdrawing funds from the Debit User' s bank account as authorized by the Debit User.
Article 4. Application for Debit Services
- 1.To use the Debit Services, the Customer must agree to these Terms and Conditions as well as other terms and conditions of services separately specified by the Bank and apply for the Debit Services by the method specified by the Bank. As for any account designated as a PLUS Account for the BA-PLUS services provided by the Bank under the BA-PLUS Terms and Conditions separately specified by the Bank ("PLUS Account"), the Customer is not allowed to apply for the Debit Services.
- 2.The Bank shall not accept the Customer' s application if: the use of the Debit Services by the Customer or the Customer violates or is likely to violate laws and regulations, or is or is likely to be contrary to the public policy; or otherwise the Bank deems it inappropriate to accept the Customer' s application.
- 3.An agreement for the Debit Services between the Customer and the Bank shall take effect at the time when the Bank accepts the Customer' s application specified in Article 4.1.
Article 5. Provision of Card and Card Policy
- 1.To receive a Card provided by the Bank, the Debit User must apply for a Card by the method specified by the Bank. The Bank shall, after receiving such application, issue a Card indicating the card number, expiration date and security code for such card number (collectively, "Card Data") and provide the Card to the Debit User when the Debit User meets the criteria specified by the Bank. The maximum number of the Cards that can be issued to one Debit User (or one business entity for a business account) shall be as separately specified by the Bank.
- 2.No person other than the Debit User to whom the Bank provides a Card is allowed to use the Card.
Furthermore, the Debit User must use and manage the Cards and the Card Data with the due care of a good manager and agrees not to disclose or leak them to any third party or allow any third party to use them. - 3.When a Card is in use, the Bank shall deem that the Card is used by the Debit User to whom the Bank provides the Card or any person who is authorized by the Debit User to use the Card. The Bank shall not be responsible or liable for any loss incurred by the Debit User that is caused by this policy.
Article 6. Expiration Date of Card
- 1.The expiration date of a Card shall be the last day of the month shown on the Card separately specified by the Bank.
- 2.The Bank shall send a new Card with a new expiration date to the Debit User who does not request to cancel the Debit Services on or before the date specified by the Bank prior to the expiration date of a Card and continues to be approved by the Bank as the Debit User. When the Debit User receives a new Card, the Debit User must shred, destroy or otherwise properly dispose of the expired Card and use the new Card.
- 3.The Bank reserves the right to refuse renewal of an expired Card or discontinue the provision of the Debit Services prior to the expiration date of a Card at its own discretion depending on the usage of the Card by the Debit User or for other reasons. Even if the renewal of a Card is refused or the Debit Services are discontinued by the Bank, the Debit User can continue to use the Cash Card Function of the Card.
- 4.The Bank reserves the right to withdraw funds from the Debit User' s account balance and perform obligations through the Debit Services even after the expiration date of a Card pursuant to each provision of Article 10 when the Bank receives the notification specified in Article 10.1 or 10.2 from the Merchant. Such withdrawal from the Debit User' s account balance and performance of obligations through the Debit Services shall be subject to these Terms and Conditions.
Article 7. Personal Identification Number
- 1.The Debit User to whom the Bank provides an IC Card must register an IC Card personal identification number ("Visa Debit PIN") for the Debit Services with the Bank by following the procedures specified by the Bank. To use the Debit Services with a Non-IC Card, the Debit User must use the same personal identification number (PIN) that is used for the Cash Card Function.
- 2.Pursuant to the provisions of Article 21, the Debit User must request a replacement Card when the Debit User changes the Visa Debit PIN. The Bank' s policy on Non-IC Card PINs shall be subject to the Cash Card Terms and Conditions.
- 3.Each Debit User shall be responsible for keeping the PINs (including the Visa Debit PIN for purposes of these Terms and Conditions) strictly confidential to prevent disclosure to any third party and agrees to avoid using the date of birth or telephone number, a repeated number or any number that is easily guessed by others when selecting a PIN.
Article 8. Sale and Purchase Agreement
- 1.The Sale and Purchase Agreement shall take effect at the time when the Debit User makes an offer by notifying the Merchant of the card number, expiration date of the card number, PIN and security code (collectively, "Card Data and PIN" , among which the PIN and security code shall be notified only when requested by the Merchant) by the prescribed method, and the Merchant accepts such offer. The Bank shall deem that the Merchant has accepted an offer from the Debit User when the Merchant notifies the Bank of the sales amount under the Sale and Purchase Agreement ("Sales Amount") as well as the Card Data and PIN in whole or in part.
- 2.The Bank shall not be responsible or liable for the Sale and Purchase Agreement and shall assume no responsibility to conduct investigation or other activities regarding the details of the Sale and Purchase Agreement. If there is any doubt or other issue in connection with the Sale and Purchase Agreement, the Debit User must consult with the Merchant to resolve such doubt or issue.
- 3.When the Debit User and the Merchant agree to rescind the Sale and Purchase Agreement after entering into such Sale and Purchase Agreement, the Debit User must notify the Bank to that effect by the method specified by the Bank.
- 4.The Debit User agrees that the products and services purchased and other details under the Sale and Purchase Agreement, accompanying information as well as personal information of the Debit User and the Card Data shall be disclosed between the Merchant, the Acquirer, insurance companies and the Bank for the purpose of identifying the Sale and Purchase Agreement and confirming the details.
Article 9. Use of Debit Services
- 1.When the Sales Amount under the Sale and Purchase Agreement is equal to or more than the amount specified by the Bank, the Debit User must notify the Merchant of the Card Data and PIN (among which the PIN and security code shall be notified only when requested by the Merchant) within the time specified by the Bank to use the Debit Services. The Debit User agrees in advance that the Debit Services may not be available to the Merchant for some products (including services) provided by the Merchant when the Bank considers that the use of the Debit Services is not appropriate or due to the laws and regulations of each country.
- 2.The Debit User agrees in advance that the Debit User must obtain the Bank' s approval when using the Debit Services depending on the amount spent using the Debit Services, usage of the Debit Services, products purchased, rights or type of services provided on a case by case basis and that the Bank, the Merchant and the Acquirer shall make inquiries to each other about the usage of the Debit Services by the Debit User.
- 3.The Debit User agrees that the Debit Services may not be available due to system, communications network or device maintenance, breakdown or failure, or other reasons. The Bank shall not be responsible or liable for any damage incurred by the Debit User as a result of such unavailability of the Debit Services unless such damage is attributable to the Bank.
- 4.The underage individual Debit User must obtain the consent of parents or guardians each time the Debit User uses the Debit Services.
- 5.The underage individual Debit User is not allowed to use the Debit Services when there is an age limit specified by the Merchant for the purchase of products or provision of services, and such Debit User is younger than the (minimum) age limit.
Article 10. Withholding Procedures, Performance of Obligations on Behalf of Debit User and Refund
- 1. When the Bank receives notification of the Card Data and PIN from the Merchant, the Bank shall deem that the Debit User has instructed the Bank to withdraw funds of an amount equal to the Sales Amount indicated in the Card Data and PIN and authorized the Bank to perform obligations under the Sale and Purchase Agreement for the Debit User by paying the Merchant the withdrawn funds. When the Bank accepts such instruction and authorization, the Bank shall withdraw funds of an amount equal to the Sales Amount from the Debit User' s bank account as instructed by the Debit User (for purposes of these Terms and Conditions, these procedures are called "Withholding Procedures" , and the funds withdrawn from the Debit User' s bank account are called "Withheld Funds"). As a rule, the Bank shall not accept notification of the Card Data and PIN when:
- (1) the Bank receives notification of the Card Data and PIN after a Card expires;
- (2) the Sales Amount included in the Card Data and PIN exceeds the Debit Limit defined in Article 12;
- (3) the Sales Amount included in the Card Data and PIN is less than the amount specified by the Bank; or
- (4) the Card Data and PIN meets the criteria for declining a Debit Card separately specified by the Bank.
