Terms and Conditions

These Terms and Conditions (the “Terms”) govern the relationship between Integry S.A.S., a Colombian company with tax ID (NIT) 901.797.651-3, domiciled at Carrera 57 C # 66-34, Bogotá D.C., operating under the trade name IntPay (“Integry” or “IntPay”), and any individual or legal entity, whether or not a merchant, that joins the platform to receive payments (the “Merchant”). Where the Merchant is an individual, references to its business, customers, or sales refer to the lawful payments it receives.

By registering, electronically accepting these Terms, or using the services, the Merchant confirms that it has read and accepted them, together with the Collection Mandate Agreement, the Personal Data Processing Policy, and the Commercial Proposal sent to it. These documents form a single agreement. Electronic acceptance is fully valid under Colombian Law 527 of 1999.

IntPay is a payment gateway and collection technology platform. Integry receives payments from Payers in the name and on behalf of the Merchant, acting as its agent under the Collection Mandate Agreement, and transfers the funds to the Merchant on the agreed terms.

Integry is not a bank or a financial institution. It does not take deposits from the public, extend credit, or offer deposit or investment products. Collected Funds belong to the Merchant, are not part of Integry's assets, and are held temporarily in accounts at financial institutions supervised by the Financial Superintendence of Colombia or, for operations in the United States, with partners duly authorized under applicable federal and state law.

The availability of each Payment Method depends on the Merchant's approval by Integry and its Partners, and on the rules of the relevant payment networks and systems.

Before enabling the service and throughout the relationship, Integry applies know-your-customer and know-your-business (KYC/KYB) procedures and controls to prevent money laundering, terrorist financing, and the financing of weapons proliferation (AML/CFT). To that end, the Merchant must:

The Merchant may not use IntPay to collect payments related to the following activities. Integry may expand this list according to its risk policies or its Partners' requirements:

The Merchant will pay Integry the fees agreed in the Commercial Proposal, which Integry will deduct from the Collected Funds before each Settlement. Integry will issue electronic invoices for its fees, including the applicable VAT.

Integry and the participating financial institutions will apply the income tax, VAT, and municipal (ICA) withholdings and any other tax deductions required by law, and will provide the corresponding certificates. The financial transactions tax (GMF) and any other taxes arising on the Merchant's funds are the Merchant's responsibility.

Integry will transfer the net Collected Funds in Colombian pesos to the bank account in Colombia registered by the Merchant. That account must be held in the Merchant's name. Integry will not transfer funds to third-party accounts.

Payments received in U.S. dollars from Payers in the United States are collected through Partners authorized in that country and are converted and brought into Colombia through authorized foreign exchange market intermediaries, in accordance with the Colombian foreign exchange regime (External Resolution 1 of 2018 of the Board of Directors of Banco de la República and Circular DCIN-83). The applicable exchange rate and conversion costs will be shown in the Dashboard before Settlement.

Integry may delay a Settlement while a Transaction is under review for suspected fraud, due to a request from an authority, or due to AML/CFT alerts, and will inform the Merchant as soon as the law allows.

In Colombia, Payers may request a payment reversal in the cases set out in Article 51 of Law 1480 of 2011 and its implementing regulations (fraud, unsolicited transaction, product not received, or product defective or not as ordered). In the United States, card payments are subject to card network chargebacks, and ACH debits to returns under the Nacha Operating Rules and applicable federal law.

The Merchant is responsible for the amount of reversals, refunds, and chargebacks, and for any costs and fines imposed by networks or Partners. Integry may deduct these amounts from current or future Settlements or charge them directly to the Merchant. The Merchant must provide the evidence Integry requests, within the deadlines it sets, to dispute each claim.

Integry may establish a reserve on the Collected Funds, at a reasonable percentage and for a reasonable period, when the Merchant's risk level, chargeback ratio, or the termination of the relationship justifies it. The reserve will be released once the underlying risk ends. The Merchant authorizes Integry to set off against the Collected Funds any amount due to Integry under these Terms.

Integry monitors Transactions to prevent fraud and unusual activity. It may suspend the service in whole or in part, without prior notice, if it detects unusual or suspicious operations, breaches of these Terms, prohibited activities, matches on restrictive lists, or chargeback ratios above network thresholds, or when an authority orders it or a Partner requires it. Suspicious operations will be reported to Colombia's Financial Information and Analysis Unit (UIAF) or the competent authority.

Either party may terminate the relationship without cause by giving thirty (30) calendar days' written notice. After termination, Integry may hold the funds needed to cover reversals and chargebacks during their filing period, of up to one hundred eighty (180) days, and will then settle the remaining balance to the Merchant.

Integry processes the personal data of Merchants, their representatives, and Payers in accordance with Colombian Law 1581 of 2012 and its implementing decrees and, for operations in the United States, the Gramm-Leach-Bliley Act (GLBA) and its Safeguards Rule (16 CFR Part 314). With respect to Payers' data, Integry acts as a data processor on behalf of the Merchant, except as needed to meet its own legal obligations for fraud prevention and AML/CFT. Details are set out in the Personal Data Processing Policy.

The platform, software, the IntPay and Integry trademarks, and the documentation are the property of Integry or its licensors. Integry grants the Merchant a limited, non-exclusive, non-transferable license to use them during the relationship and solely to receive payments. The Merchant authorizes Integry to display its name and logo at checkout to identify the payee.

Each party will keep confidential the technical, commercial, and financial information it receives from the other, except information that is public or must be disclosed by order of a competent authority or to Partners to provide the service. This obligation survives for five (5) years after the relationship ends.

Integry is liable for direct damages caused by its breach of its obligations. Except in cases of willful misconduct or gross negligence, its total liability to the Merchant will not exceed the fees actually paid by the Merchant in the twelve (12) months before the event giving rise to the claim.

Integry is not liable for failures attributable to Partners, payment networks, or the Merchant's or Payers' infrastructure, or for force majeure events, including outages of low-value payment systems or of the financial system.

Integry may amend these Terms. Changes will be communicated to the Merchant by email or through the Dashboard at least thirty (30) calendar days in advance, unless they must apply sooner because of a regulatory change or a request from an authority or a Partner. If the Merchant does not agree, it may terminate the relationship without penalty before the changes take effect.

The Merchant may not assign its contractual position without Integry's prior written consent. Integry may assign the relationship to a company in its group or to a successor of its business, with prior notice to the Merchant.

These Terms are governed by the laws of the Republic of Colombia, without prejudice to any U.S. law that applies mandatorily to operations carried out in the United States.

The parties will try to resolve any dispute through direct negotiation for thirty (30) calendar days. If they do not succeed, the dispute will be submitted to the competent courts of Bogotá D.C.

These Terms are published in Spanish and English. In case of any discrepancy, the Spanish version prevails.

Notices to the Merchant will be sent to the email registered in the Dashboard. Notices to Integry must be sent to comercial@integry.co or to Carrera 57 C # 66-34, Bogotá D.C., Colombia.