When used in this Agreement, each of the following words and phrases shall have the meanings set out below:
1.2 KeyChain Pay Services allows the User to register to make or receive online payments using debit / credit cards, Apple Pay or Google Pay in relation to Rent payments for the use of real property or rights appertaining to real property in the United Kingdom.
1.3 This Agreement shall be governed by and interpreted in accordance with the laws of England and Wales and the parties hereby submit to the exclusive jurisdiction of the English courts to settle any dispute arising out of or in connection with this Agreement.
2.1 Your use of this App or Services will at all times comply with this Agreement;
2.2 If you elect to create an account:
(a) You may create only one account for your commercial use; (b) You may only use this App or the Services to undertake genuine and lawful transactions; (c) You must safeguard your password and supervise the use of your account, and accept and agree that you are responsible for the use of your account by anyone you allow or suffer to access it with your password. Your Touch ID / Face ID may be required when you login this App in iPhone;
If you are not willing or are unable to comply, you must not use the App or the Service. KeyChain Pay has policies and measures to randomly check and inquire into the authenticity of the information provided by a User, and may suspend its access to and use of the App and Services if and when that User refuses to cooperate or KeyChain Pay has reasonable reservation or doubt as to the authenticity of material information provided by the User.
2.3 You represent that you have the right and capacity to provide all information you submit to KeyChain Pay, without infringing any right or privacy of others or in breach of any restrictions you are subject to, and that all such information is and will remain accurate, true, current and complete.
2.4 KeyChain Pay reserves the rights to refuse or suspend anyone or any User to use the App or the Service in its absolute discretion.
KeyChain Pay, as a payment institution (Reference number: 967989) registered and regulated by the Financial Conduct Authority (FCA) in the United Kingdom, provides hosting and data processing services for property managers, letting agents, and landlords either directly or through their authorized representatives. KeyChain Pay explicitly states that it operates solely as a payment service provider and does not hold itself out as offering property or estate agency services, banking services, remittance agent services, or operating payment systems as defined by UK laws and regulations.
In the course of providing its services, KeyChain Pay collects, analyzes, and transmits information related to payment transactions between payers and recipients. By using our services, you authorize KeyChain Pay to disclose such information to your designated bank or other entities as necessary to facilitate payment transactions.
KeyChain Pay acts solely as a facilitator in collecting payments on behalf of Landlords from their tenants (Payers) through authorized payment channels, including debit / credit cards, Apple Pay, or Google Pay. However, it should be noted that KeyChain Pay cannot guarantee the punctuality or completeness of payments made by tenants.
Upon receipt of payments from Payers, KeyChain Pay will promptly remit the balance, after deducting applicable Service Fees, to the designated account of the recipient Landlord. Payment remittance typically occurs within fourteen (14) calendar days from the date of receipt. It is important to note that all payments made by KeyChain Pay are subject to recourse in the event of legitimate claims from other parties.
In carrying out its activities, KeyChain Pay is committed to compliance with all relevant laws and regulations, including but not limited to the General Data Protection Regulation (GDPR) (EU) 2016/679, as incorporated into UK law by the Data Protection Act 2018, the Payment Services Regulations 2017, and applicable Financial Conduct Authority guidelines. We prioritize transparency, data security, and client fund protection in our operations to ensure the trust and confidence of our users.
Upon receiving a Payment from a Payer to you as the Landlord, KeyChain Pay will charge a non-refundable Service Fee on the Payment (and will deduct the relevant amount of the Service Fee from the total Payment received) before remitting the balance of the Payment to you (which balance shall be paid into such Landlord bank accounts as you may designated in the App from time to time).
It is your sole responsibility to ascertain what taxes may be charged or payable by you for the Payments KeyChain Pay collects on your behalf or pays to you, and it is your sole responsibility to collect, report, file returns and remit the applicable tax to the relevant authority. KeyChain Pay is not responsible for inquiring and determining whether taxes are payable for your Payment transactions, or for collecting, reporting or remitting any taxes arising from your Payment transactions.
Should you require additional tax reporting services beyond the standard provision outlined above, such services will incur additional fees. The fees for such services will be subject to negotiation and agreement between you and KeyChain Pay, taking into consideration the specific tax requirements applicable in the United Kingdom.
You acknowledge and accept that Debit / credit card Payment processing times depend on administrative factors and institutional backlogs which are beyond the control of KeyChain Pay. Debit / credit card Payments initiated by Payers may take at least five (5) Business Days or such longer period as KeyChain Pay may notify you. Furthermore, completion of a Debit / credit card Payment is contingent on both the authorisation of the Debit / credit card Payment and acceptance of the Debit / credit card Payment. In the event that Payment from a Debit / credit card is unable to be completed, KeyChain Pay will use its reasonable efforts to notify you up to two weeks in advance (before the Rent payment is due) through this App or using the contact information in your User Profile. Any delay or non-completion of Payments and all claims and liabilities arising therefrom are to be resolved exclusively between you and the Payer (and/or your tenant) and KeyChain Pay shall have no liability in this regard unless it is caused by any omission, negligence or default of KeyChain Pay. Any penalties, late fees, and interest charges applied against a late Payment are solely the responsibility of the Payer and KeyChain Pay shall have no liability in this regard unless it is caused by any omission, negligence or default of KeyChain Pay.