- 2.When the Bank receives notification of confirmed sale in connection with the Sale and Purchase Agreement that takes effect between the Debit User and the Merchant ("Notification of Confirmed Sale") from the Merchant after completing the Withholding Procedures, the Bank shall perform the obligations of the Debit User under the Sale and Purchase Agreement included in the Notification of Confirmed Sale by immediately paying the Merchant the Withheld Funds as authorized by the Debit User under Article 10.1.
- 3.When the Bank receives the Notification of Confirmed Sale without receiving the notification of the Card Data and PIN due to communications or other circumstances, the Bank shall deem that the Debit User has instructed the Bank to withdraw funds of an amount equal to the Sales Amount indicated in the Notification of Confirmed Sale and authorized the Bank to perform obligations under the Sale and Purchase Agreement for the Debit User by paying the Merchant the withdrawn funds. When the Bank accepts such instruction and authorization, the Bank shall perform the obligations of the Debit User under the Sale and Purchase Agreement included in the Notification of Confirmed Sale by immediately withdrawing the Sales Amount indicated in the Notification of Confirmed Sale and making a payment to the Merchant after receiving such Notification of Confirmed Sale as instructed and authorized by the Debit User.
- 4.When the Sales Amount exceeds the Withheld Funds at the time of the Notification of Confirmed Sale due to the sales process followed by the Merchant or other reasons, the Bank shall deem that the Debit User has instructed the Bank to withdraw funds of an amount equal to the amount calculated by deducting the Withheld Funds from such Sales Amount ("Amount of Shortfall") and authorized the Bank to perform obligations under the Sale and Purchase Agreement by paying the Merchant the withdrawn funds. When the Bank accepts such instruction and authorization, the Bank shall withdraw the Amount of Shortfall from the Debit User' s bank account and perform the obligations of the Debit User under the Sale and Purchase Agreement included in the Notification of Confirmed Sale by paying the Merchant the withdrawn funds along with the Withheld Funds as instructed and authorized by the Debit User.
- 5.In the case specified in Article 10.3, when the available balance in the Debit User' s bank account is less than the Sales Amount indicated in the Notification of Confirmed Sale, or in the case specified in Article 10.4, when the available balance in the Debit User' s bank account is less than the Amount of Shortfall, the Bank shall provide funds necessary to perform obligations of the Debit User on behalf of the Debit User and perform the obligations of the Debit User under the Sale and Purchase Agreement included in the Notification of Confirmed Sale by paying the Merchant the funds the Bank provides on behalf of the Debit User along with the Withheld Funds.
- 6.When the Bank receives notification from the Merchant rescinding the Sale and Purchase Agreement after completing the Withholding Procedures, the Bank shall refund the Withheld Funds to the Debit User' s bank account by following the procedures specified by the Bank.
- 7.When the Sales Amount included in the Notification of Confirmed Sale is less than the Withheld Funds, the Bank shall refund the difference between the Sales Amount and the Withheld Funds to the Debit User' s bank account by following the procedures specified by the Bank.
- 8.When the Bank does not receive the Notification of Confirmed Sale from the Merchant or cannot confirm the details of the Notification of Confirmed Sale even after the lapse of the period separately specified by the Bank following the completion of the Withholding Procedures, the Bank shall refund the Withheld Funds to the Debit User' s bank account. However, when the Bank receives the Notification of Confirmed Sale within the period separately specified by the Bank following the refund, the Bank shall deem that the Debit User has instructed the Bank to withdraw the amount indicated in the Notification of Confirmed Sale and authorized the Bank to perform obligations under the Sale and Purchase Agreement by paying the Merchant the withdrawn funds. When the Bank accepts such instruction and authorization, the Bank shall follow the Withholding Procedures immediately after receiving such Notification of Confirmed Sale and perform the obligations of the Debit User under the Sale and Purchase Agreement included in the Notification of Confirmed Sale by paying the Merchant the Withheld Funds as instructed and authorized by the Debit User. For purposes of this Article 10.8, when the Bank is unable to follow the Withholding Procedures due to a shortfall in the available balance in the Debit User' s bank account or other reasons, the Bank shall provide funds of an amount equal to the Sales Amount included in the Notification of Confirmed Sale on behalf of the Debit User and perform the obligations of the Debit User under the Sale and Purchase Agreement included in the Notification of Confirmed Sale by paying the Merchant such funds the Bank provides on behalf of the Debit User.
- 9.When the Bank is of the opinion that there is an error in the details of the Notification of Confirmed Sale, the Bank shall, after paying the Merchant the Sales Amount included in such Notification of Confirmed Sale on behalf of the Debit User, notify the Merchant that the Bank has paid the Sales Amount on behalf of the Debit User and that there is an error in the Notification of Confirmed Sale.
- 10.When the Bank pays the Sales Amount on behalf of the Debit User pursuant to Articles 10.1 to 10.9, the Debit User shall assume obligations to the Bank in the amount paid by the Bank on behalf of the Debit User and shall be obligated to perform such obligations.
- 11.When the Bank receives notification from the Merchant rescinding the Sale and Purchase Agreement involving the use of the Debit Services after the performance of obligations under such Sale and Purchase Agreement, the Bank shall refund the Sales Amount under such Sale and Purchase Agreement to the Debit User.
- 12.When the Bank refunds an amount the Bank withdraws from the Debit User' s bank account to perform obligations of the Debit User under the Sale and Purchase Agreement to the Debit User, the Bank shall process such refund by following the procedures specified by the Bank.
Article 11. Statements of Debit Card Transactions
The Bank shall retain statements of transactions related to the use of the Debit Services for the period specified by the Bank and make them available to the Debit User by the method specified by the Bank.
Article 12. Debit Limit
- 1.The Debit User shall, by the method specified by the Bank, set the maximum limit for transactions involving the use of the Debit Services ("Debit Limit") of up to the amount separately specified by the Bank at the option of the Debit User. When the Debit User does not set the specific Debit Limit, the Debit User' s Debit Limit shall be the amount separately specified by the Bank.
- 2.As a rule, the Bank shall not approve the use of the Debit Services that exceeds the Debit Limit. When the Bank receives notification of the Card Data and PIN or the Notification of Confirmed Sale that exceeds the Debit Limit from the Merchant, notwithstanding the provisions of Article 10, the Bank shall notify the Merchant that the Bank will not process the withdrawal or performance of obligations.
- 3.Notwithstanding the provisions of Article 12.2, the Bank reserves the right to approve the use of the Debit Services that exceeds the Debit Limit when the Bank receives the Notification of Confirmed Sale from the Merchant despite the fact that the Bank notifies the Merchant that the Bank will not implement the Withholding Procedures.
Article 13. Use of Debit Services Outside Japan
- 1.The Debit User agrees that the Sales Amount associated with the use of the Debit Services outside Japan in foreign currency shall be converted to Japanese yen and withdrawn from the Debit User' s account by the same method as that used for the Sales Amount associated with the use of the Debit Services in Japan. When converting the Sales Amount in foreign currency to Japanese yen, the Bank shall use the rate calculated by adding the prescribed fees and charges for services related to the use of the Debit Services outside Japan to the exchange rate used by the International Card Company on the date on which sales data are processed by the International Card Company.
- 2.When the Bank receives notification from the Merchant rescinding the notification of the Card Data and PIN, the Notification of Confirmed Sale or the Sale and Purchase Agreement involving the use of the Debit Services outside Japan after completing the Withholding Procedures or the performance of obligations, the Bank shall refund the Sales Amount included in the Card Data and PIN, the Notification of Confirmed Sale or the Sale and Purchase Agreement to the Debit User by converting the Sales Amount in foreign currency to Japanese yen. When converting the Sales Amount in foreign currency to Japanese yen, the Bank shall use the rate calculated by adding the prescribed fees and charges for services related to the use of the Debit Services outside Japan to the exchange rate used by the International Card Company when the notification of the Card Data and PIN, the Notification of Confirmed Sale or the Sale and Purchase Agreement is rescinded. Any difference between the refund amount and the withdrawn amount under Article 10.1 or 10.2 resulting from fluctuations in the exchange rate shall be borne by the Debit User.
- 3.The funds withdrawn from the Debit User' s bank account using the Debit Services outside Japan shall be limited to accommodation and other travel-related expenses or expenses for activities not requiring permission, approval or notification under the laws and regulations concerning foreign exchange and foreign trade control. When the Bank finds or suspects that the withdrawn funds are used for any purpose other than for accommodation and other travel-related expenses or expenses for activities not requiring permission, approval or notification, the Bank may restrict or suspend the use of the Debit Services.
Article 14. Fees and Charges for Sale and Purchase Agreement
When the Debit User enters into the Sale and Purchase Agreement, the fees and charges specified by the Bank shall be automatically withdrawn from the Debit User' s bank account at the time specified by the Bank.
Article 15. Transactions Prohibited or Restricted under Laws and Regulations
- 1.The Debit User is not allowed to use the Debit Services to conduct transactions prohibited under the laws and regulations concerning foreign exchange and foreign trade control and other laws and regulations, which are currently or will be in the future in effect. The Bank reserves the right to request the Debit User to submit permits, certificates, reports, identification documents and other documents by the method specified by the Bank when the Bank deems it necessary, and the Debit User agrees to comply with the Bank' s request. When the Bank makes such request and deems it necessary, the Bank may restrict or suspend the use of the Debit Services by the Debit User.
- 2.The Bank reserves the right to request the Debit User to provide identification documents and other documents to the Bank by the method specified by the Bank when the Debit User uses the Debit Services to purchase precious metals, gift cards, gift certificates and other cash equivalent items multiple times within a short period of time or withdraws funds outside Japan on a frequent basis, or otherwise the Bank considers that the use of a Card by the Debit User is not appropriate, and the Debit User agrees to comply with the Bank' s request. When the Bank makes such request and deems it necessary, the Bank may restrict or suspend the use of the Debit Services by the Debit User.
- 3.The Debit User is not allowed to use the Debit Services to conduct any transaction that violates the laws and regulations of Japan or other countries (such as purchasing narcotics, prostitution or illegal content) or other transaction that is contrary to the public policy (collectively, "Illegal Transactions"). The Bank reserves the right to immediately restrict or suspend the use of the Debit Services by the Debit User when the Bank considers that the Illegal Transactions are or may be conducted by the Debit User.
Article 16. Restriction or Suspension of Use by Bank
- 1.The Bank shall take any of the following actions in whole or in part by the method specified by the Bank if: the Debit User breaches or is likely to breach these Terms and Conditions; the Bank considers that the use of a Card is not appropriate based on the usage of the Debit Services and other information; the Debit User delays in paying back the funds the Bank provides on behalf of the Debit User because of a shortfall in the available balance in the Debit User' s bank account; the Bank suspends or closes the Debit User' s bank account in whole or in part; the use of the Debit Services by the Debit User or the Debit User violates or is likely to violate laws and regulations or is or is likely to be contrary to the public policy; or otherwise the Bank deems it necessary to take such actions:
- (1) to restrict or suspend the use of the Debit Services;
- (2) to suspend the provision of a Card or require the return of a Card;
- (3) to notify the Merchant that the Card Data are invalid; or
- (4) to suspend or close the Debit User' s ordinary deposit account.
- 2.The Bank reserves the right to suspend the use of a Card by the Debit User without notice or demand if:
- (1) the Debit User fails to provide the customer information specified by the Bank;
- (2) the Debit User provides the Bank with false information when providing the customer information specified by the Bank;
- (3) the Debit User breaches any of the provisions of these Terms and Conditions;
- (4) the Bank considers that the usage or management of a Card by the Debit User is not appropriate;
- (5) the Debit User or the Bank closes the Debit User' s ordinary deposit account with the Bank;
- (6) the Debit User' s ordinary deposit account with the Bank is designated as a PLUS Account; or
- (7) the Bank suspends or closes the Debit User' s bank account in whole or in part.
- 3.The Bank reserves the right to restrict or suspend the use of the Debit Services by the Debit User if the Debit User breaches Article 15 or fails to comply with the Bank' s request for submission of documents under Article 15.
- 4.Even if the Bank suspends the use of a Card pursuant to the provisions of Articles 16.1 to 16.3, the Bank reserves the right to withdraw funds from the Debit User' s account balance and perform obligations through the Debit Services when the Bank receives the Notification of Confirmed Sale from the Merchant regarding the obligations under the Sale and Purchase Agreement that takes effect prior to such suspension.
Article 17. Suspension of Use Requested by Debit User
- 1.When the Debit User desires to suspend the use of a Card provided by the Bank, the Debit User must notify the Bank to that effect by the method specified by the Bank.
- 2.The Bank shall suspend the use of the Card as requested by the Debit User promptly after receiving the notification under Article 17.1.
- 3.Even if the Bank suspends the use of the Card pursuant to the provision of Article 17.2, the Bank reserves the right to withdraw funds from the Debit User' s account balance and perform obligations through the Debit Services when the Bank receives the Notification of Confirmed Sale from the Merchant regarding the obligations under the Sale and Purchase Agreement that takes effect prior to such suspension.
Article 18. Unauthorized Use
- 1.The Debit User shall be responsible and liable for any damage caused by unauthorized use of a Card by any third party as a result of theft, counterfeit or forgery of the Card.
- 2.Notwithstanding Article 18.1, upon occurrence of unauthorized use of a Card by any third party, when the requirements under the Terms and Conditions of Compensation for Unauthorized Use of Ordinary Deposit Account (Personal/Sole Proprietorship Account) or the Terms and Conditions of Compensation for Unauthorized Use of Ordinary Deposit Account (Corporate Account) are met, such Terms and Conditions of Compensation for Unauthorized Use of Ordinary Deposit Account (Personal/Sole Proprietorship Account) or Terms and Conditions of Compensation for Unauthorized Use of Ordinary Deposit Account (Corporate Account) shall apply, respectively, and when the requirements under the Terms and Conditions of Compensation for Cash Card Theft are met, such Terms and Conditions of Compensation for Cash Card Theft shall apply.
- 3.Notwithstanding Article 18.2, the Bank shall not compensate for any of the following damage:
- (1) damage caused by the use of a Debit Card with the Visa Debit PIN;
- (2) damage caused by the use of a Debit Card with One-time Password;
- (3) damage caused by the use of a Debit Card upon authentication with the Card Data; and
- (4) damage caused by the use of the Wallet Service (which means the service defined under the Visa Debit Wallet Terms and Conditions) the Customer has registered with the Card Data and a verification code generated by the Bank.
- 4.The Bank reserves the right to suspend the Bank' s procedures for the Debit Services in whole or in part or invalidate a Card the Bank provides to the Debit User when the Bank considers that the Card is or is likely to be used by any unauthorized third party. The Debit User agrees in advance that the Bank may conduct identity verification as specified by the Bank as well as investigation into unauthorized use and also agrees to cooperate with the Bank in such verification and investigation.