KeyChain Pay MAKES NO WARRANTY OR GUARANTEE AS TO THE TIMELY PAYMENT OF ANY AMOUNTS AND ASSUMES NO RESPONSIBILITY OR LIABILITY DUE OR OWING TO OR RESULTING FROM ANY DELAY THAT IS CAUSED BY THE PAYER, THE LANDLORD, ANY THIRD PARTY, OR WHICH IS OUTSIDE OF THE REASONABLE CONTROL OF KeyChain Pay OR WHICH ARISES OR RESULTS FROM THE DEFAULT, NEGLIGENCE OR ACT OR OMISSION OF THE PAYER OR OTHER PARTIES.
KeyChain Pay’s Services are completed for a transaction upon a Payment having been deposited into your designated bank account. You accept and agree that KeyChain Pay will not provide any refund, cancellation or charge-back of a Payment or Service Fees or any part thereof, save and except for any error or omission on the part of KeyChain Pay.
KeyChain Pay may, at its sole discretion, from time to time impose and adjust limits on the amount of each individual Payment or the aggregate amount of Payments you may receive through this App or Services, which is reasonable in the opinion of KeyChain Pay having taken into account the amounts of Rent payable. Provided that KeyChain Pay will use its reasonable efforts to provide prior written notice of at least one month before the imposition or adjustment of such a limit.
All funds collected from Payers in transit will be held in dedicated client bank accounts maintained by KeyChain Pay in accordance with the safeguarding requirements outlined by the FCA for payment institutions. These accounts will ensure proper segregation from any other operational funds of KeyChain Pay, and will be managed in compliance with the applicable regulations and guidelines set forth by the FCA.
KeyChain Pay will use its best efforts to adhere to the safeguarding requirements and ensure the security of these funds. Any additional measures or arrangements requested by a User must comply with the terms and conditions specified by KeyChain Pay and meet the regulatory standards established by the FCA.
KeyChain Pay IS NOT RESPONSIBLE FOR THE PAYMENT OF RENT OR FEES TO YOU BY A PAYER. KeyChain Pay ONLY FACILITATES THE PROCESSING OF SUCH PAYMENT. ANY FAILURE OR INABILITY ON THE PART OF A PAYER’S TO MAKE PAYMENT TO IS THE SOLE RESPONSIBILITY OF SUCH PAYER. KeyChain Pay SHALL NOT BE LIABLE, IN ANY WAY, FOR ANY FAILURE OR INABILITY OF A PAYER TO MAKE A PAYMENT TO YOU, INCLUDING BUT NOT LIMITED TO SITUATION WHERE A PAYER HAS INSUFFICIENT FUND OR CREDIT AVAILABLE TO MAKE A PAYMENT TO YOU AS A RESULT OF KeyChain Pay CHARGING ANY APPLICABLE SERVICE FEE FOR USE OF THE SERVICES.
KeyChain Pay may suspend or terminate a User’s account if KeyChain Pay reasonably suspects or believes, or is advised by any competent authority that any transaction or Payment of, or relating to the User is a sham, or is fraudulent, illegal or for or facilitating unlawful or immoral ends and activities (or otherwise breaches any applicable regulation or law). KeyChain Pay shall also be at liberty to report the case and disclose all information and records to the competent authorities.
In case a suspicious payment is detected or alerted from a card acquirer, KeyChain Pay reserves the final decision in holding the payout of the Payment and issuing a refund to avoid a dispute. If a dispute has been raised to KeyChain Pay in relation to a fraudulent payment made by a stolen or unauthorized card, the Landlord User is obligated to pay back all related transaction amounts and transaction fees (including any fees levied by the card-issuing bank and any costs incurred by KeyChain Pay in resolving the dispute in such amount agreeable to the Landlord User) to KeyChain Pay in 45 business days upon request accompanied with supporting evidence.
Tenants acknowledge and agree that, in addition to the monthly rent, they may be responsible for additional charges as specified by the landlord or property manager. These charges can include, but are not limited to, cleaning fees, maintenance costs, and other related expenses. Such charges will be treated as disbursements and will be processed through the KeyChain Pay platform in accordance with the terms set forth in the tenancy agreement or as notified by the landlord or property manager.
When a Payment is made to you using the Services, the Payment Amount will be transferred into such bank account as is designated by you and/or your agent, subject to the terms herein or any such other agreement that you may be required to enter into with KeyChain Pay.
You shall give KeyChain Pay not less than 10 Business Days’ notice (via the App) in advance to terminate the Payment arrangement when the relevant agreement between you and the Payer is to be terminated or is due to expire. Failure to provide the required notice period may result in a further Payment being taken from the Payer (and KeyChain Pay shall have no liability to you in respect of this Payment, other than to remit the Payment balance to you in the usual way). If the Payer disputes the Payment then you shall resolve this directly with the Payer without any liability to KeyChain Pay.
The Payment arrangement will also be terminated after the Payer has given notice to KeyChain Pay to terminate the Payment arrangement and Keychain Pay shall duly inform the Landlord User of such termination within 7 days after receipt of the termination notice from the Payer.
Where it is reasonable and practicable in the circumstances, KeyChain Pay will advise the Payer via email that a notice of termination has been received from you, and when the Payment arrangement will cease to operate, within 2 Business Days after KeyChain Pay has received the notice of termination from the Payer.