Article 19. Exclusion of Antisocial Forces
- 1.The Debit User represents and warrants that the Debit User is not currently and will not be in the future an organized crime group, member of an organized crime group, person who used to be a member of an organized crime group but has only ceased to be such member for a period of less than five (5) years, quasi-member of an organized crime group, company affiliated with an organized crime group, corporate racketeer ("sokaiya"), group engaging in criminal activities under the pretext of conducting social campaigns or political activities ("shakai-undoto-hyobo-goro"), crime group specialized in intellectual crimes ("tokushu-chino-boryoku-shudan") or any other person similar thereto (collectively, "Antisocial Forces") and that the Debit User does not currently and will not in the future have any of the following relationships:
- (1) a relationship with an Antisocial Force that shows the Antisocial Force' s substantial involvement in the management;
- (2) a relationship with an Antisocial Force that shows the Antisocial Force' s control over the management;
- (3) a relationship with an Antisocial Force that shows illegal use of the Antisocial Force for making illegal profits for the Debit User, the Debit User' s company or a third party or causing any damage to a third party;
- (4) a relationship with an Antisocial Force that shows provision of funds or other benefits, or assistance and opportunities to the Antisocial Force, or other involvement in the operation of the Antisocial Force; or
- (5) a socially unacceptable relationship between an officer or a person who is substantially involved in the management and an Antisocial Force.
- 2.The Debit User warrants that the Debit User shall not by itself or using a third party perform:
- (1) any violent act of demanding;
- (2) any illegal act of demanding that is beyond the statutory responsibilities and liabilities;
- (3) any act of using threatening words and behavior or violence in connection with transactions;
- (4) any act of damaging the credibility or interfering with the business operations of the Bank by spreading rumors or using fraudulent means or force; or
- (5) any other act similar to any of the acts listed in (1) to (4) of this Article 19.2.
- 3.If it is discovered that the Debit User is an Antisocial Force or has any of the relationships listed in (1) to (5) of Article 19.1, performs any of the acts listed in (1) to (5) of Article 19.2 or provided false information to the Bank in the representations and warranties under Article 19.1, the due date of any and all obligations assumed by the Debit User under the Sale and Purchase Agreement shall be accelerated and such obligations shall immediately become due and payable in full when required by the Bank.
- 4.The Debit User is not allowed to make any claim against the Bank for any damage incurred by the Debit User as a result of the acceleration under Article 19.3. Furthermore, the Debit User shall be responsible and liable for any damage incurred by the Bank as a result of such acceleration.
Article 20. Limitations on Closing Bank Account
- 1.Notwithstanding the PayPay Bank Account Terms and Conditions or other terms and conditions, the Debit User is not allowed to close the Debit User' s ordinary deposit account with the Bank when:
- (1) the refund process specified in Article 10.6, 10.7 or 10.8 is not completed;
- (2) the obligation specified in Article 10.10 is not yet performed;
- (3) the investigation specified in Article 19.3 is still in progress;
- (4) the Notification of Confirmed Sale is not yet received by the Bank after the completion of the Withholding Procedures; or
- (5) the obligations under the Sale and Purchase Agreement involving the use of the Debit Services is not yet performed.
- 2.When the Debit User closes the Debit User' s ordinary deposit account despite the provisions of Article 20.1, and the Bank receives the Notification of Confirmed Sale in connection with the Sale and Purchase Agreement involving the use of the Debit User' s Card after the closing of the account, the Bank shall deem that the Debit User has authorized the Bank to perform obligations under the Sale and Purchase Agreement included in the Notification of Confirmed Sale. The Bank shall provide funds in the amount equal to the Sales Amount indicated in the Notification of Confirmed Sale on behalf of the Debit User as authorized by the Debit User and perform the obligations of the Debit User by paying the Merchant the funds provided by the Bank.
- 3.The Debit User shall, when the Bank provides funds on behalf of the Debit User pursuant to Article 20.2, assume obligations to the Bank in the amount of funds the Bank provides on behalf of the Debit User and be obligated to perform such obligations. The Bank reserves the right to withdraw the amount of such obligations in whole or in part from the Debit User' s account for payment on any day as determined by the Bank or otherwise instruct the Debit User to make a payment by the method as determined by the Bank. When the Debit User is instructed by the Bank to make a payment, the Debit User must make such payment on the date, at the place and by the method designated by the Bank. The Bank reserves the right to appropriate any amount paid by the Debit User pursuant to this Article 20.3 that is less than the total amount of remaining obligations for any obligation assumed by the Debit User to the Bank in the order and by the method deemed appropriate by the Bank.
Article 21. Replacement of Card
- 1.The Bank' s policy on a replacement Card requested by the Debit User due to loss, theft, damage or destruction of a Card, change of the Visa Debit PIN or other reasons shall be subject to the Cash Card Terms and Conditions.
- 2.The Debit User agrees, without objection, that the information on a replacement Card may be different from that on the old Card when a Card is replaced by the Bank pursuant to Article 21.1.
- 3.When the Debit User requests a replacement Card, the Debit User shall be responsible for destroying the old Card. The Bank shall not be responsible or liable for any damage incurred by the Debit User as a result of the Debit User' s failure to destroy the old Card.
Article 22. Consumption Taxes
Consumption taxes and other taxes and dues imposed on a funds transfer fee as well as other fees and charges under these Terms and Conditions shall be borne by the Debit User.
Article 23. Governing Law and Jurisdiction
- 1.These Terms and Conditions shall be governed by the laws of Japan.
- 2.The Debit User and the Bank agree that the Tokyo District Court of Japan shall have exclusive jurisdiction over any lawsuit arising out of or in connection with the Debit Services.
Article 24. Other Terms and Conditions
Any matter not specified in these Terms and Conditions shall be subject to the Bank' s other terms and conditions, rules and other provisions specified by the Bank. The Bank shall disclose the Bank' s other terms and conditions, rules and other provisions by posting them on the Bank' s website.
Article 25. Amendment of Terms and Conditions
- 1.The Bank shall amend any provision of these Terms and Conditions or other terms and conditions in accordance with Article 548-4 of the Civil Code of Japan when the Bank deems it reasonably necessary to respond to any change in economic or other circumstances, or for other reasons.
- 2.When the Bank amends any provision of these Terms and Conditions or other terms and conditions pursuant to Article 25.1, the Bank shall announce the amendment as well as the details and effective date of the amended provision by publication on the internet or by other reasonable means.
- 3.The amendment under Articles 25.1 and 25.2 shall take effect on the effective date specified at the time of publication. The Bank shall provide a reasonable period between the date of publication and the effective date depending on the details of the amendment.
Article 26. Limitation of Liability
- 1.The Bank shall not pay interest or a late payment charge and shall not be responsible or liable for any damage caused by delay in the refund procedures when the Bank issues a refund unless such damage is attributable to the Bank.
- 2.In addition to the limitation of liability specified in Article 26.1, the following provisions shall apply: Even if the Bank is responsible and liable for any damage incurred by the Debit User, the Bank' s responsibility and liability for such damage shall be limited to ordinary damage that arises in the ordinary course of events in connection with the provision of the Debit Services specified in these Terms and Conditions unless such damage is attributable to the Bank. Furthermore, the Bank shall not be responsible or liable for any lost profit, consequential damage, indirect damage, special damage or other similar damage.
Special Provisions concerning PayPay Point Program
The following provisions shall apply to the individual Debit User to whom the Bank provides a Card:
The services provided by PayPay Corporation shall be subject to the PayPay Services Terms of Use. Any matter and definition not specified in these Terms and Conditions shall be subject to the PayPay Services Terms of Use as well as other terms and conditions of services specified by the Bank.
Article 1. PayPay Point Program
- 1.The Debit User shall earn PayPay points, which shall be added by PayPay Corporation to the Debit User' s PayPay account linked to the Debit User' s bank account for the Sale and Purchase Agreement involving the use of a Card.
- 2.The date PayPay points are earned, the PayPay point rate and other information on PayPay points shall be posted on the Bank' s website.
- 3.The Debit User may not earn PayPay points if, at the time when the Debit User earns PayPay points, the Debit User' s bank account is suspended, the obligations under the Sale and Purchase Agreement involving the Debit Services are not performed, or otherwise the Bank or PayPay Corporation reasonably considers that adding PayPay points to the Debit User' s account is not appropriate.
- 4.The Debit User shall not earn PayPay points offered by PayPay Corporation when:
- (1) the Debit User' s bank account is not linked to the PayPay account;
- (2) the link between the Debit User' s bank account and the PayPay account has expired; or
- (3) otherwise the Debit User is unable to receive PayPay points.
Article 2. Change and Discontinuation of Program
The Bank reserves the right to change or discontinue the details of the PayPay point program or its terms and conditions without consent of the Customer due to any change in economic circumstances or otherwise when the Bank reasonably considers that such change or discontinuation is appropriate.
Special Provisions concerning Co-branded Cards
The following provisions shall apply to the Debit User to whom the Bank provided a Card issued in partnership with FamilyMart Co., Ltd., Culture Convenience Club Co., Ltd. (current CCC MK HOLDINGS Co.,Ltd. ) ("CCC") and Tpoint Japan Co., Ltd. (current CCC MK HOLDINGS Co.,Ltd. ) ("TPJ") ("FTJ Card") on or before September 30, 2019 (including the Debit User who applied for the FTJ Card on or before September 30, 2019 and received the FTJ Card provided by the Bank on or after October 1, 2019).
The FTJ Card shall be treated as a card issued in partnership with CCC and TPJ ("Bank' s Partners") on or after October 1, 2019 ("TJ Card").
The TJ Card shall not be renewed or replaced on or after August 23, 2022.
Article 1. Application of Terms and Conditions of Bank' s Partners
The Debit User must consent to the CCC' s T Membership Terms and Conditions as well as the TPJ' s Point Service Terms and Conditions to use the TJ Card and receive services provided by the Bank' s Partners. Each of such Terms and Conditions of the Bank' s Partners shall apply to the services provided by each of the Bank' s Partners, respectively. The Bank is authorized by CCC and TPJ to obtain the consent of the Debit User to the Terms and Conditions of the Bank' s Partners. Any matter and definition not specified in these Special Provisions shall be subject to the above Terms and Conditions of the Bank' s Partners as well as the terms and conditions of services specified by the Bank.
Article 2. Change and Discontinuation of TJ Card Services
Notwithstanding Article 1 of these Special Provisions, the Bank reserves the right to change or discontinue the TJ Card services or TJ Card terms and conditions without consent of the Customer due to any change in economic circumstances or discontinuation of services of the Bank' s Partners, or otherwise when the Bank reasonably considers that such change or discontinuation is appropriate.
Special Provisions concerning Visa Debit Pay Next Month Service
These Special Provisions (“Special Provisions”) shall apply in preference to the Visa Debit Card Terms and Conditions (“Original Terms and Conditions”) when the Debit User uses the Visa Debit Pay Next Month service (“Pay Next Month Service”) specified in Article 2 of these Special Provisions. If the Debit User applies for the Pay Next Month Service, the Debit User shall be deemed to have acknowledged and agreed to the following provisions as well as the Original Terms and Conditions and other terms and conditions of services separately specified by the Bank. Any matter and definition not specified in these Special Provisions shall be subject to the Original Terms and Conditions as well as such other terms and conditions of services.
Article 1. Definitions
For purposes of these Special Provisions , each of the following terms has the meaning assigned to it:
- 1.“Debit Card” means the Card defined in Article 2.5 of the Original Terms and Conditions.
- 2.“Pay Next Month User” means the Debit User who has executed an agreement for the Pay Next Month Service with the Bank.
- 3.“Pay Next Month Obligations” means obligations related to the Pay Next Month Service.
- 4.“Payment Withdrawal Date” means the date designated by the Pay Next Month User at the time of application for the Pay Next Month Service, on which the Pay Next Month Obligations are withdrawn from the account in each month.
- 5.“Unpaid Obligations” means any and all amounts of the Pay Next Month Obligations due and payable when the Bank is unable to withdraw the full amount of the Pay Next Month Obligations due and payable from the account on the Payment Withdrawal Date.
Article 2. Details of Pay Next Month Service
- 1.The Pay Next Month Service allows the Pay Next Month User to make a payment related to the Debit Card used under the Sale and Purchase Agreement in the following month by making a lump sum payment on the Payment Withdrawal Date of the current month (the withdrawal takes place on the Payment Withdrawal Date even if such date falls on a bank’s holiday) by closing books on the date corresponding to the Payment Withdrawal Date (corresponding date) of the previous month without immediately using the balance in the Pay Next Month User’s bank account. Specifically, an amount equal to the Debit User’s Obligations will be, as a rule, paid by the Bank on behalf of the Pay Next Month User automatically without the Pay Next Month User’s operation during the withholding procedures each time the Debit Card is used.
- 2.When the Bank makes a payment on behalf of the Pay Next Month User pursuant to Article 2.1, the Pay Next Month User shall owe the Pay Next Month Obligations to the Bank and shall be obligated to pay such Pay Next Month Obligations in a lump sum on the Payment Withdrawal Date specified in Article 12 of these Special Provisions.
- 3.If the Pay Next Month User fails to pay the Pay Next Month Obligations, even in part, such Pay Next Month Obligations will become the Unpaid Obligations, and the Pay Next Month User’s bank account shall be subject to temporary suspension of withdrawal until the Pay Next Month Obligations and an amount equal to the late payment fee are paid in full. In addition, funds withdrawal to pay for the Bank’s service shall also be subject to temporary suspension because of such temporary suspension of withdrawal from the account.
- 4.While using the Pay Next Month Service, the Debit User may switch between the transaction in which the balance in the Debit User’s bank account is used immediately as specified in the Original Terms and Conditions (“Immediate Payment”) and the Pay Next Month Service for each individual Sale and Purchase Agreement. As for the Immediate Payment, the Original Terms and Conditions shall apply.
- 5.Notwithstanding Article 2.4, if the Unpaid Obligations exist, or the Pay Next Month Service is subject to suspension of use as specified in Article 13 of these Special Provisions or in other similar cases, the Pay Next Month User may not switch to the Immediate Payment. If the Bank has paid any obligation that shall be paid with the Immediate Payment on behalf of the Debit User, or the Debit User is subject to the restriction or suspension of use as specified in Article 16 of the Original Terms and Conditions or in other similar cases, the Debit User may not switch to the Pay Next Month Service.
Article 3. Conditions for Use of and Application for Pay Next Month Service
- 1.The Debit User who satisfies all of the following conditions shall have the right to use the Pay Next Month Service:
- (1) To have the Bank’s Business Account.
- (2) To have the Debit Card.
- 2.To use the Pay Next Month Service, the Debit User must agree to these Special Provisions, the Original Terms and Conditions as well as other terms and conditions of services separately specified by the Bank and apply for the Pay Next Month Service by the method specified by the Bank.
- 3.At the time when the Bank sends notification of approval after examining the application specified in Article 3.2, an agreement for the Pay Next Month Service between the Debit User and the Bank (“Agreement”) shall take effect.
- 4.The Debit User may not enter into the Agreement in redundancy. However, this provision shall not apply if the approval of the Bank is given.
Article 4. Expiration Date
- 1.The Agreement shall remain in effect until the corresponding date one (1) year after the effective date of the Agreement. The term of the Agreement shall be extended for additional periods of one (1) year each unless the Pay Next Month User or the Bank expresses its intention not to extend the term at least one (1) month prior to the expiration date.
- 2.If the Bank requests the Pay Next Month User to submit data or provide reports for the examination related to the extension of the term of the Agreement, the Pay Next Month User shall immediately respond to such request. If any substantial change occurs or is likely to occur to the property or income of the Pay Next Month User, the Pay Next Month User shall be obligated to report to the Bank immediately even without the Bank’s request.
- 3.If the Pay Next Month User or the Bank expresses its intention not to extend the term of the Agreement pursuant to Article 4.1, the Agreement shall automatically terminate on the date of expiration of the term, and each of the following provisions shall apply:
- (1) The Debit User may not use the Pay Next Month Service on or after the day immediately following the date of expiration of the term of the Agreement.
- (2) The Debit User shall pay the Pay Next Month Obligations in full on the date of expiration of the term of the Agreement. However, if specifically approved by the Bank, the Debit User may pay such obligations by the method specified by the Bank even after the expiration of the term of the Agreement. These Special Provisions shall still apply to the payment of such obligations even after the date of expiration of the term of the Agreement until such obligations are paid in full.
Article 5. Transactions Subject to Pay Next Month Service
- 1.The Pay Next Month Service may be used only under the Sale and Purchase Agreement with the Merchant , at which the Debit Card is used, in and outside Japan.
- 2.The Debit User may use the Pay Next Month Service with the Debit Card provided to the Debit User. The same shall apply to the Debit Card provided before the commencement of provision of the Pay Next Month Service.
- 3.If the Debit User has been provided with more than one (1) Debit Card for the Business Account, transactions related to all Debit Cards shall be subject to the Pay Next Month Service when the Debit User enters into an agreement for the Pay Next Month Service. The Debit User may not select the Immediate Payment or Pay Next Month Service for each Debit Card.
- 4.Use of overseas ATMs shall not be subject to the Pay Next Month Service.
Article 6. Transactions Prohibited from Using Pay Next Month Service
- 1.The Pay Next Month User may not engage in any of the following transactions by using the Pay Next Month Service in addition to the transactions specified in Article 15 of the Original Terms and Conditions (“Prohibited Transactions”). If the Bank considers that the Pay Next Month User has engaged in or is likely to engage in the Prohibited Transactions, the Bank may immediately restrict or suspend the use of the Pay Next Month Service.
- (1) Using the Pay Next Month Service to buy speculative financial products (such as crypto assets, FX, futures trading, CFD or other similar financial products).
- (2) Using the Pay Next Month Service for personal purposes not related to business or for products or services not related to the Business Account.
Article 7. Spending Limit of Pay Next Month Service
- 1.The spending limit of the Pay Next Month Service shall be an amount separately specified by the Bank.
- 2.Notwithstanding Article 7.1, the Bank may, at any time, increase or reduce the spending limit (including to set the spending limit to zero (0) yen) at its own discretion. Even if the Pay Next Month Obligations exceed the spending limit as a result of the reduction in the spending limit, each provision of these Special Provisions shall still apply. The Bank shall not be responsible or liable for any damage caused to the Pay Next Month User by the spending limit increased or reduced by the Bank.
- 3.When the Bank increases or reduces the spending limit pursuant to Article 7.2, the Bank shall notify the Pay Next Month User of the spending limit after the change by the method specified by the Bank without undue delay.
Article 8. Service Fees and Late Payment Fee
- 1.Service fees for the Pay Next Month Service shall be separately specified by the Bank.
- 2.If the Pay Next Month User fails to perform the Pay Next Month Obligations, a late payment fee of 14.6% per annum (14.64% for a leap year) shall be charged for the remaining balance of the Pay Next Month Obligations based on the number of days past due for each amount separately specified by the Bank. The Pay Next Month User shall pay such late payment fee in addition to the Pay Next Month Obligations. The Bank may raise or lower the rate of the late payment fee to the generally accepted rate if the financial situation changes or there are other reasonable grounds. When the rate of the late payment fee is raised or lowered, the details of the rate after the change shall be posted on the website specified by the Bank.
Article 9. Withholding Procedures
The Sale and Purchase Agreement shall be as follows while the Pay Next Month Service is used instead of the method of payment specified in Article 10 of the Original Terms and Conditions.
- 1.When an amount equal to the Debit User’s Obligations based on the information on the Sale and Purchase Agreement provided by the Merchant (“Sale and Purchase Information”) exceeds the spending limit, the Bank shall not follow the pay next month or withholding procedures, and an agreement for the debit transaction shall not take effect. If the Sale and Purchase Information does not arrive, and only the Notification of Confirmed Sale arrives, an agreement for the Immediate Payment shall take effect.
- 2.If the Notification of Confirmed Sale arrives from the Merchant after the Bank completes the pay next month and withholding procedures, the Bank shall pay the confirmed payment amount to the Merchant.
- 3.The Bank shall compare the withheld amount and confirmed payment amount when the Notification of Confirmed Sale arrives. If there is any difference between such amounts, the Bank shall withdraw or refund such difference by following the procedures specified by the Bank as follows:
- (1) If the withheld amount is more than the confirmed payment amount:
The withheld amount shall be replaced with the confirmed payment amount. When the Pay Next Month Obligations subject to refund have already been withdrawn, the Bank shall refund an amount equal to the difference to the Customer’s bank account by the method specified by the Bank. - (2) If the withheld amount is less than the confirmed payment amount:
The withheld amount shall be replaced with the confirmed payment amount, and an amount equal to the difference shall be added to the Customer’s Pay Next Month Obligations. If the spending limit is less than the amount equal to the difference, the withdrawal amount will temporarily exceed the spending limit in addition to all of the remaining spending limit.
- (1) If the withheld amount is more than the confirmed payment amount:
- 4.If the Notification of Confirmed Sale does not arrive from the Merchant after the Bank completes the pay next month and withholding procedures even after the lapse of time specified by the Bank, the withheld amount shall be reduced from the spending limit.
- 5.When the Sale and Purchase Information does not arrive from the Merchant, and only the Notification of Confirmed Sale arrives due to communications issues in network connection with the Merchant, the Bank shall withdraw the amount from the Customer’s bank account by using the Pay Next Month Service or Immediate Payment after the arrival of such Notification of Confirmed Sale.
- 6.However, if the spending limit is less than the confirmed payment amount, the Bank shall withdraw the confirmed payment amount from the bank account by using the Immediate Payment to make a payment to the Merchant.
- 7.Notwithstanding this Article 9 and Article 10 of the Original Terms and Conditions, the Pay Next Month Service will not be available during the system maintenance hours specified by the Bank. When the Debit Card is used during such hours, such use shall be subject to the Immediate Payment.
Article 10. Use of Pay Next Month Service outside Japan
The use of the Pay Next Month Service outside Japan shall be as specified in Article 13 of the Original Terms and Conditions. Such Article 13 shall apply by replacing the “Debit Services” with the “Pay Next Month Service” and replacing the “Debit User” with the “Pay Next Month User”.
Article 11. Unauthorized Use
Any matter related to unauthorized use of the Pay Next Month Service shall be as specified in Article 18 of the Original Terms and Conditions. Such Article 18 shall apply by replacing the “Debit Services” with the “Pay Next Month Service” and replacing the “Debit User” with the “Pay Next Month User”.
In addition, Article 2 of the Terms and Conditions of Compensation for Unauthorized Use of Ordinary Deposit Account (Personal/Sole Proprietorship Account) shall apply by replacing “thirty (30) days” with “sixty (60) days”, (G) of Article 3.1 of the same Terms and Conditions shall apply by replacing “after the lapse of thirty-one (31) days” with “after the lapse of sixty-one (61) days”, Article 2 of the Terms and Conditions of Compensation for Unauthorized Use of Ordinary Deposit Account (Corporate Account) shall apply by replacing “thirty (30) days” with “sixty (60) days”, (K) of Article 3.1 of the same Terms and Conditions shall apply by replacing “after the lapse of thirty-one (31) days” with “after the lapse of sixty-one (61) days”, Article 2 of the Terms and Conditions of Compensation for Cash Card Theft shall apply by replacing “thirty (30) days” with “sixty (60) days”, and (H) of Article 3.1 of the same Terms and Conditions shall apply by replacing “thirty-one (31) days prior to” with “sixty-one (61) days prior to”.
Article 12. Method of Payment of Pay Next Month Obligations
- 1.The Pay Next Month User shall, on the Payment Withdrawal Date, pay the remaining amount of the Pay Next Month Obligations as of 24:00 on the Payment Withdrawal Date of the previous month (for purposes of this Article 12, simply called “Pay Next Month Obligations” ) in full.
- 2.The Bank shall automatically withdraw the Pay Next Month Obligations specified in Article 12.1 from the bank account of the Pay Next Month User (for purposes of this Article 12, “Payment Account”) on the Payment Withdrawal Date and appropriate the withdrawn funds for the payment of the Pay Next Month Obligations. The Pay Next Month User shall ensure that the balance in the Payment Account is not less than the Pay Next Month Obligations on or before the day immediately preceding the Payment Withdrawal Date in each month.
- 3.If the payment delays because the balance in the Payment Account is less than the Pay Next Month Obligations on the Payment Withdrawal Date, the Pay Next Month User shall immediately deposit an amount equal to the shortfall and a late payment fee in the Payment Account. The Bank may automatically withdraw an amount equal to the Pay Next Month Obligations and the late payment fee from the Payment Account at any time after confirming that the deposit has been made by the Pay Next Month User and appropriate the withdrawn funds for the payment of the Pay Next Month Obligations and the late payment fee in the order chosen by the Bank.
- 4.When any other creditor requires a payment during the procedures specified in Article 12.3, or there is any other repayment obligation owed to the Bank, the order of payment or repayment shall be at the option of the Bank.
Article 13. Restriction and Cancellation of Pay Next Month Service
- 1.If any of the events listed in Articles 15.1 and 15.2 of these Special Provisions occurs, or any of the following events occurs or otherwise the Bank deems it necessary, the Bank may restrict the Pay Next Month Service in part or in whole (including to reduce the spending limit) or cancel the Agreement without prior notice or demand to the Pay Next Month User. When the Bank restricts the Pay Next Month Service or cancels the Agreement without prior notice or demand, the Bank shall notify the Pay Next Month User to that effect by the method specified by the Bank after the restriction or cancellation.
- (1) The Pay Next Month User does not enter into a new Sale and Purchase Agreement for not less than one (1) year from the date of payment of the Pay Next Month Obligations.
- (2) The Pay Next Month User does not submit documents specified in these Special Provisions or by the Bank.
- (3) The Pay Next Month User breaches any of the provisions of these Special Provisions, the Original Terms and Conditions or other terms and conditions of services separately specified by the Bank.
- (4) It is discovered that the Pay Next Month User has any of the relationships listed in (1) to (5) of Article 19.1, or performs any of the acts listed in (1) to (5) of Article 19.2 or provided false information to the Bank in the representations and warranties under Article 19.1 of the Original Terms and Conditions.
- (5) Otherwise the Bank considers that it is not appropriate to continue providing the Pay Next Month Service due to the details of transactions or deterioration of credit information of the Pay Next Month User or other reasons.
- 2.The Pay Next Month User may cancel the Agreement by following the procedures specified by the Bank. However, such cancellation may not be made when there is any Pay Next Month Obligation remaining. If there is any Pay Next Month Obligation remaining at the time when the Pay Next Month User requests the cancellation, the Pay Next Month User must pay the Pay Next Month Obligation in full before requesting such cancellation. If the Debit Card is used after such cancellation, such use shall be subject to the Immediate Payment.
- 3.When the Agreement is cancelled by the Bank or the Pay Next Month User pursuant to Article 13.1 or 13.2, the effective date of the cancellation shall be deemed the date of expiration of the term of the Agreement, and the provisions of Article 4.3 of these Special Provisions shall apply mutatis mutandis to such cancellation.
Article 14. Limitations on Closing Bank Account
When the Pay Next Month User closes the bank account, the Agreement shall be canceled at the same time as the closure of the bank account. When closing the bank account, the Pay Next Month User shall immediately pay the Pay Next Month Obligations and follow the procedures specified by the Bank.
Article 15. Acceleration
- 1.If any of the following events occurs to the Pay Next Month User, the due date of any and all obligations under the Agreement (for purposes of this Article 15, “Obligations”) shall be accelerated, and the Obligations shall immediately become due and payable in full without notice or demand from the Bank:
- (1) The Pay Next Month User delays performance of the Pay Next Month Obligations.
- (2) The Pay Next Month User admits the inability to pay debts as they fall due, becomes subject to any petition for commencement of bankruptcy proceedings, enforcement, auction, special conciliation, civil rehabilitation (“minji-saisei”) proceedings, corporate reorganization (“kaisha-kosei”) proceedings or special liquidation proceedings, enters into voluntary liquidation, declares closure of business or becomes subject to disposition for failure to pay taxes and public charges.
- (3) Any draft or check issued by the Pay Next Month User is dishonored, or the Pay Next Month User becomes subject to suspension of transactions with banks, suspension of transactions by densai.net Co., Ltd. or actions similar thereto by any other electronic monetary claim recording institution.
- (4) Deposits of the Pay Next Month User or other claims against the Bank become subject to any petition for provisional attachment, preservative attachment or attachment, or an order or notification of such attachment is sent to the Pay Next Month User.
- (5) Whereabouts of the Pay Next Month User are unknown to the Bank due to any reason attributable to the Pay Next Month User such as failure to notify the change of mailing address or email address.
- (6) The due date of any of the obligations owed to the Bank including any loan other than those under the Agreement has been accelerated.
- 2.If any of the following events occurs to the Pay Next Month User, the due date of the Obligations shall be accelerated, and the Obligations shall immediately become due and payable in full when demanded by the Bank:
- (1) The Pay Next Month User breaches any of these Special Provisions or other agreements for services with the Bank.
- (2) It is discovered that the Pay Next Month User has provided false data or reports to the Bank in relation to the Agreement.
- (3) As a result of the re-examination by the Bank, it is deemed inappropriate to continue transactions with the Pay Next Month User.
- (4) The Pay Next Month User delays performance of obligations owed to the Bank, even in part.
- (5) Collateral for security is subject to commencement of attachment or auction proceedings.
- (6) Deposits of the representative or guarantor of the Pay Next Month User or other claims against the Bank become subject to any petition for provisional attachment, preservative attachment or attachment, or an order or notification of such attachment is sent to the Pay Next Month User.
- (7) The due date of any of the obligations owed by the representative or guarantor of the Pay Next Month User to the Bank other than those under the Agreement has been accelerated.
- (8) The Bank considers that it is impossible to continue providing the Pay Next Month Service through consultation between the Pay Next Month User and the Bank due to amendment of laws and regulations or change in interpretation of the relevant authority.
- (9) Otherwise the credit standing changes significantly, or any other event that may reasonably make the Pay Next Month User unable to pay the Pay Next Month Obligations occurs, or it is objectively deemed that any event that may reasonably make preservation of the Bank’s claims necessary occurs.
- 3.If the demand specified in Article 15.2 arrives late or fails to arrive due to any reason attributable to the Pay Next Month User such as failure to notify the change of mailing address or email address, the due date of the Obligations shall be deemed to have been accelerated when such demand would have arrived under normal circumstances.
- 4.If the due date of the Obligations owed by the Pay Next Month User has been accelerated pursuant to the provisions of this Article 15, the Pay Next Month User shall immediately pay the Obligations in full. When paying the Obligations, if specifically approved by the Bank, the Pay Next Month User may repay the Obligations by the method specified by the Bank. These Special Provisions shall apply to the repayment even after the date of acceleration until the Obligations are paid in full.
- 5.If the due date of the Obligations owed by the Pay Next Month User has been accelerated pursuant to the provisions of this Article 15, deposit to and withdrawal from the bank account opened at the Bank shall be prohibited, or otherwise transactions shall be restricted.
Article 16. Setoff
- 1.When the Pay Next Month User needs to perform the Pay Next Month Obligations, the Bank may set off the Pay Next Month Obligations against deposits of the Pay Next Month User or any other claim against the Bank at any time regardless of the due date of such claim or designated type of currency used to calculate an amount of the claim. When making such setoff, the Bank may omit the prescribed procedures, withdraw the deposits and other claims of the Pay Next Month User, appropriate them for the payment of the Pay Next Month Obligations and send notification to the Pay Next Month User after the setoff.
- 2.In case of the setoff by the Bank under Article 16.1, a late payment fee related to the claims and obligations shall be calculated for the period until the date of implementation of the setoff. The interest rate on the deposits shall be as specified by the Bank.
- 3.In case of the setoff under Article 16.1, if the currency that represents the claims and obligations is different, the actual foreign exchange rate deemed reasonable by the Bank at the time of implementation of the setoff shall apply.
- 4.The Pay Next Month User may not set off the Pay Next Month Obligations against the claims of the Pay Next Month User against the Bank unless any event insured against in deposit insurance occurs to the Bank.
Article 17. Designation of Appropriation
- 1.If there are other obligations owed by the Pay Next Month User to the Bank in addition to the Pay Next Month Obligations, when the Bank sets off them, the Bank may designate which obligations should be set off for preservation of claims or other reasons. The Pay Next Month User may not raise any objection against such designation.
- 2.The Bank’s obligations designated for appropriation by the Bank shall be those due and payable.
Article 18. Change of Information Notified
- 1.The Pay Next Month User shall immediately notify the Bank by the method specified in the PayPay Bank Account Terms and Conditions and Business Account Terms and Conditions when the name, name of representative of a business entity, address, purpose of transaction, occupation, scope of business, telephone number, email address, beneficiary owner (when the Pay Next Month User is a business entity), or other information notified to the Bank changes.
- 2.When the Bank sends any notification or document to the name and address or sends notification to the email address last notified by the Pay Next Month User, even if the notification or document arrives late or does not arrive due to any reason attributable to the Pay Next Month User such as failure to notify as specified in Article 18.1, such notification or document shall be deemed to have arrived when it would have arrived under normal circumstances. If such notification or document is undeliverable and returned to the Bank, the Bank may suspend sending notification or documents, restrict the Pay Next Month Service in whole or in part or cancel the Agreement.
Article 19. Burden of Costs
- 1.Each of the following costs incurred by the Bank shall be borne by the Pay Next Month User, and the Bank shall withdraw such costs from the Pay Next Month User’s bank account notwithstanding the PayPay Bank Account Terms and Conditions:
- (1) Costs for registering the establishment, deletion or change of (revolving) mortgage.
- (2) Costs for investigation, collection or disposition of collateral.
- (3) Costs related to exercise or preservation of rights against the Pay Next Month User or a guarantor.
- (4) Costs of stamps for agreements and ancillary documents thereof (such as amendment agreements and special agreements).
- (5) In addition to the costs listed in (1) to (4) above, any and all costs to be borne by the Pay Next Month User for the obligations under the Agreement (including fees for receiving a certified date, advance repayment fees and other prescribed fees, costs for preparing a notarized deed and costs paid by the Bank on behalf of the Pay Next Month User) and bank fees for transfer of such costs and fees.
Article 20. Report and Investigation
- 1.The Pay Next Month User shall, when requested by the Bank, immediately report on the property, status, management, business conditions and status of collateral of the Pay Next Month User as well as credit standing of the Pay Next Month User and joint and several guarantors and provide opportunities and assistance necessary for the investigation.
- 2.If any substantial change occurs or is likely to occur to the information specified in Article 20.1, the Pay Next Month User shall report to the Bank even without the Bank’s request.
- 3.If the Pay Next Month User delays payment of the Pay Next Month Obligations and if requested by the Bank, the Pay Next Month User shall provide balance sheets, profit and loss statements, cash flow statements and other financial statements.
Article 21. Notarized Deed
The Pay Next Month User shall, if requested by the Bank based on reasonable grounds, immediately follow necessary procedures to prepare a notarized deed containing the approval for enforcement of the Pay Next Month Obligations.
Article 22. Assignment of Claims
- 1.The Pay Next Month User agrees in advance that the Bank will assign (for purposes of this Article 22, including trust) claims related to the Pay Next Month Service to any other financial institution in whole or in part in the future. The Pay Next Month User acknowledges that each provision of these Special Provisions shall continue to apply even after the assignment of claims.
- 2.When the claims related to the Pay Next Month Service are assigned pursuant to Article 22.1, the Bank may serve as an agent of the assignee (for purposes of this Article 22, including trustee of the trust) of the assigned claims. When the Bank serves as an agent of the assignee, the Pay Next Month User shall pay the Bank the Pay Next Month Obligations by the method specified by the Bank as before, and the Bank shall provide them to the assignee.
Article 23. Provision of Information
- 1.If there is any joint and several guarantor who has signed the Agreement, the Pay Next Month User represents and warrants that the Pay Next Month User shall provide the following information to all the joint and several guarantors before executing the Agreement:
- (1) Status of property as well as income and expenditure of the Pay Next Month User.
- (2) Whether or not the Pay Next Month User owes any obligation other than the Pay Next Month Obligations, an amount of such obligation and status of performance of such obligation.
- (3) The fact that the Pay Next Month User provides or intends to provide something as collateral for the Pay Next Month Obligations if any, and the details of such collateral.
- 2.The Pay Next Month User agrees that the Bank shall, if requested by any joint and several guarantor who has signed the Agreement, provide such joint and several guarantor with the information set forth in Article 458-2 of the Civil Code of Japan (whether or not there has been any failure to pay the principal of the Pay Next Month Obligations, service fees related to the Pay Next Month Obligations, a late payment fee, damages and any and all other fees or costs associated to obligations, a remaining amount of such obligations and an amount of such obligations due and payable).
- 3.The Pay Next Month User agrees that the Bank will notify the joint and several guarantors that the due date of the Pay Next Month User’s obligations has been accelerated when such acceleration has occurred.
Article 24. Agreement to Demand for Performance by Joint and Several Guarantors
The Pay Next Month User agrees that the demand for performance of the Pay Next Month Obligations by any of the joint and several guarantor, person who has assumed the Pay Next Month Obligations and general successor thereof shall also be effective against the Pay Next Month User.
[March 24, 2025]
*In the event of any discrepancy or inconsistency between the English and Japanese versions of these Terms and Conditions, the Japanese version will prevail.